Exhibit 10.1
FIRST AMENDMENT TO
LEASE
THIS FIRST AMENDMENT TO LEASE (this
"Amendment") is entered into as of the 27th day of May, 2009 by and
between PARK 288 INDUSTRIAL, L.L.C., a Texas limited liability
company ("Landlord") and SHARPS COMPLIANCE INC. OF TEXAS, a Texas
corporation ("Tenant").
WHEREAS, Landlord and Tenant are
parties to that certain Lease Agreement dated as of January 30,
2009 (the "Lease") covering approximately 54,783 square feet of
space (the "Current Leased Premises") in the building located
at Houston, Texas 77051 (the "Building"), as more
particularly described therein;
WHEREAS, Landlord and Tenant
acknowledge and agree that the Commencement Date (as such term is
defined in the Lease) of the Lease has not yet occurred for the
Current Leased Premises;
WHEREAS, Tenant desires to lease
from Landlord an additional 66,035 square feet of space in the
Building shown on Exhibit A attached hereto (the "Expansion
Space");
WHEREAS, Tenant desires to extend the term of
the Lease to expire on the last day of the calendar month which is
sixty-four (64) months after the Expansion Space Commencement Date
(hereinafter defined);
WHEREAS, subject to the terms and
conditions hereof, Landlord has agreed to Lease the Expansion Space
to Tenant and to extend the term of the Lease as described herein;
and
WHEREAS, Landlord and Tenant desire
to amend the Lease to reflect their agreements as to the terms and
conditions governing Tenant's lease of the Expansion Space and the
extension of the term of the Lease.
NOW, THEREFORE, in consideration of
the premises and the mutual covenants between the parties herein
contained, Landlord and Tenant hereby agree as follows:
1.
Leased Premises .
(a) Effective
as of the Expansion Space Commencement Date, Landlord shall lease
the Expansion Space to Tenant and Tenant shall lease the Expansion
Space from Landlord, and the Leased Premises, as defined in the
Lease, shall mean, collectively, the Current Leased Premises and
the Expansion Space, containing a total of 120,818 square feet of
rentable space in the Building. The Expansion Space shall be
subject to all the terms and conditions of the Lease except as
expressly modified herein and except that Tenant shall not be
entitled to receive any allowances, abatements or other financial
concessions that were granted with respect to the Current Leased
Premises unless such concessions are expressly provided for herein
with respect to the Expansion Space.
(b) As
used herein, the "Expansion Space Commencement Date" means the
later to occur of (i) July 1, 2009 (the "Target Commencement
Date") and (ii) the date upon which the
Work in the Expansion Space has been
substantially completed, as such date is determined pursuant to the
Work Letter attached hereto as Exhibit B .
(c) Effective
as of the Expansion Space Commencement Date, Exhibit A
attached hereto shall be added to and incorporated into Exhibit
A to the Lease.
(d) Notwithstanding
anything to the contrary set forth in Paragraph 1 of the Lease,
commencing on the Mandatory Expansion Space Commencement Date, the
Leased Premises shall be 131,406 and shall constitute the entire
Building. Landlord and Tenant acknowledge and agree that
nothing contained in this Amendment shall affect the rights and
obligations of Landlord and Tenant with respect to the Mandatory
Expansion Space as set forth in the second paragraph of Paragraph 1
of the Lease.
2.
Term . The term of the Lease is hereby extended
to expire on the last day of the calendar month which is sixty-four
(64) months after the Expansion Space Commencement Date, unless
terminated earlier in accordance with the terms of the Lease, and
all references in the Lease to the Expiration Date shall be amended
to such date.
3.
Base Rent .
(a) Effective
as of the Expansion Space Commencement Date, in addition to the
Base Rent payable for the Current Leased Premises (and the
Mandatory Expansion Space after the Mandatory Expansion Space
Commencement Date), Tenant shall pay Base Rent for the Expansion
Space as follows:
|
Period
|
Annual
Base Rent
|
Monthly
Installments of Base Rent
|
|
Expansion Months 1 –
4
|
$0.00
|
$0.00
|
|
Expansion Months 5 –
15
|
$301,119.60
|
$25,093.30
|
|
Expansion Months 16 –
37
|
$309,043.80
|
$25,753.65
|
|
Expansion Months 38 –
64
|
$316,968.00
|
$26,414.00
|
All such Base Rent shall be payable by Tenant in
accordance with the terms of the Lease, as amended
hereby. As used herein "Expansion Month" shall mean each
full calendar month, commencing on the first day of the first
calendar month following the Expansion Space Commencement Date,
unless the Expansion Space Commencement Date occurs on the first
day of a calendar month, in which case the initial Expansion Month
shall commence on the Expansion Space Commencement
Date. If the Expansion Space Commencement Date does not
occur on the first day of a calendar month, then Tenant shall pay
Base Rent with respect to the Expansion Space during the initial
partial calendar month at the same Base Rent rate payable during
Expansion Month 5 under the foregoing schedule.
(b) Effective
as of the Commencement Date under the Lease and the Mandatory
Expansion Space Commencement Date, respectively, Tenant shall pay
Base Rent and all other charges with respect to the Current Leased
Premises and the Mandatory Expansion Space during
the term in accordance with the terms of the
Lease. Commencing on the day immediately
