Exhibit 10.53
[LOGO] Xxxxxx-Xxxxxxxxx Group 0000
Xxxxxx-Xxxxxxxxx Xxxxx Xxxxxx,
Xxxx 00000-1487
P.O. Box 744
Dayton, Ohio 45401-0744
000-000-0000 000-000-0000
FAX xxx.xxx.xxx
July 31, 2002
Via U.S. Mail
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Xxxxx Xxxxxxxxxx
PC Connection
000 Xxxxxxx Xxxx Xxxxx 000X
Xxxxxxxxx, XX 00000-0000
Re: Executed Lease Amendment #4 for
Approximately 102,400 Square Feet of Space for
2780-0000 Xxx Xxxxx Xxxxx 00, Xxxxxxxxxx, XX 00000
Dear Xxxxx:
Enclosed is a fully executed copy of the above referenced Lease
Amendment and a copy of the State of Ohio Agency Disclosure Form for
your files.
Should you need any additional information, please contact me at
000-000-0000.
Sincerely,
XXXXXX-XXXXXXXXX REALTY, INC.
/s/ Xxxxx XxXxxx
Xxxxx XxXxxx
Senior Vice President of Sales
CM/ts
Enclosure
cc: Xxxxxx Xxxxx
For more information about Xxxxxx-Xxxxxxxxx services and products,
please visit our web site at xxx.xxx.xxx.
NAIOP National Developer of the Year
Disclosure of-Agency Relationship
(THIS FORM IS NOT A CONTRACT)
This real estate agent who is providing you with this form is required to do so
by Ohio law. It does not, by itself, obligate you to work with this agent or
his/her brokerage; nor will you be bound to pay any compensation to the agent or
the agent's brokerage by merely signing this form.
Instead, the purpose of this form is to make sure you have the necessary
information you need to know about the role of this agent if you choose to work
together. By signing, you acknowledge that you have been provided this
information and agree to it. If you do not, you can consult with an attorney for
further advice.
As a potential seller/landlord or buyer/tenant of real estate I understand and
agree that
Xxxxx XxXxxx and Xxxxxx-Xxxxxxxxx Realty, Inc. will:
------------ -----------------------------
(Agent) (Brokerage)
[X] Represent the seller/landlord
[_] Represent the buyer/tenant
I also understand and agree that the following may also possibly occur in a real
estate transaction in which I may be involved with this agent:
[X] The same agent who represents me could potentially represent the other
party in a transaction involving me. The agent and brokerage would then
both be dual agents.
[X] A different agent in the same brokerage could potentially represent the
other party in a transaction involving me. Each agent would represent
the interests of their separate client. The brokerage would be dual
agent. A management level licensee is also a dual agent if representing
a client in an in-com y transaction.
I have reviewed the information on the reverse side of this form and I have been
given a completed copy of this Disclosure of Agency Relationship.
FIVE WAREHOUSE INVESTMENTS, V LTD.
Merrimack Service Corp. dba
PC Connection, Inc. By Xxxxxx-Xxxxxxxxx Realty, Inc.,
/s/ Xxxxxx X. Xxxxx 7/30/02 /s/ Xxxxxx X. Xxxxxxxx 7/31/02
-------------------------------- ------------------------------- -------
(Buyer or Tenant) (Date) (Seller or PRESIDENT) (Date)
7/31/02
(Buyer or Tenant) (Date) By _______________________________ -------
(Seller or landlord) (Date)
Xxxxxx X. Xxxxxxxx. President
To be completed only in an in-company transaction involving two agents
("Split" Agency)
Both buyer/tenant and seller/landlord acknowledge and agree that in a
contemplated transaction involving property located at__________________________
____________________________ the buyer/tenant is represented by
and the seller/landlord is represented by
By initialing below both parties acknowledge and agree that they are aware that
both agents are affiliated with the same brokerage; that each agent will
represent the separate interests of their separate client, (unless a management
level licensee is one of the agents involved in the transaction); that it was
previously disclosed that this could occur; and that they consent to the
brokerage acting as a dual agent.
