ADDENDUM TO THAT LEASE
DATED MAY 21, 1998
The parties hereby amend that certain Lease, dated May 21, ▇▇▇▇, ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ SUNBELT DEVELOPERS, INC. ("Landlord") and GEN-TEL
COMMUNICATIONS ("GTC"), A CALIFORNIA CORPORATION; ▇▇▇▇ ▇▇▇▇▇▇▇; AND ▇▇▇▇ ▇▇▇▇▇▇,
JOINTLY AND SEVERALLY ("Tenant") for property located at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇,
▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, in the following respects:
WHEREAS, Tenant is presently the occupant of office space located at THE
▇▇▇▇ ▇▇▇▇▇ EXECUTIVE GUILD CENTER, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇
(the "Premises"), more specifically designated as SUITES L-2(2,934 RENTABLE
SQUARE FEET (RSF); Monthly Base Rent (MBR): $6,347.00), P-1 ( 2,973 RSF; MBR:
$6,434.12), and P-3 (2,712 RSF; MBR: $5,869.27), representing a total of 8,619
RSF at an MBR of $18,650.39;
WHEREAS, Tenant desires to TERMINATE ITS OCCUPANCY OF SUITE L-2 (2,934
RSF). and to relocate to replacement office space located within the ▇▇▇▇ ▇▇▇▇▇
EXECUTIVE GUILD, presently designated as ▇▇▇▇▇ ▇-▇▇▇ (▇,▇▇▇ ▇▇▇), ▇▇▇▇▇ ▇-▇▇▇
(▇,▇▇▇ ▇▇▇), and SUITE K-108 (1,539 RSF), totaling 4,939 RSF, while maintaining
occupancy of SUITES P-1 (2,973 RSF) and P-3 (2,712 RSF), for a combined new
total of 10,624 RSF;
IT IS THEREFORE AGREED AND UNDERSTOOD THAT:
Premises: The Premises embraced by this Addendum shall consist of a total of
4,939 RSF (replacement space) as follows:
▇▇▇▇▇ ▇-▇▇▇ (▇,▇▇▇ ▇▇▇)
▇▇▇▇▇ ▇-▇▇▇ (▇,▇▇▇ ▇▇▇)
▇▇▇▇▇ ▇-▇▇▇ (1,539 RSF)
Landlord and Tenant mutually agree and acknowledge that the square footage
calculation is an approximation. Landlord represents that said approximate
square footage measurement was ascertained by measurements and calculations by
professional, unrelated third parties, in accordance with industry guidelines
and procedures.
Term: The Term of this Lease for the replacement space (Suites K-103,
K-104 and K-108) shall be thirty-six (36) months, commencing August 1, 2001, and
terminating on July 31, 2004, subject to early termination as hereinafter set
forth.
Base Rent: The effective Base Rental Rate for the initial period of
occupancy, exclusive of electricity, is $1.83 per RSF, as follows:
▇▇▇▇▇ ▇-▇▇▇ (▇,▇▇▇ ▇▇▇ x $1.83/RSF = $3,039.63
▇▇▇▇▇ ▇-▇▇▇ (▇,▇▇▇ ▇▇▇ x $1.83/RSF = $3,182.37
▇▇▇▇▇ ▇-▇▇▇ (▇,▇▇▇ ▇▇▇ x $1.83/RSF = $2,816.37
Total $9,038.37
Commencement
Date: This Lease for the Replacement Space shall commence on August 1,
2001. Landlord has specified that GTC may RETAIN POSSESSION AND OCCUPANCY OF
SUITE L-2, free of rent, through the month of August, 2001, provided (1) the
Tenant Improvements have been completed and the Premises are, in all other
respects, substantially ready for occupancy; and (2) UPON RECEIPT BY LANDLORD OF
GTCS CHECK constituting the additional Security Deposit ($6,000.00), Incremental
Tenant Improvements Payment (1/12 of $10,000.00 = $833.33), and Estimated
Electrical Deposit (20 per RSF = $987.80), plus Base Rent for the month of
August, 2001.
Termination
Date: This Lease shall terminate on July 31, 2004, subject to early
termination as hereinafter set forth.
Option for Early
Termination: After a minimum occupancy period of no less than six (6) months
(i.e., after January 31, 2002) and no more than twelve (12) months (i.e.,
before July 31, 2002), at Tenants option, this Lease may be terminated by
Tenant, by providing no less than seventy-five (75) days written notice, Tenant
to Landlord, of Tenants intention to terminate, accompanied by payment in good
funds of a Termination Fee, payable to Landlord, as follows:
Notice of intent to terminate occupancy after six (6) months occupancy but prior
to twelve (12) months occupancy (i.e., no earlier than January 31, 2002, but
before July 31, 2002) =
Five (5) months Base Rent (i.e., 5 x $9,038.37 = $45,191.85 Termination Fee).
