EXHIBIT 10.28
No. 112,556
DENMARK HOUSE INVESTMENT, LTD. : IN THE JUSTICE OF THE PEACE
VS. : COURT, PRECINCT 4, PLACE 1
CYNET, INC. : ▇▇▇▇▇▇ COUNTY, TEXAS
FORBEARANCE AGREEMENT
A. CyNet, Inc. ("CyNet") entered into a Lease dated March 1, 1994 of space
with predecessor of Denmark House Investment, Ltd. ("Denmark House") at the
office building located at ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇. The Lease was
subsequently amended numerous times and as amended is herein referred to as
the "Lease". CyNet defaulted in its obligations under the Lease and
Denmark House terminated the Lease as of May 2, 2001. After the termination
of the Lease, CyNet continued in possession of it premises on a
month-to-month basis. CyNet again failed to perform its obligations and
Denmark House obtained a Writ of Possession against CyNet in the above
referenced action.
B. CyNet desires to enter into this agreement in order to cause Denmark
House to forbear from exercising its rights as a result of CyNet's failure
to perform its obligations. Denmark House is willing to forbear from
exercising its rights in return for CyNet's strict and complete performance
of the obligations undertaken in this agreement.
NOW, THEREFORE, for and in consideration of the mutual covenants, and
agreements, contained herein, and for other good and valuable consideration,
Denmark House and CyNet agree as follows:
1. PAYMENTS. Beginning on February 25th and each business day thereafter
CyNet will pay to Denmark House the amount of One Thousand and 00/100 Dollars
($1,000.00). Each payment must be hand delivered to Denmark House's
representative at ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ in the form
of cashier's check by no later than 4:30 p.m. each day. Time is of the essence
in the making and receipt of these payments, and any allowance by Denmark House
of any particular late payments shall not be a waiver of this provision.
2. ARREARAGE AMOUNT. CyNet acknowledges that it owes Denmark House
Fifty-Three Thousand Six Hundred Twenty-Three and 36/100 Dollars ($53,623.36),
plus Seven Thousand Five Hundred and 00/100 Dollars ($7,500.00) in attorneys'
fees, for a total of Sixty-One Thousand One Hundred Twenty-Three and 36/100
Dollars ($61,123.36) (collectively the "Arrearage Amount").
3. VACATE CURRENT LEASE SPACE. CyNet has previously vacated Suite 477. Upon
five (5) business days prior notice from Denmark House, CyNet agrees to vacate
and surrender in the manner set forth in the Lease Suites 445, 435, 405 and 465
and the balance of its premises, other than ▇▇▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇, containing
approximately 4,714 square feet and approximately 1,759 square feet respectively
(area more particularly described in the floor plan attached hereto as Exhibit
"A"), at such times and in such quantities as Denmark House shall elect. CyNet
acknowledges that Denmark House is attempting to locate new tenants for these
suites and that time is of the essence and failure to vacate pursuant to the
terms of this Agreement is a material default by CyNet.
4. LICENSE. On the condition that CyNet strictly, timely and fully performs
its obligations hereunder, Denmark House grants CyNet a license to continue to
occupy its premises subject to the obligation to vacate portions of the premises
as described in paragraph 3. CyNet's rights to occupy the premise shall be on
the same terms as originally contained in the Lease, as modified by this
Forbearance Agreement. CyNet hereby waivers any notice of default and agrees
that any failure on its
part to pay its rental obligations timely is a material default of this
Forbearance Agreement and entitles Denmark to exercise all legal remedies as
contained in Section 93 of the Texas Property Code, including without
limitation, locking CyNet out of its premises.
5. FORBEARANCE FROM EXECUTION. Denmark House agrees and covenants not to
further execute on the Writ of Possession until such time, if any, that CyNet
defaults on the payments described in paragraph 1 above. In the case of any
default by CyNet in the payments provided herein, any agreement to forebear
shall be void and Denmark House may proceed with any available remedies. CyNet
hereby waives any notice of default. Unless the parties enter into a subsequent
written agreement, this Forbearance Agreement and CyNet's rights to occupy the
premises shall terminate at 5:00 pm on April 30, 2002.
6. AGREEMENT OF CYNET. CyNet agrees that in the event of default of the
payments described in paragraph 1 CyNet will be deemed to be holding over and
that Denmark House will be entitled to an immediate Writ of Possession. CyNet
further agrees that it will not oppose the procurement of same by Denmark House.
The parties hereby waive any right to demand a trial by jury relating to any
dispute or action arising out of the Lease or this Forbearance Agreement.
7. RELEASE. CyNet does hereby release, acquit, forever discharge, and
covenant not to ▇▇▇ Denmark House, or any of their present and former
principals, employees, representatives, agents, attorneys, insurers, affiliated
companies, successors and assigns, for any claims, demands, and causes of action
of any and every character, known or unknown, accrued or unaccrued, in contract,
in tort, or under statute, arising out of any acts, events, or occurrences
arising from any claim related to the relationship of the parties arising
therefrom that is the subject of this suit, including but not limited to, any
cause of action that was or could have been asserted in the Forcible Detainer,
from the beginning of time up to the date of this Forbearance Agreement. This
release shall not be construed as
13. SEVERABILITY. If any provision of the Forbearance Agreement is found to
be unenforceable such finding shall have no effect upon the enforceability of
any remaining provision of this Agreement.
14. COMPLETE AGREEMENT. The parties agree that this Agreement constitutes
the full, final, and complete settlement of their differences and supersedes all
other written or oral exchanges, arrangements, or negotiations between them
concerning the subject matter of this Agreement, and further state that there
are no representations, agreements, arrangements or understandings, oral or
written, concerning the subject matter of this Agreement that are not fully
expressed and incorporated herein.
ENTERED into as of the 25th day of February, 2002.
DENMARK HOUSE INVESTMENT, LTD.,
A Texas Limited Partnership
By: DENMARK HOUSE MANAGEMENT, LLC.,
General Partner
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇
----------------------------
▇▇▇▇ ▇▇▇▇▇▇▇▇▇, Member
CYNET, INC.
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇.
------------------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇., President
EXHIBIT "A"
[FLOOR PLAN]