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Sub-Sublease Agreement
Sub-Sublease Agreement (30K)
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Sub-Sublease
Sub-Sublease (785K)
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SUB-SUBLEASE
AGREEMENT OF SUB-SUBLEASE, made as of the 19th day of December,
2003, by and between INSTINET GLOBAL HOLDINGS, INC., a Delaware corporation,
having an office at Three Times Square, New York, New York 10036 ("Sublessor"),
and EYETECH PHARMACEUTICALS, INC., a Delaware corporation, having an office at
500 Seventh Avenue, New York, New York 10018 ("Sublessee").
RECITALS
A. Pursuant to an Agreement of Lease dated February 18, 1998, between 3
Times Square Associates, LLC (the "Prime Landlord"), as landlord, and Instinet
Corporation (now known as Reuters C Corp.) (the "Prime Tenant"), as tenant,
which Agreement of Lease, as supplemented by letter agreement dated February 18,
1998, was modified and amended by (i) First Amendment of Lease, dated as of June
30, 1998, (ii) Second Amendment of Lease, dated as of July 1, 1998, (iii) Third
Amendment of Lease, dated as of March 31, 2000, (iv) Fourth Amendment of Lease,
dated as of November 28, 2000, (v) Fifth Amendment to Lease, dated as of October
29, 2001, and (vi) Sixth Amendment of Lease, dated as of November 1, 2001 (said
Agreement of Lease, as so supplemented, modified and amended, the "Prime
Lease"), Prime Landlord leased to Prime Tenant premises (the "Demised Premises")
located in the building known as Three Times Square, New York, New York (the
"Building"), for a term ending November 18, 2021, as more particularly described
in the Prime Lease. A true and complete copy of the Prime Lease, except for
certain information redacted therefrom, is annexed hereto as Exhibit A.
B. Pursuant to a Sublease dated as of April 24, 2001, between Prime Tenant
and Sublessor, amended May 28, 2003 (collectively, the "Sublease"), Prime Tenant
subleased the Demised Premises to Sublessor for a term which shall expire on
November 17, 2021. A copy of the Sublease, with certain information redacted
therefrom, is annexed hereto as Exhibit B.
C. Sublessee wishes to sublease from Sublessor and Sublessor is willing to
further sublease to Sublessee certain parts of the Demised Premises as follows:
the entire twelfth and thirteenth floors of the Building (subject to Sublessor's
obligation to complete Sublessor's Work, including, without limitation, those
items of work with respect to the thirteenth floor as are set forth on Schedule
2 hereto), containing, for purposes of this Sub-sublease, 62,000 rentable square
feet of space (the "Subleased Premises"), which is the aggregate rentable square
footage attributable to the Subleased Premises in the Sublease.
NOW, THEREFORE, in consideration of the mutual covenants herein
contained, Sublessor and Sublessee hereby agree as follows:
1. DEFINED TERMS. Capitalized terms used but not defined herein
shall have the meanings ascribed to them in the Sublease.
2. AGREEMENT TO SUBLEASE; TERM. (a) Sublessor hereby subleases to
Sublessee and Sublessee hereby hires from Sublessor the Subleased Premises upon
the terms hereinafter contained and subject to and subordinate to the provisions
of the Prime Lease and the Sublease, (except as expressly set forth herein) for
a term (the "Term") that shall commence with
{PAGE}
respect to the earliest date (the "Commencement Date") upon which each of the
following conditions has been satisfied: (i) a fully executed counterpart of
this Sub-Sublease has been delivered to Sublessee or its attorneys, (ii) fully
executed written consents to this Sub-Sublease in form and substance reasonably
acceptable to Sublessee executed by Prime Landlord and Prime Tenant (the
"Consents") have been delivered to Sublessee or its attorneys, (iii) Sublessor
has delivered to Sublessee vacant, broom-clean possession of that portion of the
Subleased Premises designated on Exhibit C-1 hereto as Space A ("Space A"), (iv)
Sublessor's Work (defined below) with respect to Space A has been completed in
all material respects, and (v) the provisions of the first sentence of
subparagraph (c) of this Section 2 have been met. The Term shall end on November
16, 2021 (the "Expiration Date"), unless terminated sooner pursuant to law or
the terms of this Sub-Sublease, the Sublease or the Prime Lease.
(b) Sublessor also shall sublease to Sublessee and Sublessee
shall hire from Sublessor, that portion of the Subleased Premises designated on
Exhibit C-2 hereto as Space B ("Space B"), commencing on the date (the "Space B
Commencement Date") after the date hereof upon which Sublessor delivers to
Sublessee vacant, broom-clean possession of Space B with any portion of
Sublessor's Work to be performed thereon complete in all material respects and
in accordance with the first sentence of subparagraph (c) of this Section 2. The
Space B Commencement Date shall occur on or prior to February 15, 2004;
provided, however, that if the Space B Commencement shall not occur (i) on or
prior to February 15, 2004 for any reason whatsoever, then Sublessee shall be
entitled to a credit equal to one day of Base Rent and additional rent
attributable to Space B for each day from February 16, 2004 through and
including the earlier of the day prior to the Space B Commencement Date and
February 28, 2004; and (ii) if the Space B Commencement Date occurs after
February 28, 2004, then Sublessee shall be entitled to a credit equal to two
days of Base Rent and additional rent attributable to Space B for each day from
March 1, 2004 through and including the day prior to the Space B Commencement
Date, which rent credit, along with any other rent credit provided for in clause
(i) above, shall be the sole and exclusive remedy to which Sublessee is entitled
if the Space B Commencement Date occurs after February 15, 2004. Notwithstanding
anything herein to the contrary, until the Space B Commencement Date, the
Subleased Premises hereunder shall consist exclusively of Space A except that,
during the period from the Commencement Date through the Space B Commencement
Date, Sublessee shall have the right from time to time, and in a manner which
will not unreasonably interfere with Sublessor's employees located in Space B,
to access Space B to perform necessary cabling, wiring, data and
telecommunications work to prepare Space B for Sublessee's occupancy. From and
after the Space B Commencement Date, the Subleased Premises hereunder shall
consist of both Space A and Space B.
