Exhibit 10.1
FIRST AMENDMENT TO
LEASE
This AMENDMENT TO LEASE (this
“ Amendment ”), dated as of the 1
st day of September, 2009, is entered into by
and between WALTON CWTX CORPORATE PLACE 87, LP, a Delaware
limited partnership (“ Landlord ”) and
INTRUSION INC. , a Delaware corporation (“
Tenant ”).
RECITALS:
WHEREAS, Landlord’s
predecessor and Tenant entered into that certain Lease Agreement
dated January 12, 2004 (the “ Lease ”),
wherein Landlord leased to Tenant those certain premises consisting
of approximately 32,834 rentable square feet (the “
Existing Premises ”) at the property commonly known as
1101 East Arapaho Road, Richardson, Texas; and
WHEREAS, Landlord and Tenant desire
to extend the term of the Lease and reduce the size of the Premises
to those certain premises shown on the attached Exhibit A and
containing approximately 27,777 rentable square feet (the “
New Premises ”), and otherwise modify certain terms
and covenants of the Lease; and,
WHEREAS, the portion of the Existing
Premises which Tenant is vacating consists of 5,057 rentable square
feet on the first floor and is shown in the attached Exhibit B
(the “ First Floor Premises ”).
NOW, THEREFORE, in consideration of
the mutual covenants and conditions contained herein and other good
and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the parties agree as follows:
1.
Definitions
. Unless otherwise
specifically set forth herein, all capitalized terms herein shall
have the same meaning as set forth in the Lease.
2.
Contraction
. As of September 1,
2009, (the “ Effective Date ”) the Premises
subject to the Lease shall be amended to be the New Premises and
Exhibit A attached to the Lease shall be deleted in its
entirety and the attached Exhibit A shall be substituted
therefor.
3.
Term . As of the Effective Date, the
Termination Date shall be extended to December 31,
2012.
4.
Rent Adjustments
. As of the Effective Date,
the terms “Base Year (Taxes)” and “Base Year
(Expenses)” shall both mean the calendar year 2009 and
“Tenant’s Proportionate Share” shall be
30.24%. In calculating the total Expenses for any Lease Year
after the Base Year (Expenses), the Controllable Expenses (defined
below) for such Lease Year shall not exceed the Controllable
Expenses for the Base Year (Expenses) (such amount, the “Base
Year Controllable Expenses”), increased at a rate of seven
percent (7%) per annum on a cumulative basis. As
used
herein, “Controllable
Expenses” shall mean those Expenses which are within the
reasonable control of Landlord, and shall not include any
non-recurring capital expenditures or costs which are not with the
reasonable control of Landlord, including, without limitation,
expenses which are established by public utilities, government
regulation or multi-employer labor agreements; costs, such as snow
removal, varying according to weather conditions; or insurance
costs. Thus, the portion of Expenses constituting
Controllable Expenses for the first Lease Year after the Base Year
(Expenses) shall be limited to 107% of the Base Year Controllable
Expenses; the portion of Expenses constituting Controllable
Expenses for the second Lease Year after the Base Year (Expenses)
shall be limited to 114.49% of the Base Year Controllable Expenses;
the portion of Expenses constituting Controllable Expenses for the
third Lease Year after the Base Year (Expenses) shall be limited to
121.50% of the Base Year Controllable Expenses; and so
on.
The amounts which Landlord claims are due from
Tenant pursuant to Article 4 of the Lease for the Expenses and
Taxes accrued for calendar years 2007, 2008 (estimated to be
approximately $85,654) and 2009 prior to the Effective Date
(estimated to be approximately $57,128) and which have not been
paid and are in dispute by Tenant are hereby waived and forgiven;
provided, however, that Tenant hereby reserves all rights and
remedies available to Tenant to, now or hereafter, dispute such
amounts are or were owed by Tenant. Landlord and Tenant both
hereby acknowledge and agree that any dollar amounts included
herein are only estimates and actual amounts being forgiven
pursuant to this Section 4 may exceed or be less than such
amounts. Landlord hereby represents to Tenant that, as of the
Effective Date, Landlord has no knowledge of any amounts which
Landlord believes are owing by Tenant under the Lease, other than
the Expense and Tax amounts listed above and forgiven under this
Amendment.
5.
Rent . As of the Effective Date, the Base Rent
for the Premises shall be as follows:
|
PERIOD
|
|
ANNUAL RENT
|
|
ANNUAL
RENT PSF
|
|
MONTHLY
INSTALLMENT OF
ANNUAL RENT
|
|
|
|
|
|
|
|
|
|
|
|
|
9/1/2009 – 12/31/2009
|
|
|
$
|
0.00
|
|
$
|
0.00
|
|
$
|
0.00
|
|
|
|
|
|
|
|
|
|
|
|
|
1/1/2010 – 6/30/2011
|
|
|
$
|
340,268.25
|
|
$
|
12.25
|
|
$
|
28,355.69
|
|
|
|
|
|
|
|
|
|
|
|
|
7/1/2011 – 12/31/2012
|
|
|
$
|
368,045.25
|
|
$
|
13.25
|
|
$
|
30,670.44
|
|
|
|
|
|
|
|
|
|
|
|
|
1/1/2013 – 2/28/2013
(option period)
|
|
|
$
|
0.00
|
|
$
|
0.00
|
|
$
|
0.00
|
|
|
|
|
|
|
|
|
|
|
|
|
3/1/2013 – 2/29/2016
(option period)
|
|
|
$
|
416,655.00
|
|
$
|
15.00
|
|
$
|
34,721.25
|
|
6.
Option to Extend
. Exhibit E of the Lease
is hereby deleted in its entirety and the following substituted
therefor:
2
Tenant shall, provided the Lease is
in full force and effect and Tenant is not in default under any of
the other terms and conditions of the Lease at the time of
notification or commencement, have the option to extend the term of
this Lease for one term of thirty-eight (38) months. If
Tenant elects to exercise said option, then Tenant shall provide
Landlord with written notice no later than December 31,
2011. If Tenant fails to provide such notice, Tenant shall
have no further or additional right to extend or renew the term of
the Lease. Such extension shall be on an “as is, where
is” basis and Landlord shall have no obligation to provide
any improvements or construction allowance to Tenant. This
option is not transferable; the parties hereto acknowledge and
agree that they intend that the aforesaid opt