Notice of intent to terminate occupancy after twelve (12) months occupancy but
before eighteen (18) months occupancy (i.e., no earlier than July 31, 2002, but
before January 31, 2003) =
Four (4) months Base Rent (i.e., 4 x $9,038.37 = $36,153.48 Termination Fee).
Notice of intent to terminate occupancy after eighteen (18) months occupancy but
before twenty-four (24) months occupancy (i.e., no earlier than January 31,
2003, but before July 31, 2004) =
Three (3) months Base Rent (i.e., 3 x x $9,03.37) = $27,115.11 Termination
Fee).
Notice of intent to terminate occupancy after twenty-four (24) months occupancy
but before thirty (30) months occupancy (i.e., no earlier than July 31, 2004,
but before January 31, 2005) =
Two (2) months Base Rent (i.e., 2 x $9,038.37 = $18,076.74 Termination Fee).
Security
Deposit: $24,000.00.
GTC is presently the occupant of approximately 8,619 RSF of office space in
suites owned by Landlord, namely Suites L-2 (2,934 RSF) P-1 (2,973 RSF), and P-3
(2,712 RSF). Tenant desires to terminate its occupancy of Suite L-2 (2,934
RSF), and to relocate to replacement office space located within the ▇▇▇▇ ▇▇▇▇▇
EXECUTIVE GUILD, presently designated as ▇▇▇▇▇ ▇-▇▇▇ (▇,▇▇▇ ▇▇▇), ▇▇▇▇▇ ▇-▇▇▇
(1,739 RSF), and Suite K-108 (1,539 RSF) encompassing approximately 4,939 total
RSF, while maintaining occupancy of Suites P-1 (2,973 RSF), and P-3 (2,712 RSF)
encompassing approximately 5,685 RSF for a new total of 10,624 (an increase of
2,005 RSF). Landlord acknowledges prior receipt of the sum of $18,000.00, with
regard to Tenants occupancy of Suite L-2 ($6,000.00), Suite P-1 ($6,000.00), and
P-3 ($6,000.00), which said sum shall be applied to Tenants occupancy of the
Premises embraced by this Addendum to Lease, leaving a balance of $6,000.00.
Contemporaneous with the execution of this Addendum to Lease, Tenant shall remit
Tenants check constituting the additional Security Deposit of Six Thousand
Dollars ($6,000.00), as well as Base Rent for the month of August, 2001, and
estimated electrical costs (estimated at $.20 per RSF).
Electricity: Landlord shall furnish, or cause to be furnished, electricity
to the Premises. Tenant and Landlord mutually acknowledge that the Projects
normal hours of operation, as dictated by the Project Rules and Regulations, are
from 7:00 a.m. to 5:30 p.m., Monday through Friday, and 8:00 a.m. to 12:00 p.m.,
on Saturday. Tenant and Landlord further acknowledge that Tenant intends to
operate its business in the replacement space twenty-four (24) hours per day,
seven (7) days a week. Tenant and Landlord further agree that the lower floor
of Building K, ▇▇▇▇ ▇▇▇▇▇ Executive Guild, encompasses an area equivalent to
7,686 RSF. Based upon Tenants extended working hours, above-average utilization
of equipment (requiring electrical capacity and equipment over and above
ordinary 110 volt typically utilized in general business offices), Tenant agrees
to pay actual costs per Southern California Edisons (or any subsequent
electricity provider) for electrical usage within Suites K-103, K-104, and
K-108. If and/or when the lower floor of the K buildings is rewired and metered
to provide the actual electrical costs for the K Building Suites, Tenant shall
be billed accordingly based upon 87% of the actual total electrical usage of the
lower floor of Building K. With the first month of occupancy (i.e., August,
2001), Tenant will receive an invoice constituting an estimate of electrical
charges, which will be adjusted by Landlord upon receipt of actual billing
information.
Keys: Tenant will be furnished, free of charge, twenty (20) keys to the
door locks of the Premises. Extra keys are available at Tenants request, for a
reasonable charge.