(c) Upon delivery of vacant possession of the Subleased
Premises to Sublessee, the Subleased Premises shall be in compliance with all
applicable laws and insurance requirements and the certificate of occupancy for
the Building and shall be free of hazardous materials, including asbestos.
Sublessee shall not be responsible for any pre-existing conditions or violations
or the removal at the end of the Term of any alterations performed prior to the
Commencement Date.
3. DELETED.
-2-
{PAGE}
4. RENT COMMENCEMENT DATES; PAYMENT OF RENT; LATE CHARGE.
(a) For the purposes hereof, the term "Rent Commencement Date"
shall mean either or both, as applicable, of (i) the "Space A Rent Commencement
Date" which shall be the date that is eight (8) months after the Commencement
Date, and (ii) the "Space B Rent Commencement Date," which shall be the date
that is eight months after the Space B Commencement Date.
(b) Except as otherwise provided, Sublessee shall pay to
Sublessor, without notice or demand, and without any set-off, counterclaim,
abatement or deduction whatsoever except as may be otherwise specifically
provided herein, in lawful money of the United States, by check or money order
or, at Sublessor's or Sublessee's option, by wire transfer of immediately
available funds, Base Rent in equal monthly installments, in advance, on the
first day of each calendar month during the Term, commencing on the Space A Rent
Commencement Date with respect to Space A and the Space B Rent Commencement Date
with respect to Space B, except that the Sublessee shall pay the first full
monthly installment of Base Rent (that is, for the entire Subleased Premises)
upon the execution hereof.
(c) The amount of Base Rent payable to Sublessor hereunder for
each year of the Term shall be as set forth on Schedule 1 annexed hereto and
made a part hereof (and the Base Rent for any partial year during the Term shall
be prorated accordingly). Sublessee shall not be responsible for any real estate
tax or operating expense escalation payments or any other escalation payments or
Base Rent increases or, to the extent inconsistent with the provisions hereof or
included in the Redacted Provisions, other items of rent payable under the Prime
Lease or Sublease, except as otherwise set forth herein.
(d) Base Rent and any additional rent shall be paid to
299139
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Eyetech Pharma
As referenced in this Sub-Sublease:
EYETECH PHARMACEUTICALS, – and between INSTINET GLOBAL HOLDINGS, INC., a Delaware corporation,
having an office at Three Times Square, New York, New York 10036 ("Sublessor"),
and EYETECH PHARMACEUTICALS, INC., a Delaware corporation, having an office at
500 Seventh Avenue, New York, New York 10018 ("Sublessee").
RECITALS
A. Pursuant to an
_____________
Eyetech Pharmaceuticals, – LLP
2 Park Avenue
New York, New York 10016
Attention: Richard J. Brown, Esq.
To Sublessee: Prior to occupancy of the Subleased Premises:
Eyetech Pharmaceuticals, Inc.
500 Seventh Avenue
New York, New York 10018
Attention: General Counsel
After occupancy of the Subleased Premises:
Eyetech Pharmaceuticals, Inc.
Three
_____________
Eyetech Pharmaceuticals, – the Subleased Premises:
Eyetech Pharmaceuticals, Inc.
500 Seventh Avenue
New York, New York 10018
Attention: General Counsel
After occupancy of the Subleased Premises:
Eyetech Pharmaceuticals, Inc.
Three Times Square
New York, New York 10036
Attention: General Counsel
with a copy to: Reynolds Law, P.C.
34 South
_____________
EYETECH PHARMACEUTICALS, – of the day and year first above written.
SUBLESSOR:
INSTINET GLOBAL HOLDINGS, INC.
By: /s/ JOHN FAY
---------------------------
Name: John Fay
Title: CFO
SUBLESSEE:
EYETECH PHARMACEUTICALS, INC.
By: /s/ DAVID R. GUYER
---------------------------
Name: David R. Guyer
Title: CEO
-26-
{PAGE}
SCHEDULE 1
BASE RENT
{TABLE}
{CAPTION}
Lease Annual
_____________
dt 263179
;
NYCHA
As referenced in this Sub-Sublease:
New York Clearing House Association – shall not be unreasonably withheld,
conditioned or delayed, which Credit shall be issued by or a bank that is a
member of the New York Clearing House Association or otherwise reasonably
acceptable to Sublessor (the "Issuing Bank"), in the amount of Three Million and
00/100 Dollars ($3,000,000.00) (
_____________
New York Clearing House
Association – which is rated at least AA- by Moodys, or an equivalent rating by
Standard & Poors or Fitch, and is a member of the New York Clearing House
Association and having assets of at least THREE BILLION ($3,000,000,000.00)
DOLLARS, as it shall be increased pursuant to the provision
_____________
New York Clearing House Association – cashier's check,
or Tenant's certified check, in either case drawn by or on a bank which is a
member of the New York Clearing House Association and payable to the order of
Owner, the sum necessary to restore the Cash Security to the sum of DOLLARS.
