EXHIBIT 10.62
FIFTH AMENDMENT TO
STANDARD OFFICE LEASE
THIS FIFTH
AMENDMENT,
is made and entered
into this 9th day of February,
2006 by and between
2221 BIJOU, LLC, a Colorado Limited Liability Company
(hereafter "Lessor") and AMERICAN TELECONFERENCING SERVICES, LTD., a Missouri
corporation, d/b/a PREMIERE GLOBAL SERVICES (hereafter
"Lessee").
WITNESSETH, THE FOLLOWING RECITALS:
WHEREAS,
on May 23, 1996, the parties entered into a Standard Office
Lease
(which Standard Office Lease included Addendums dated July 18, 1996 and
October
4, 1996) wherein Lessor agreed to lease to Lessee 50,470 square
feet (hereafter
"SF") in the Chidlaw
Building located at 2221 East Bijou Street, Colorado
Springs, Colorado
80909, commencing September 1, 1996; the terms of which
Standard Office Lease and Addendums are incorporated herein by
reference;
WHEREAS,
on May 5, 1998,
the parties
entered into a First
Amendment to
Standard Office Lease
wherein Lessor agreed to lease to Lessee an
additional
4,400 rentable
square feet (hereafter "RSF") in the upper level of said
building; the terms of which are incorporated herein by
reference;
WHEREAS,
on May 5, 1998, the
parties entered into a
Second Amendment
to
Standard Office Lease wherein Lessor agreed to lease to Lessee
50,825 RSF in the
lower level of said
building; the terms of which are
incorporated
herein by
reference; and
WHEREAS,
on September 9, 1999,
the parties entered into a Third Amendment
to Standard
Office Lease, the terms of which are incorporated herein by
reference; wherein
the lease term
concerning
the 50,825 RSF leased
by Lessee
under the terms of the Second Amendment to Standard Office Lease was divided
into two areas
consisting of 19,876
RSF of "Improved
Space" and 30,949 RSF of
"Unimproved Space" and
Lessee extended
and modified the terms
of each of said
spaces in the following manner, to-wit:
<PAGE>
IMPROVED
SPACE: The lease term for the 19,876 RSF of Improved
Space was
extended
to August 31, 2006 so
as to be made
co-terminus with
Lessee's
upper
level space leased in the building pursuant to the Standard
Office
Lease and
First Amendment to
Standard Office Lease
as referenced in
the
first two
recitals herein; for the base NNN rent set forth in Article 3
of
said Third
Amendment to Standard Office Lease; and
UNIMPROVED
SPACE: The lease term
for the 30,949 RSF Unimproved Space then
containing
a termination
date of May 14, 2001
was not modified by Lessee
was given
the right to extend the term for said Unimproved Space to
August
31, 2006
so as to be co-terminus with other leases, provided that Lessee
elected to
do so by written
notice to Lessor
prior to May 14,
2001 and
wherein
the base NNN rent was set forth in Article 3 of said Third
Amendment
to Standard Office Lease,
and
WHEREAS,
effective May 15, 2001, Lessee did provide Lessor with proper
written notice
thereby extending the lease term of the Unimproved Space of
30, 949 RSF in the lower level of the building with a Lease
Termination Date
of
August 31, 2006; and
WHEREAS,
effective March 1, 2005, the parties entered into a Fourth
Amendment to Standard
Office Lease wherein
Lessor agreed to lease to Lessee an
additional 2,296 RSF
in the lower level of said building (the former McLeod USA
Remote Switching
Facility) for a Lease Term commencing March 1, 2005 and
terminating August 31, 2006, and
WHEREAS,
effective as of the 1st day of September, 2006 ("Effective
Date"), Lessee
desires to modify the
area of its Leased
Premises in the upper
and lower levels of
the building
to a total of 115,009
RSF and to extend
the
Lease Term from
September 1, 2006
through August 31,
2010; all which Leased
Premises shall as of
said Effective
Date be as
depicted on the Floor Plans
attached hereto and incorporated herein as Exhibit A-1 and A-2,
and
WHEREAS,
Lessor desires to
modify the Leased
Premises and the Lease Term
according to Tenant's desires.