Buyer/Tenant's Initials: Seller/Landlord's Initials:
Date: Date:
Any questions regarding the role or responsibilities of the
[SEAL] brokerage or its agents can be directed to an attorney or to: [SEAL]
Ohio Division of Real Estate and Professional Licensing
00 X. Xxxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, XX 00000-0000
(000)000-0000
Page 2 of 2
AMENDMENT NO. 4 TO LEASE
THIS AGREEMENT made this 31 day of 2002 July, 2002, by and between
EWE WAREHOUSE INVESTMENTS V, LTD., as Lessor and MERRIMACK SERVICES CORPORATION
dba PC CONNECTION SERVICES, as Lessee located at 0000-0000 Xxx Xxxxx Xxxxx 00,
Xxxxxxxxxx, Xxxx 00000.
WITNESSETH:
WHEREAS, Xxxxxx and Xxxxxx entered into a Lease dated September 27,
1990 as amended June 28, 1996, July 31, 1998, and June 26, 2000, and
WHEREAS, the Lessor and Lessee desire to amend the Lease of
approximately 102,400 square feet to extend the term, revise the rent and delete
the Option to Renew.
NOW THEREFORE, the Lease is amended as follows.
1. Article 1. TERM. shall be revised as follows.
Effective January 1, 2003, the term of this Lease shall be extended
for an additional two (2) years, two (2) months for a total term of fourteen
(14) years, two (2) months, commencing January 1, 1991 and ending February 28,
2006, both dates inclusive.
2. Lessee warrants that Xxxxxx has accepted and is now in possession
of the Premises and that the Lease is valid and presently in full force and
effect. Xxxxxx accepts the Premises in its present "as is" condition.
3. Article 4. RENT. shall be revised as follows.
For the two (2) month period commencing January 1, 2003 and ending
February 28, 2003, the Lessee shall occupy the Leased Premises "rent free".
For the ten (10) month period commencing March 1, 2003 and ending.
December 31, 2003 the Lessee shall pay to the Lessor as Rent for the Leased
Premises the sum of FOUR HUNDRED FORTY-EIGHT THOUSAND AND 00/100 DOLLARS
($448,000.00) which shall be paid in equal monthly installments of FORTY-FOUR
THOUSAND EIGHT HUNDRED AND 00/100 DOLLARS ($44,800.00), due and payable on the
first day of each month, in advance, without demand.
Checks should be made payable to Easton & Associates Management
Account c/o The Easton Group, 00000 X. X. 19th St., Miami, FL 33172
The Basic Annual Rent of $537,600.00 shall be adjusted annually based
on any increases in the. Consumer Price Index beginning January 1, 2004 and at
the end of each year thereafter, whether during the term of this Lease or any
renewal or extension thereof. Increases in the Annual Rent shall be made in
accordance with the following procedure:
a. The index to be used for this adjustment shall be the Consumer
Price Index (U.S. City Average, All Urban Consumers, All Items, 1982-1984
equaling a base of 100, from the U.S. Department of Labor, Bureau of Labor
Statistics, Washington, D.C.).
b. The Consumer Price Index of 2002 for the month of September shall
be the "Base Period Consumer Price Index". The Consumer Price Index for the
month of September in each adjustment year shall be the "Adjustment Period
Consumer Price Index".
c. The Base Period Consumer Price Index shall be subtracted from the
Adjustment Period Consumer Price Index; the difference shall be divided by the
Base Period Consumer Price Index. This quotient shall then be multiplied by the
Basic Annual Rent, and the result shall then be added to the Basic Annual Rent.
The resulting sum shall be the adjusted Annual Rent for such immediately
succeeding leasehold period which shall be paid in equal monthly installments.
All calculations of said procedure shall be provided to the Lessee in
their entirety directly from EWE Warehouse Investments V, Ltd., the Lessor.
d. If the said Consumer Price Index is, at any time during the term
of this Lease, discontinued by the Government, then the most nearly comparable
index shall be substituted for the purpose of the aforesaid calculations.
4. Amendment No. 3, Item 6. OPTION TO RENEW. shall be amended as
follows.
Lessee is hereby granted an option to renew this Lease for an
additional term of two (2) years on the same terms and conditions contained
herein except for the rental and the length of the term, upon the conditions
that:
a. written notice of the exercise of such option shall be given by
Lessee to Lessor not less than one hundred eighty (180) days prior to the end of
the term of this Lease (by August 31, 2005); and
b. at the time of the giving of such notice and at the expiration of
the term of this Lease, there are no defaults in the covenants, agreements,
terms and conditions on the part of Lessee to be kept and performed, and all
rents are and have been fully paid. Provided also, that the rent to be paid
during each year of the said renewal period shall be as determined in accordance
with the following procedure:
(1) The index to be used for this adjustment shall be the Consumer
Price Index (U.S. City Average, All Urban Consumers, All Items, 1982-1984
equaling a base of 100, from the U.S. Department of Labor, Bureau of Labor
Statistics, Washington, D.C.).