In amplification and
_____________
New York Clearing House Association, – Owner or Lender, as specified in such notice,
in immediately available federal funds drawn upon a bank that is a member of the
New York Clearing House Association, the sum necessary to restore the Cash
Security to . In amplification and not in limitation of the provisions of
this Lease, a
_____________
dt 263703
;
|
 Chase Manhattan
As referenced in this Sub-Sublease:
Chase Manhattan Bank – subordinate in all respects to the presently existing mortgages affecting
the Real Property and the lien thereof presently held
31
{PAGE}
by The Chase Manhattan Bank (referred to as the "Chase Mortgage") and any
additional mortgages hereafter held by such holder and to all advances made or
hereafter
_____________
Chase Manhattan Bank – Lease, an unconditional, irrevocable letter
of credit in the form attached hereto and made a part hereof as Exhibit 5,
issued by The Chase Manhattan Bank (said bank or any other bank selected by
Tenant which is rated at least AA- by Moodys, or an equivalent rating by
_____________
Chase Manhattan Bank – issued by
financial institutions reasonably satisfactory to Lender that satisfy the Rating
Requirement; provided however, that Lender has deemed satisfactory issuances by
The Chase Manhattan Bank so long as it meets the Rating Requirement. Upon not
less than 60 days' prior written notice not to be made (y) more
_____________
dt 266575
|
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| 2004 |
Sub-Sublease Agreement
Sub-Sublease Agreement (81K)
Doc #1232131: Click preview link for longer preview.
SUB-SUBLEASE AGREEMENT
This SUB-SUBLEASE AGREEMENT (the �Sublease�) is made and entered into this 3rd day of March, 2004, by and between Ariba, Inc., a Delaware corporation (�Sublandlord�) and Google Inc., a Delaware corporation (�Subtenant�), with reference to the following facts:
RECITALS
A. Sublandlord is the subtenant under that certain sublease dated February 15, 1999, by and between Sublandlord, as subtenant, and 3Com Corporation, a Delaware corporation, as successor-in-interest to U.S. Robotics Access Corporation, a Delaware corporation (�Master . . .
1232131
|
Ariba
As referenced in this Sub-Sublease Agreement:
Ariba, Inc. – DATED MARCH 3, 2004
Exhibit 10.43
SUB-SUBLEASE AGREEMENT
This SUB-SUBLEASE AGREEMENT (the Sublease) is made and entered into this 3rd day of March, 2004, by and between Ariba, Inc. , a Delaware corporation (Sublandlord) and Google Inc., a Delaware corporation (Subtenant), with reference to the following facts:
RECITALS
A. Sublandlord is the subtenant under that certain sublease dated February
_____________
Ariba, Inc. – as set forth below, but either party may change its address by giving written notice thereof to the other in accordance with the provisions of this Article.
If to Sublandlord:
Ariba, Inc.
807 11th Avenue
Sunnyvale, CA 94089
Attn: Real Estate Manager
Fax: (650) 390-1377
With a copy to:
Ariba, Inc.
807 11th Avenue
Sunnyvale, CA 94089
Attn: General Counsel
_____________
Ariba, Inc. – accordance with the provisions of this Article.
If to Sublandlord:
Ariba, Inc.
807 11th Avenue
Sunnyvale, CA 94089
Attn: Real Estate Manager
Fax: (650) 390-1377
With a copy to:
Ariba, Inc.
807 11th Avenue
Sunnyvale, CA 94089
Attn: General Counsel
Fax: (650) 390-1377
If to Subtenant:
Google Inc.
1600 Amphitheatre Parkway
Mountain View, CA 94043
Attn: Director of Facilities
_____________
ARIBA, INC. – and authority to do so and to bind such party hereto.
22
IN WITNESS WHEREOF, the parties have executed this Sublease on the day and year first above written.
SUBLANDLORD:
ARIBA, INC. ,
a Delaware corporation
By:
/s/ Michael Fancher
Name:
Michael Fancher
Its
Vice President, Corporate Conroller
SUBTENANT:
GOOGLE INC.,
a Delaware corporation
By:
/s/ George Reyes
Name:
George Reyes
Its:
_____________
Ariba, Inc. – EXHIBIT D
SHARED PREMISES
EXHIBIT E
BILL OF SALE
In consideration of the sum of One Hundred Thousand Dollars ($100,000), the receipt and sufficiency of which is hereby acknowledged, Ariba, Inc. (Seller), hereby sells, transfers, assigns and conveys to Google Inc. (Buyer), effective as of March 3, 2004, all of Sellers right, title and interest in and to all of
_____________
dt 1447003
;
|
Google
As referenced in this Sub-Sublease Agreement:
Google Inc – SUB-SUBLEASE AGREEMENT
This SUB-SUBLEASE AGREEMENT (the Sublease) is made and entered into this 3rd day of March, 2004, by and between Ariba, Inc., a Delaware corporation (Sublandlord) and Google Inc ., a Delaware corporation (Subtenant), with reference to the following facts:
RECITALS
A. Sublandlord is the subtenant under that certain sublease dated February 15, 1999, by and between Sublandlord, as
_____________
Google Inc – Attn: Real Estate Manager
Fax: (650) 390-1377
With a copy to:
Ariba, Inc.
807 11th Avenue
Sunnyvale, CA 94089
Attn: General Counsel
Fax: (650) 390-1377
If to Subtenant:
Google Inc .
1600 Amphitheatre Parkway
Mountain View, CA 94043
Attn: Director of Facilities
With a copy to:
Google Inc.
1600 Amphitheatre Parkway
Mountain View, CA 94043
Attn: Legal Department
With a
_____________
Google Inc – Sunnyvale, CA 94089
Attn: General Counsel
Fax: (650) 390-1377
If to Subtenant:
Google Inc.
1600 Amphitheatre Parkway
Mountain View, CA 94043
Attn: Director of Facilities
With a copy to:
Google Inc .
