Exhibit 10(n)
THIRD AMENDMENT TO OFFICE LEASE AGREEMENT
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This Third
Amendment to Office Lease Agreement (the "Amendment") is made
and entered into effective this 26th day of
November, 2003 (the "Amendment
Date"), by and between 121 Airport Centre
II, L.P. ("Landlord") and Warrantech
Corporation ("Tenant").
WHEREAS,
Landlord and Tenant entered into that certain Office Lease
Agreement dated on or about July 10, 2002
("Original Lease"), as amended by the
First Amendment to Office Lease Agreement
dated on or about October 1, 2002
("First Amendment"), and as further amended
by the Second Amendment to Office
Lease Agreement dated on or about December
19, 2002 ("Second Amendment") (the
Original Lease, First Amendment and Second
Amendment are collectively referred
to herein as the "Lease"), covering
premises described therein as 56,696
rentable square feet of space at that
certain property commonly known as 121
Airport Centre II, 2200 Highway 121, Suite
100, Bedford, Texas ("Original
Premises") for a Term commencing on the
Commencement Date of November 1, 2002
and ending on February 28, 2013;
WHEREAS,
pursuant to Tenant's right of first offer contained in Section
40
of the Lease, Tenant now desires to lease
an additional 11,115 net rentable
square feet of space located at the end cap
of the Northeast side of the Second
Floor of the Building as such expansion
space is depicted and cross-hatched on
Exhibit "A" attached hereto and
incorporated by reference herein (the "Expansion
Premises") upon the same terms and
conditions as the Lease, except as set forth
in this Amendment, for a term commencing on
the Expansion Commencement Date
(defined below) and ending on February 28,
2013. (Collectively, the Original
Premises and Expansion Premises shall be
referred to as the "Premises"); and
WHEREAS,
Landlord and Tenant desire and agree to modify the Lease.
NOW, THEREFORE, in
consideration of the mutual covenants and agreements of
the parties and other good and valuable
consideration, the receipt and adequacy
of which is hereby acknowledged, Landlord
and Tenant hereby amend the Lease as
follows:
1. Amendment Commencement Date. The
parties acknowledge that the
commencement date for the Expansion
Premises pursuant to the terms of this
Amendment shall be on March 15, 2004 (the
"Expansion Commencement Date"), as
such date may be extended if the Expansion
Tenant
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THIRD AMENDMENT TO OFFICE LEASE AGREEMENT
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Improvements (defined below) have not been
Substantially Completed by such date
pursuant to Section 9 of this Amendment and
the terms of Exhibit "D" attached to
the Original Lease. If the Expansion
Commencement Date is extended, then Tenant
agrees to execute an acknowledgement of the
revised Expansion Commencement Date
and the revised expiration date of the
Lease in a form requested by Landlord. If
the Expansion Commencement Date occurs
before March 15, 2004, then the Base
Rental and additional rental for each day
prior to March 15, 2004 shall be
prorated.
2. Base Rental; Expiration Date
of the Lease. The parties agree that the
Base Rental schedule as set forth in
Section 1.M. of the Original Lease, as
amended by Section 3 of the Second
Amendment, is revised as follows:
M. "Base Rental":
Months
Rate Per RSF
------
------------
Expansion Commencement Date-July 31, 2004
-0-
August 1, 2004 - February 29, 2008
$17.25 plus electricity
March 1, 2008 - February 28, 2013
$19.00 plus electricity
Landlord and Tenant further agree that the
remainder of Section 1.M. of the
Lease has not been revised and remains in
effect and unchanged, and that the
expiration date of the lease Term (as
defined in the Lease) is February 28,
2013.
3. Premises. Except as
otherwise specifically provided in this Amendment,
all references to "Premises" in the Lease
shall be deemed to be to the Original
Premises and Expansion Premises,
collectively.
4. Deemed Square Footage. For
purposes of the Lease and this Amendment,
Landlord and Tenant agree that the net
rentable square footage area of the
Original Premises shall be deemed to be
56,696 square feet and the Expansion
Premises shall be deemed to be 11,115
square feet. As of the Expansion
Commencement Date, the Rentable Area in the
Premises shall be deemed to be
67,811 net rentable square feet
collectively, and Tenant's Proportionate Share
(as defined in Section 1.J. of the Original
Lease) shall be deemed to be 59.44%,
which is the percentage obtained by
dividing: (a) the 67,811 deemed net rentable
square feet in the Rentable Area in the
Premises by (b) the 114,090 deemed net
rentable square feet Rentable Area in the
Project.
5. Right of First Offer and
Renewal Options. Landlord and Tenant agree
that Tenant's Right of First Offer set
forth in Section 40 of the Original Lease
has expired and terminated. However,
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THIRD AMENDMENT TO OFFICE LEASE AGREEMENT
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effective with the execution of this
Amendment, the Renewal Option set forth in
Section 41 of the Original Lease is valid,
has not expired or terminated and
remains in full force and effect regarding
the Premises.
6. Parking. Section 37 of the
Original Lease, as amended by Section 7 of
the Second Amendment, is hereby further
modified to reflect that as a result of
Tenant's leasing of the Expansion Premises,
Tenant shall gain sixty-five (65)
"Tenant Car Spaces" (as defined in Section
37 of the Original Lease).
Accordingly, as of the Expansion
Commencement Date, Tenant shall have an
increased total of three hundred
ninety-five (395) Tenant Car Spaces of which
fifteen (15) parking spaces shall be
reserved on the North (front) side of the
Building.
7. 2004 Expansion Premises
Expense Stop. Landlord shall grant Tenant an
"Expansion Premises Expense Stop" with a
2004 base year limited to and
applicable only to the Expansion Premises.
If during any year the Building is
less than ninety-five percent (95%)
occupied, then, for purposes of calculating
Operating Expenses for that year, the
amount of Operating Expenses that
fluctuates with Building occupancy shall be
"grossed-up" to the amount which, in
Landlord's reasonable estimation, it would
have been had the Building been
ninety-five percent (95%) occupied for that
entire year. The references to the
"Expense Stop" in Sections 1.U. and 4.1 of
the Original Lease shall include the
Expansion Premises Expense Stop.
8. Broker's Commissions.
Landlord and Tenant warrant and represent to
each other that other than Stream Realty
Partners, L.P., no other real estate
broker or consultant has been involved by
either party in this Third Amendment.
Tenant and Landlord each agree to
indemnify, defend and hold each other harmless
against any and all claims of any real
estate broker or salesman resulting from
or alleged to result from acts of that
party or its representatives.
9. Tenant's Improvements of the
Expansion Premises. Landlord shall, at
Tenant's sole cost and expense, except to
the extent of