Tenant Improve-
ments: At Tenants request, Landlord has undertaken certain Tenant
Improvements, in accordance with the attached space plan (EXHIBIT A), consisting
of the following:
Remove the flooring; remove the light closest to K-108;
remove outlet hanging from outside of wall; remove wood cabinets and discard;
remove excess wood border, excess wallpaper border and discard/ construct new
walls, switch doors from Office 6 to Office 7 and vice versa;
Install one (1) interior window to accommodate Tenant's
requirements as outlined and agreed upon with Landlord's representative and
Construction Manager, ▇▇. ▇▇▇ ▇▇▇▇▇ of E-▇▇▇ Construction Company, Inc.;
Texture and paint newly constructed walls in the color designated
as Swiss Coffee;
Remove existing carpeting; Install vinyl flooring in a portion of
the Premises, as designated by Tenant; re-carpet remaining floor area in a type
and color comparable to that which is in use in comparable units at the ▇▇▇▇
▇▇▇▇▇ Executive Guild; and
Shampoo remainder of carpets;
Remove a portion of the ceiling tiles and frame work, rebuild to
match adjacent ceiling tiles;
Redesign existing ceiling lighting to accommodate new floor plan
for the Premises;
Realign existing HVAC ducting, thermostatic controls and add
additional roof units as necessitated by Tenant's intended occupancy and
requirement of expansion;
Stain wooden sink cabinets; and
Touch up paint in remainder of Premises as needed; make any and
all necessary repairs and clean Premises thoroughly prior to occupancy; clean
walls; clean floors; clean fixtures; clean counters; clean toilets; clean
doors.
Tenant and Landlord agree and acknowledge that the cost of Tenant Improvements,
including heating and air conditioning requirements, over and beyond normal
office usage will be approximately $30,000. Tenant has agreed to pay the sum of
$10,000.00, which amount will be invoiced to Tenant as Additional Rent, due and
payable to Landlord, concurrently with Base Rent, and shall be allocated over
the period of the first year (twelve months) of occupancy, without interest.
Moreover, Tenant shall undertake, at Tenants sole cost and expense, those
additional Tenant Improvements (including but not limited to the installation of
60" high panels, etc.) outlined on Exhibit B, attached hereto and made a part
hereof.
Any additional Tenant Improvements not listed above required by Tenant, either
prior to or subsequent to Tenants occupancy, shall be at the Tenants sole cost
and expense. Additionally, any further Tenant Improvements, even if provided by
and/or paid for by Tenant, must receive prior written approval of Landlord,
which will not be unreasonably withheld.
Counter-
parts: This Addendum to Lease may be executed in counterparts, each of
which shall be deemed an original, but all of which taken together shall
constitute one and the same instrument.
Misc.: It is further agreed as follows:
a. The signing of this Addendum to lease shall signify Tenant's notice to
Landlord, according to the terms of the ADDENDUM DATED MAY 21, 1998, of Tenant's
intent to vacate Suite L-2 as of August 31, 2001. Tenant will only owe rent for
Suite L-2 through July 31, 2001.
b. . Time. Time is of the essence in this Lease.
c. c. Notices. Any notices, approvals, agreements, or
other communications between the parties hereto required or permitted under this
Agreement shall be in writing and shall be deemed to have been duly given or
served if delivered by hand or sent by United States mail, postage prepaid,
return receipt requested, addressed to the party at the following address or to
such other address as the party may from time to time specify by written notice
to the other party.
To Landlord:
▇▇▇ ▇. ▇▇▇▇
Southern California Sunbelt Developers, Inc.
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇
▇▇▇▇, ▇▇ ▇▇▇▇▇
To Tenant:
▇▇. ▇▇▇▇ ▇▇▇▇▇▇
GTC Telecom Corp.
▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇., ▇▇▇▇▇ ▇-▇
▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
Any such notice shall be deemed delivered and given as of the date so delivered,
if delivered personally, or seventy-two (72) hours after deposit in a regularly
maintained receptacle for the deposit of United States mail, postage paid,
addressed and sent as aforesaid.
EXCEPT AS MODIFIED HEREIN, ALL OTHER TERMS AND CONDITIONS OF THE LEASE BETWEEN
THE PARTIES ABOVE DESCRIBED, SHALL REMAIN UNCHANGED AND IN FULL FORCE AND
EFFECT.
///
///
EXECUTED at Orange County, California.
Landlord:
SOUTHERN CALIFORNIA SUNBELT DEVELOPERS, INC.
A CALIFORNIA CORPORATION
By: /S/ ▇▇▇ ▇. ▇▇▇▇
▇▇▇ ▇. ▇▇▇▇, President Dated 8/17/01
Tenant:
GTC TELECOM
A Nevada corporation
By: /s/ S. ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇, CEO Dated 8/14/01
/s/ S. ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇, Individually Dated 8/14/01
/s/ ▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇▇, Individually Dated 8/14/01