1600 Amphitheatre Parkway
Mountain View, CA 94043
Attn: Legal Department
With a copy to:
Shartsis, Friese & Ginsburg LLP
18th Floor
One Maritime Plaza
San Francisco, CA 94111
Attn:
_____________
GOOGLE INC – executed this Sublease on the day and year first above written.
SUBLANDLORD:
ARIBA, INC.,
a Delaware corporation
By:
/s/ Michael Fancher
Name:
Michael Fancher
Its
Vice President, Corporate Conroller
SUBTENANT:
GOOGLE INC .,
a Delaware corporation
By:
/s/ George Reyes
Name:
George Reyes
Its:
Chief Financial Officer
23
EXHIBIT A
MASTER SUBLEASE
EXHIBIT B
MASTER LEASE
EXHIBIT C
THE SUBLEASE PREMISES
EXHIBIT
_____________
Google Inc – consideration of the sum of One Hundred Thousand Dollars ($100,000), the receipt and sufficiency of which is hereby acknowledged, Ariba, Inc. (Seller), hereby sells, transfers, assigns and conveys to Google Inc . (Buyer), effective as of March 3, 2004, all of Sellers right, title and interest in and to all of the personal property listed on Schedule I attached hereto and
_____________
dt 1524806
|
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| 2003 |
Sub-Sublease Agreement
Sub-Sublease Agreement (58K)
Doc #171073: Click preview link for longer preview.
SUB-SUBLEASE AGREEMENT
FOLKSAMERICA REINSURANCE COMPANY,
As Sub-Sublandlord,
AND
ARCH INSURANCE COMPANY,
As Sub-Subtenant
Dated as of the 31st day of December, 2002
SUB-SUBLEASE AGREEMENT
THIS SUB-SUBLEASE AGREEMENT (hereinafter referred to as this Sub-Sublease) is made as of the 31st day of December, 2002 by and between FOLKSAMERICA REINSURANCE COMPANY, a New York corporation having an office at One Liberty Plaza, New York, New York 10006 (hereinafter referred to as Sub-Sublandlord) and ARCH INSURANCE COMPANY, a Missouri corporation having an office at One Liberty Plaza, New York, New York 10006 (hereinafter referred to as Sub-Subtenant).
WITNESSETH:
WHEREAS, pursuant to that certain lease dated as of December 1, 1988, as supplemented and modified by that certain first supplemental agreement dated May 8, 1998 (sometimes hereinafter referred to as the First Supplemental Agreement) (said lease, as so supplemented and modified, hereinafter referred to as the Prime Lease), between WFP One Liberty Plaza Co. L.P. (formerly known as Olympia & York OLP Company and hereinafter referred to as Prime Landlord), as landlord, and Generali U.S. Branch (successor-in-interest to Generali Insurance Company of Trieste & Venice and hereinafter referred to as Prime Sublandlord), as tenant, Prime Landlord leased to Prime Sublandlord the entire (29th) twenty-ninth floor (hereinafter referred to as the Premises) in the building located at One Liberty Plaza, New York, New York (hereinafter referred to as the Building); and
WHEREAS, pursuant to that certain agreement of sublease dated as of December 15, 1999, between Prime Sublandlord, as sublandlord, and Sublandlord, as subtenant, as consented to pursuant to that certain consent dated January 6, 2000 by and between Prime
1
Landlord, Prime Sublandlord and Sublandlord (said sublease, as so consented to, hereinafter referred to as the Prime Sublease), Prime Sublandlord leased to Sublandlord the Premises (hereinafter referred to as the Original Sublet Premises) consisting of approximately 18,041 rentable square feet; and
WHEREAS, Sub-Sublandlord wishes to sublease to Sub-Subtenant, and Sub-Subtenant wishes to sublet from Sub-Sublandlord, the Original Sublet Premises (hereinafter referred to as the Sub-Sublet Premises), a diagram of which is set forth on Exhibit A annexed hereto and which the parties hereto agree shall be deemed to consist of the entire Original Sublet Premises.
NOW, THEREFORE, for and in consideration of the rental payments to be made hereunder by Sub-Subtenant to Sub-Sublandlord and the mutual consideration hereinafter set forth, Sub-Sublandlord and Sub-Subtenant hereby covenant and agree as follows:
1. Sub-Subleasing
A. Sub-Sublandlord does hereby sublease to Sub-Subtenant, and Sub-Subtenant does hereby hire and take from Sub-Sublandlord, the Sub-Sublet Premises for the term and on the conditions hereinafter set forth, and subject to all terms, covenants and provisions of the Prime Sublease and the Prime Lease, except as otherwise herein provided.
B. The term of this Sub-Sublease shall commence upon (i) the signing of this Sub-Sublease by the parties and (ii) delivery of fully executed Consents by the Prime Sublandlord and the Prime Landlord to the Sub-Subtenant (the Sub-Sublease Commencement Date). The Consents will be delivered to the Sub-Subtenant via overnight mail no later than two (2) business days after signing of the Sub-Sublease by the parties. The Sub-Subtenant acknowledges that the Sub-Sublandlords work as set forth in Exhibit B has been fully satisfied. The Sub-Sublease shall expire at midnight on December 29, 2009, or such earlier date on which
171073
| Folksamerica Reinsurance Company;
Arch Insurance Company;
| Arch Capital Group Ltd
|
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Sub-Sublease Agreement
Sub-Sublease Agreement (58K)
Doc #661653: Click preview link for longer preview.