NOW,
THEREFORE, in
consideration of the foregoing recitals and the mutual
promises, covenants and undertakings hereafter, the parties desire
to enter into
this Fifth Amendment
to Standard Office Lease and hereby agree to the following
terms, to-wit:
2
<PAGE>
REMAINING LEASE TERM
--------------------
During the
Remaining Lease Term which expires on August 31, 2006, the
parties agree that the Leased Premises shall remain unchanged and
shall continue
to be subject to and
governed by the terms,
conditions and
covenants of the
Standard Office Lease, Addendums thereto and the First, Second,
Third and Fourth
Amendments thereto;
which terms are herein adopted by reference as if fully set
forth herein.
Notwithstanding the
foregoing,
the parties agree that the Operating
Expenses paid
by Lessee in calendar year 2005 were based on a rate of
$2.94/RSF/Year for actual 2004 calendar year Operating Expenses.
Lessee shall be
deemed to be current on all Operating Expenses accrued and paid
through December
31, 2004. Lessee shall further be deemed to have paid Operating
Expenses at the
rate of $2.94/RSF/Year
for calendar
year 2005 Operating Expenses. The 2005
Operating Expenses paid by Lessee at the rate of $2.94/RSF/Year
shall, however,
be subject to audit
adjustment for
Lessor's actual 2005 Operating Expenses
pursuant to Articles 2.02 and 2.03 of the Standard Office
Lease.
EXTENDED LEASE TERM (SEPTEMBER 1, 2006 TO AUGUST 31, 2010)
----------------------------------------------------------
During the following
Extended Lease Term and any Renewals
thereof and except as otherwise hereinafter provided, the parties
agree that the
Leased Premises
described herein shall be subject to the terms, conditions and
covenants of the Standard Office Lease, Addendums thereto and the
First, Second,
Third and Fourth Amendments thereto; which terms are adopted by
reference as if
fully set forth herein.
The
"Effective Date: for the following terms shall be September 1,
2006.
1.
MODIFIED
LEASED PREMISES.
As of the "Effective
Date," the "Leased
Premises" for all of Lessee's rented space in the building shall
be defined and
identified as follows, to-wit:
115,009 RSF,
CONSISTING
OF THE AREAS
DEPICTED ON THE
"FLOOR PLANS" ATTACHED HERETO AND INCORPORATED HEREIN AS
EXHIBITS A-1 AND A-2
3
<PAGE>
2.
EXTENDED
LEASE TERM. The Lease Term for the entire "Leased Premises"
consisting of 115,009 RSF shall commence on the Effective
Date or September
1,
2006 and shall terminate on August 31, 2010.
3.
BASE RENT
SCHEDULE. The Base Rent Schedule for the "Leased Premises"
consisting of
115,009 RSF shall be according to the following Base Rent
Schedule. Lessee shall pay to Lessor the monthly base NNN rent set
forth in said
Schedule on or before
the first (1st) day of each month
during the
extended
lease term.
--------------------------------------------------------------------------------
BASE RENT SCHEDULE
--------------------------------------------------------------------------------
BASE NNN
MONTHLY
ANNUAL
YEAR
RENT/RSF/YEAR RSF
NNN RENT
NNN RENT
--------------------------------------------------------------------------------
1. 9/1/06-8/31/07
$8.00
115,009 $76,672.67
$920,072.00
2. 9/1/07-8/31/08
$8.25
115,009 $79,068.69
$948,824.25
2. 9/1/08-8/31/09
$8.50
115,009 $81,464.71
$977,576.50
2. 9/1/09-8/31/10
$8.75
115,009 $83,860.73
$1,006,328.75
TRIPLE NET INTENT.
It is the purpose and intent of Lessor and
Lessee that the
base rent provided in the above schedule shall be absolutely net to
Lessor, and
that Lessee shall pay, AS ADDITIONAL RENT, without notice or
demand, and without
abatement, deduction
or setoff and save Lessor harmless from and against,
all
prorated Operating
Expenses in the manner and as defined in
Article 2.02 and
2.03 of the Standard Office Lease. Any future audit adjustment for
the period of
Janu