(2) The Consumer Price Index of 2002 for the month of September shall
be the "Base Period Consumer Price Index".
(3) The Consumer Price Index for the month of September each
succeeding year shall be determined from the published figures and shall be the
"Adjustment Period Consumer Price Index".
(4) The Base Period Consumer Price Index shall be subtracted from the
Adjustment Period Consumer Price Index; the difference shall be divided by the
Base Period Consumer Price Index. This quotient shall then be multiplied by
$537,600.00 and the result shall then be added to $537,600.00. This arithmetical
sum shall then be the adjusted Basic Annual Rent for such immediately succeeding
leasehold year which shall be paid in equal monthly installments.
(5) If the said Consumer Price Index is, at any time during the term
of this Lease, discontinued by the Government, then the most nearly comparable
index shall be substituted for the purpose of the aforesaid calculations.
All calculations of said procedure shall be provided to the Lessee in
their entirety directly from EWE Warehouse Investments V, Ltd., the Lessor.
5. ARTICLE 21. NOTICE. shall be revised as follows.
All notices under this Lease may be personally delivered sent by
courier service, with receipt; or mailed to the address shown by certified
mail, return receipt requested. The effective date of any mailed notice
shall be one (1) day after delivery of the same to the United States Postal
Service.
Lessor: EWE Warehouse Investments V, Ltd.
Mail: Easton & Associates
Management Account
c/o The Easton Group 00000 X.
X. 00_ Xx. Xxxxx, XX 00000
Lessee: MERRIMACK SERVICES CORPORATION
dba PC CONNECTION SERVICES
Mail: Attn: Legal Counsel
000 Xxxxxxx Xxxx
Xxxxxxxxx, XX 00000-0000
Either party may from time to time designate in writing other
addresses.
6. Except as expressly amended herein, all other terms and conditions
of the Lease remain in full force and effect.
IN WITNESS WHEREOF, the Lessor' and Xxxxxx have affixed their
signatures to duplicates of this Amendment, this 30 day of July, 2002, as to
Lessee and this 31 day of July, 2002, as to Lessor.
Signed and acknowledged LESSOR: EWE WAREHOUSE INVESTMENTS V, LTD.
in the presence of: BY XXXXXX-XXXXXXXXX REALTY, INC.
ITS MANAGING AGENT
/s/ Xxxx X Xxxxxx
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Xxxx X Xxxxxx By: /s/ Xxxxxx X. Xxxxxxxx
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Print Name Xxxxxx X. Xxxxxxxx
Title: President
/s/ Xxxxx X. Xxxxxx
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Xxxxx X. Xxxxxx
---------------
Print Name
LESSEE: MERRIMACK SERVICES CORPORATION dba
PC CONNECTION SERVICES
/s/ Xxxxxx X. Xxxxx By: /s/ Xxxxx X. Xxxxxx
---------------------- -------------------------------
Xxxxxx X. Xxxxx Xxxxx X. Xxxxxx
Print Name Title: President
/s/ Xxxxxxx X. Xxxx
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Xxxxxxx X. Xxxx
---------------
Print Name
STATE OF OHIO, COUNTY OF XXXXXXXXXX, XX:
The foregoing instrument was acknowledged before me this 31 day of
July, 2002, by Xxxxxx X. Xxxxxxxx,
President of XXXXXX-XXXXXXXXX XXXXXX, INC.
/s/ Xxxx X. Xxxxxx
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NOTARY PUBLIC
XXXX X. XXXXXX, Notary Public
In and for the State of Ohio
My Commission Expires May 4, 2006
STATE OF New Hampshire County of Hillsborough, SS:
The foregoing instrument was acknowledged before me this 30 day of
July, 2002, by Xxxxx X. Xxxxxx, the President of MERRIMACK SERVICES CORPORATION,
a corporation on behalf of said corporation.
/s/ Xxxxxxx X. Xxxxxxx
----------------------
NOTARY PUBLIC
XXXXXXX X. XXXXXXX, NOTARY PUBLIC
NEW HAMPSHIRE
My Commission Expires Jan. 20, 2004