SUB-SUBLEASE AGREEMENT
FOLKSAMERICA REINSURANCE COMPANY,
As Sub-Sublandlord,
AND
ARCH INSURANCE COMPANY,
As Sub-Subtenant
Dated as of the 31st day of December, 2002
SUB-SUBLEASE AGREEMENT
THIS SUB-SUBLEASE AGREEMENT (hereinafter referred to as this �Sub-Sublease�) is made as of the 31st day of December, 2002 by and between FOLKSAMERICA REINSURANCE COMPANY, a New York corporation having an office at One Liberty Plaza, New York, New York 10006 (hereinafter . . .
661653
| | |
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| 2002 |
Sub-Sublease Agreement
Sub-Sublease Agreement (18K)
Doc #117599: Click preview link for longer preview.
SUB-SUBLEASE AGREEMENT
THIS SUB-SUBLEASE AGREEMENT (the "Sub-Sublease"), made as of this 3rd
day of July, 2001, by and between Parson Group, LLC, having an office at 190
South LaSalle Street, Chicago, Illinois ("Sub-Sublessor") and Endeavor
Pharmaceuticals,Inc., a Delaware corporation having an office at 127 Racine
Drive, Wilmington, North Carolina ("Sub-Sublessee").
WITNESSETH:
WHEREAS, Sub-Sublessor as "Sublessee" entered into a sublease with The
Ayco Company, L.P., dated April 10, 2000 (the "Sublease"); and
WHEREAS, The Ayco Company, L.P., as "Tenant," (herein "Tenant"
or "Sublessor") had entered into a lease with Mack-Cali Campus Realty, LLC,
(the "Prime Landlord"), as "Landlord", dated September 30, 1998 which lease
was amended two (2) times, with the most-recent amendment dated April 4, 2000,
(the lease and all amendments thereto are collectively referred to as the
"Prime Lease") leasing certain space on the 3rd floor of that certain building
located at 8 Campus Drive, Parsippany, New Jersey (the "Building"). Said Prime
Lease to which reference is made above is incorporated herein by reference; and,
WHEREAS, Sub-Sublessor and Sub-Sublessee have agreed that
Sub-Sublessor shall sublet approximately 4,258 rentable square feet of such
space as rented under the Prime Lease and the Sublease to Sub-Sublessee, as
such space is shown on Exhibit "A" attached hereto and by this reference
incorporated herein upon the terms and conditions as herein described.
NOW, THEREFORE, in consideration of the mutual covenants and
agreements hereinafter contained, the parties hereto hereby covenant and agree
as follows:
1. PREMISES, RENT AND TERM. (a) Sub-Sublessor hereby
leases to Sub-Sublessee approximately 4,258 rentable square
feet, more or less, of space on the 3rd floor of the Building,
shown on Exhibit "A" (the "Sublease Premises") commencing
on June 25, 2001, (the "Commencement Date") and ending on
March 31, 2004 (the "Term").
(b) The base rent for such Sublease Premises shall be
$10,112.75 calendar month during the Term. The base rent shall
be paid beginning August 1, 2001 (the "Rent Commencement
Date").
(c) Sub-Sublessee shall pay the base rent and Additional Rent
as defined in Section 3 below (collectively the "Rent")
provided for hereunder in advance on the first day of every
month during the Term. If Rent is not received within ten
(10) days after the due date, Sub-Sublessee agrees to pay a
late payment to Sub-Sublessor equal to 10% of the installment
of the Rent.
117599
| | |
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Sub-Sub-Lease Agreement
Sub-Sub-Lease Agreement (27K)
Doc #369675: Click preview link for longer preview.
SUB-SUB-LEASE AGREEMENT
THIS SUB-SUB-LEASE AGREEMENT (�Sub-Sub-Lease�) is entered into as of this 2nd day of August, 2002, by and between The Titan Corporation, a Delaware corporation (�Sublandlord�), and SureBeam Corporation, a Delaware corporation (�Subtenant�).
RECITALS
A. Sublandlord is the tenant under that certain Sub-Lease by and between CLOVERLEAF COLD STORAGE CO., an Iowa corporation, as . . .
369675
| | |
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| 2002 |
Sub-Sublease Agreement
Sub-Sublease Agreement (31K)
Doc #369678: Click preview link for longer preview.
SUB-SUBLEASE AGREEMENT
THIS SUB-SUBLEASE AGREEMENT (�Sublease�) is entered into as of this 2nd day of August, 2002, by and between The Titan Corporation, a Delaware corporation (�Sub-sublandlord�), and SureBeam Corporation, a Delaware corporation (�Sub-subtenant�).
RECITALS
A. Sublandlord, herein defined, is the Tenant under that certain Lease by and between B/G Management, (�Landlord�), and Sublandlord, . . .
369678
| | |
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| 2002 |
Sub-Sublease
Sub-Sublease (40K)
Doc #390086: Click preview link for longer preview.
SUB-SUBLEASE
This. Sub-Sublease (this. "Sub-Sublease") is dated as of the 19th day of
June, 2001 between MILLENNIUM RAIL, INC., a Delaware corporation having an
office at Two Westbrook Corporate Center, Suite 200, Westchester, Illinois 60154
("Sub-Sublandlord") and ONLINE DATA CORP., a Delaware corporation having an
office at One Westbrook Center, Suite 840, Westchester, Illinois 60154
("Sub-Subtenant").
RECITALS:
A. By Office Lease Agreement, dated as of June 18, 1998, Hyperion
Solutions Corporation (formerly known as Arbor Software Corporation)
("Sublandlord"), as tenant, leased from EOP-Westbrook Corporate Center, L.L.C.,
as landlord ("Landlord"), premises consisting of approximately 8,092 rentable
square feet and known as Suite 200 on the 2nd floor of a building known as Two
Westbrook Corporate Center, Westchester, Illinois 60154 (the "Premises") (as
modified by the Consent (as hereinafter defined), the "Prime Lease").
B. By Sublease, dated as of March 22, 1999, Sub-Sublandlord, as subtenant,
subleased from Sublandlord, as sublandlord, the Premises, which was modified by
Amendment to Sublease, dated as of March 31, 1999, and Amendment to Sublease,
dated as of January, 2000 (collectively, the "Amendment"), each between
Sub-Sublandlord and Sublandlord (as modified by the Amendment and the Consent,
the "Sublease").
C. By Landlord Consent to Sublease, dated as of May 28, 1999, among
Landlord, Sublandlord and Sub-Sublandlord, Landlord consented to the Sublease
upon the terms and conditions set forth therein and by Landlord Consent to
Amendment of Sublease, undated, among Landlord, Sublandlord and Sub-Sublandlord,
Landlord consented to the Amendment upon the terms and conditions set forth
therein (collectively, the "Consent").
D. Sub-Subtenant desires to sub-sublease the Premises from
Sub-Sublandlord, and Sub-Sublandlord desires to sub-sublease the Premises to
Sub-Subtenant on the terms and subject to the conditions hereinafter set forth.
E. All defined terms used but not defined in this Sub-Sublease shall have
the same meanings given in the Prime Lease.
NOW, THEREFORE, for and in consideration of the mutual covenants
hereinafter contained, the parties hereby agree as follows:
{PAGE}
1. Demise.
Sub-Sublandlord hereby sub-subleases the Premises to Sub-Subtenant subject
to and upon the terms and conditions set forth herein. A copy of the Sublease is
attached hereto as Exhibit A. A copy of the Prime Lease is attached hereto as
Exhibit B. Sub-Sublandlord represents to Sub-Subtenant that it has no actual
knowledge that the Prime Lease and Sublease are not in full force and effect.
Sub-Sublandlord represents to Sub-Subtenant that it has not given or received
any written notice of, and has no actual knowledge regarding, the existence of a
default under the Prime Lease or under the Sublease which remains uncured. Each
party hereto represents to the other that it has all requisite authority to
enter into this Sub-Sublease without the consent or approval of any other party
except for the consent of Landlord and Sublandlord which is required under the
terms of the Sublease and Prime Lease.
2. Term; As-Is Condition.
(a) The term (the "Term") of this Sub-Sublease shall commence on July 1,
2001 or such later date as shall be 5 days after Landlord's and Sublandlord's
written consent is received by Sub-Subtenant pursuant to Section 19 below (the
"Commencement Date") and shall terminate on July 31, 2003, unless sooner
terminated pursuant to the provisions of this Sub-Sublease.
(b) Sub-Sublandlord shall deliver the Premises in broom-clean condition
and free of all occupants, but furnished with the Furniture and the Telephone
System (each as defined in Section 17 below). Sub-Subtenant shall take
possession of the Premises in its present "as is" condition. Except as herein
specified, no representations have been made to Sub-Subtenant concerning the
condition of the Premises, nor have any promises to alter or improve the
Premises (or to give any form of work allowance) been made by Sub-Sublandlord or
any party on behalf of Sub-Sublandlord.
3. Incorporation By Reference.
To the extent not inconsistent with the provisions of this Sub-Sublease,
the terms, provisions, covenants, and conditions of the Prime Lease are hereby
incorporated by reference on the following basis: The term "Landlord" therein
shall refer to Sub-Sublandlord hereunder, its successors and assigns; and the
term "Tenant" therein shall refer to Sub-Subtenant hereunder, its permitted
successors and assigns and in this Sub-Sublease Sub-Subtenant hereby assumes all
of the obligations and is granted and assigned on the terms set forth in this
Sub-Sublease all of the rights and interests of Sublandlord under the Prime
Lease with respect to the Premises accruing during the
2
{PAGE}
Term and in this Sub-Sublease Sub-Sublandlord is granted and assigned all of the
rights (but does not assume the obligations) of Landlord under the Prime Lease
with respect to the Premises accruing during the Term. Anything to the contrary
herein notwithstanding, Sub-Subtenant is not assuming any obligation to pay Base
Rent or Additional Rent directly to Landlord. The rights and obligations assumed
by Sub-Subtenant and rights granted and assigned to Sub-Sublandlord hereunder
which accrue during the Term shall survive and extend beyond the termination of
this Sub-Sublease.
4. Rent.
(a) Sub-Subtenant shall, pay to Sub-Sublandlord, at its office referred to
above, as annual base rent (the "Base Rent") TWO HUNDRED TWO THOUSAND THREE
HUNDRED AND 00/100 DOLLARS ($202,300.00), which amount shall be due from and
after the Commencement Date and payable in advance in equal monthly installments
of $16,858.33 on the first (1st) day of each month, commencing on the
Commencement Date (except to the extent Base Rent has been prepaid pursuant to
Section 4(b) below).
(b) An amount equal to one monthly installment of Base Rent has been paid
upon Sub-Subtenant's execution hereof, which sum shall be applied to the first
installment(s) of Base Rent due hereunder. If the Commencement Date is not the
first day of a month, the sum due for the calendar month in which the
Commencement Date occurs shall be prorated based on the number of days remaining
in said month after the Commencement Date. The balance of the sum remitted on
execution hereof, after application to the above-mentioned prorated sum, shall
be applied against the first full month's Base Rent due hereunder. All other
payments owed by Sub-Subtenant hereunder shall be paid as Additional Rent. Base
Rent and Additional Rent are herein collectively called "Rent".
(c) Rent shall be paid without deduction or setoff, and Base Rent shall be
paid without notice or demand. If any Rent shall not be paid on or before the
due date thereof, Sub-Subtenant shall, in addition thereto, pay a late charge of
5% of the overdue installment.
5. Escalations and Electrical Charges.
(a) Pursuant to Section IV(A) of the Prime Lease, Sublandlord is obligated
to pay its Pro Rata Share of the amount, if any, by which Taxes for the
applicable calendar year exceed Taxes for the Base Year. Sub-Subtenant shall pay
to Sub-Sublandlord Sub-Subtenant's Pro Rata Share of the amount, if any, by
390086
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 Jenkens
As referenced in this Sub-Sublease:
Jenkens & Gilchrist – except that after the Commencement Date, Sub-Subtenant's address shall be the
Premises. A copy of any notice to Sub-Sublandlord shall be simultaneously sent
by like manner to Jenkens & Gilchrist Parker Chapin LLP, The Chrysler Building,
405 Lexington Avenue, New York, New York 10174, Att: Edward R. Mandell, Esq.
Either party may, by notice, change the address to which notices
_____________
dt 1549943
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| 2002 |
Sub-Sublease
Sub-Sublease (54K)
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SUB-SUBLEASE
THIS SUB-SUBLEASE is made and entered into as of the 14th day of March,
2002, by and between PHILADELPHIA STOCK EXCHANGE, INC., a Delaware corporation
with principal offices located at 1900 Market Street, Philadelphia, PA 19103
("Sub-Sublessor") and UNIVERSAL TRADING TECHNOLOGIES CORPORATION, a Delaware
corporation with principal offices located at 11 Penn Center, Suite 420, 1835
Market Street, Philadelphia, PA 19103 ("Sub-Subtenant").
RECITALS
This Sub- . . .
1668762
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Sub-Sublease Agreement
Sub-Sublease Agreement (45K)
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1103312
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| 1999 |
Subsublease
Subsublease (35K)
Doc #140080: Click preview link for longer preview.
SUBSUBLEASE
This subsublease is made as of the 4th day of December, 1998, by and
between TIGER DIRECT, INC., a Delaware corporation, whose address is 8700 West
Flagler, 4th floor, Miami, Florida (the "Subsublessor") and Omega Research,
Inc., whose address is 8700 West Flagler Street, Suite 250, Miami, Florida (the
"Subsublessee").
WITNESSETH:
WHEREAS, pursuant to a Sublease dated January 31, 1996 and Amendment To
Sublease dated December 15, 1997, a copy of which is attached hereto as Exhibit
A (the "Prime Sublease"), Coastal Fuels Marketing, Inc., a Florida Corporation
("Sublessor") subleased to Subsublessee certain premises (the "Prime Sublease
Premises") situated in the 8700 West Flagler Building (the "Office Building")
located at 8700 West Flagler, Miami, Florida; and
WHEREAS, Subsublessor desires to subsublet to Subsublessee and
Subsublessee desires to subsublease from Subsublessor a portion of the Prime
Sublease Premises demised to Subsublessor in and by the Prime Sublease;
NOW, THEREFORE, in consideration of the mutual covenants hereinafter
set forth, the parties agree as follows:
1. DEFINITIONS. Capitalized terms used herein shall have the meanings
assigned thereto in the Prime Sublease unless otherwise defined herein or unless
the context otherwise requires.
2. SUBSUBLEASED PREMISES
(a) Subsublessor hereby subsubleases to Subsublessee and Subsublessee
hereby hires and takes from Subsublessor that portion of the Prime Sublease
Premises containing approximately Two Thousand Two Hundred (2,200) rentable
square feet on the Third (3rd) Floor of the Office Building ("Third Floor") and
the entire Fourth (4th) Floor of the Office Building containing approximately
Thirty-two Thousand Three Hundred Eight (32,308) rentable square feet ("Fourth
Floor"), as described on Exhibit B-1 and B-2 attached hereto (the "Subsubleased
Premises").
(b) Subsublessee shall accept the Subsubleased Premises in their
"AS-IS" condition. Such "AS-IS" condition shall not include, unless purchased by
Subsublessee under a separate agreement, the UPS Battery system (located on the
Fourth Floor and owned by TigerDirect) and wooden and glass bookshelves in the
executive area of the Subsubleased Premises. Subsublessor shall remove these
items prior to occupancy of Subsublessee.
3. TERM
(a) The term of this Subsublease for the Third Floor shall commence on
December 7, 1998 (the "Initial Term Commencement Date"), and subject to the
terms and conditions hereof, terminate thirty (30) days following the Term
Commencement Date.
(b) The term of this Subsublease for the Fourth Floor shall commence on
July 1, 1999 or, if Subsublessor is unable to move to its new premises by that
date, August 1, 1999 (the "Term Commencement Date"), and, subject to the terms
and conditions hereof, terminate on April 30, 2000.
(c) Subsublessor and Subsublessee understand and acknowledge that the
Term Commencement Date above is subject to delivery of Subsublessor's new
premises located at 7797 West Flagler Street and Subsublessor and Subsublessee
agree that Subsublessor shall in no event have any liability whatsoever to
Subsublessee for any delay of the Term Commencement Date. In the event
Subsublessor cannot deliver the Fourth Floor by August 1, 1999, then, as and for
Subsublessee's sole and exclusive remedy, Subsublessee shall be granted a Rent
credit in the amount of twice the amount of Rent (computed on a daily prorated
basis) otherwise due for each day thereafter until
Page 1 of 7
{PAGE}
Subsublessor tenders possession in accordance with the terms and conditions of
the Subsublease and Subsublessor shall continue to fulfill its rent and all
other obligations under the Prime Sublease until delivery of the Fourth Floor to
Subsublessee.
4. RENT.
(a) The rental rate for the portion of the Third Floor of the
Subsubleased Premises shall be One thousand Seven Hundred Forty One and 67/100
Dollars ($1,741.67) per month (Nine and 50/100 Dollars ($9.50) per rentable
square foot per year), plus applicable sales tax. Subsublessee shall pay rent to
Subsublessor in advance, without demand, set off or deduction, on the Initial
Term Commencement Date and thereafter on the first day of each and every
calendar month during the term hereof, at such place as Subsublessor may from
time to time in writing designate. If applicable, rent for any period of
occupancy during the term which is less than one (1) month shall be a pro rata
portion of the monthly installment.
(b) The rental rate for the entire Fourth Floor of the Subsubleased
Premises shall be Twenty-five Thousand Five Hundred Seventy-seven and 17/100
Dollars ($25,577.17) per month (Nine and 50/100 Dollars ($9.50) per rentable
square foot per year), plus applicable sales tax. Subsublessee shall pay rent to
Subsublessor in advance, without demand, set off or deduction, on the Term
Commencement Date and thereafter on the first day of each and every calendar
month during the term hereof, at such place as Subsublessor may from time to
time in writing designate. If applicable, rent for any period of occupancy
during the term which is less than one (1) month shall be a pro rata portion of
the monthly installment.
(c) PLACE FOR PAYMENT. Unless directed otherwise by Subsublessor, rent
shall be sent by United States mail, postage prepaid, to Subsublessor at the
following address:
Attn: Gilbert Fiorentino
Tiger Direct, Inc.
8700 Flagler St.
Fourth Floor
Miami, FL 33174
or may be paid directly to Sublessor as acknowledged in the attached
consent of Sublessor.
(d) INTEREST. If any sum due hereunder is not received by Subsublessor
within five (5) days of its due date and written notice of nonpayment,
Subsublessee shall pay Subsublessor interest on any such outstanding amount at
the lesser of the rate of fifteen percent (15%) per annum or the highest rate
permitted by applicable law, from the date on which such amount is due until
such amount is received by Subsublessor.
(e) Subsublessor will arrange for the furnishing of electricity to the
Subsubleased Premises, at no additional charge to Subsublessee, twenty-four
hours per day, seven days per week, save and except that if Subsublessee shall
request chilled water or cooling energy to the Subsubleased Premises during
hours when air conditioning is not other wise furnished by the Overlandlord
under the Overlease (as such terms are hereinafter defined in the Consent of
Overlandlord attached hereto), Subsublessee shall be responsible for the payment
to Over landlord of Overlandlord's customary charges therefor, as the same may
be in effect from time to time. At all times however, Subsublessee may elect, at
its sole option, to obtain directly from the applicable utilities company, after
hours air conditioning (by utilizing the separately metered after hours air
conditioning units unless contained in and servicing the Subsubleased Premises).
In such event, all electricity charges applicable to Subsublessee's use of the
separately metered after-hours air conditioning units shall be paid by
Subsublessee directly to the applicable utilities company.
140080
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Omega Research
As referenced in this Subsublease:
Omega Research,
Inc. – as of the 4th day of December, 1998, by and
between TIGER DIRECT, INC., a Delaware corporation, whose address is 8700 West
Flagler, 4th floor, Miami, Florida (the "Subsublessor") and Omega Research,
Inc. , whose address is 8700 West Flagler Street, Suite 250, Miami, Florida (the
"Subsublessee").
WITNESSETH:
WHEREAS, pursuant to a Sublease dated January 31, 1996 and Amendment To
Sublease dated December
_____________
OMEGA RESEARCH, INC. – to
remain current and in good standing during the term of this Subsublease.
IN WITNESS WHEREOF, this Subsublease has been duly executed the day and
year first above written.
WITNESSES: OMEGA RESEARCH, INC. , a Florida corporation
/s/ Loren Costantino By: /s/ Marc J. Stone
- ------------------------- -------------------------------------
Its: VP
/s/ Mikki Blyskal
- -------------------------
WITNESSES: TIGER DIRECT, INC., a Delaware corporation
/s/ Andrea Fongyee By: /s/ Gilbert
_____________
Omega Research, Inc. – Prime Sublease (as such term is
defined in that certain Subsublease dated as of December __, 1998 (the
"Subsublease"), between Tiger Direct, Inc., a Delaware corporation as
subsublessor ("Subsublessor"), and Omega Research, Inc. , a Florida Corporation,
as Subsublessee ("Subsublessee"), respecting the premises more particularly
described therein (the "Subsublease Premises"), hereby consent to, in all
respects, the Subsublease.
Sublandlord acknowledges and consents to
_____________
Omega Research,
Inc. – hereby joins in and consents to, in all respects, the
foregoing Subsublease dated as of December 4, 1998 (the "Subsublease"), between
Tiger Direct, Inc., a Delaware corporation, as subsublessor and Omega Research,
Inc. , a Florida corporation, as subsublessee ("Subsublessee"), respecting the
premises more particularly described therein (the "Subsublease Premises").
This Consent of Overlandlord is executed as of the 3 Day of February,
_____________
Omega Research, Inc. – successor in interest to 8700 West
Flagler, Ltd., a Florida limited partnership, whose address for purposes hereof
is 1000 Brickell Avenue, 12th Floor, Miami, Florida 33131, hereinafter called
"Landlord" and Omega Research, Inc. , a Florida corporation, whose address for
purposes herein is 8700 W. Flagler Street, Suite 250, Miami, Florida 33174,
hereinafter called "Tenant".
WITNESSETH:
WHEREAS, Landlord has leased to Tenant approximately
_____________
dt 1315307
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