Confirmatory Agreement Regarding Sublease at 280 Trumbull Street, Hartford, CT (Ashton, EMC, EDS, Cambridge One)

Summary

This agreement confirms that Electronic Market Center, Inc. (EMC) is the subtenant under a sublease for office space at 280 Trumbull Street, Hartford, Connecticut, originally named to Ashton Technology Group, Inc. Ashton assigns all its rights and obligations under the sublease to EMC, and EMC agrees to be bound by the sublease terms. The agreement also clarifies rent and operating expense responsibilities and is consented to by the sublandlord, Electronic Data Systems Corporation, and the master landlord, Cambridge One Commercial Plaza, LLC.

EX-10.5 7 0007.txt CONFIRMATORY AGREEMENT Exhibit 10.5 CONFIRMATORY AGREEMENT ---------------------- THIS CONFIRMATORY AGREEMENT (this "Agreement") is made as of the 1st day of --------- August, 2000, by and among, the undersigned. WHEREAS, Ashton Technology Group, Inc. ("Ashton") is named as subtenant ------ under a certain Sublease Agreement dated as of August l' 2000 (the "Sublease") -------- with Electronic Data Systems Corporation, as sublandlord (the "Sublandlord"), ----------- pertaining to certain space on the 22nd floor of the building located at 280 Trumbull Street, Hartford, Connecticut and owned by Cambridge One Commercial Plaza, LLC (the "Master Landlord"); --------------- WHEREAS, Ashton and Electronic Market Center, Inc. ("EMC") are affiliated companies and it was intended by such parties that EMC would be the subtenant under the Sublease; WHEREAS, with the consent of the Sublandlord and the Master Landlord, the parties hereto desire to confirm that EMC is and shall be the subtenant under the Sublease; WHEREAS, the Sublandlord, Ashton and EMC desire to confirm other matters under the Sublease as hereinafter set forth; NOW, THEREFORE, the parties agree to the following: 1. Identity of Subtenant. The subtenant under the Sublease is and shall --------------------- be EMC (in such capacity, "Subtenant"). In furtherance thereof, EMC hereby --------- ratifies and reaffirms, and agrees to be bound in all respects by, each of the terms, conditions, covenants and obligations of subtenant under the Sublease. Ashton hereby assigns and transfers to EMC any rights, interests, powers, and privileges of Ashton under the Sublease and Ashton shall not be bound as the subtenant thereunder. 2. Operating Expenses. The parties to the Sublease hereby acknowledge ------------------- and agree that the Subtenant's Base Rent under the Sublease was intended to be net of electric charges with a Base Year of calendar year 2000 with respect to Operating Expenses. Therefore, Paragraph 3 of the Sublease is revised to delete the exclusion of Article 4 of the Master Lease, and Subtenant shall pay any increase in Operating Expenses over the Base Year amount of Operating Expenses. 3. Reaffirmation. Except as set forth above, the Sublease shall remain ------------- and continue in full force and effect. 11 4. Consent of Master Landlord. Master Landlord consents to the foregoing -------------------------- subject to all of the terms and limitations of a certain "Consent of Landlord to Sublease" dated as of August 14, 2000, between Master Landlord and Sublandlord. Witnesses: ASHTON TECHNOLOGY GROUP, INC. /s/ Mark I. Salvacion _______________________________ ------------------------------- Name: Name: Mark I. Salvacion Its Secretary Name: _______________________________ ELECTRONIC MARKET CENTER, INC. /s/ Matthew Saltzman _______________________________ ------------------------------- Name: Matthew Saltzman Its President Name: _______________________________ 12 CONSENTED AND AGREED TO: ELECTRONIC DATA SYSTEMS CORPORATION /s/ Daniel F. Busch _______________________________ ---------------------------------- Name: Name: Daniel F. Busch Director of Real Estate _______________________________ Name: CAMBRIDGE ONE COMMERCIAL PLAZA, LLC By: One Commercial Management, LLC Its Managing Member By: Levstone Commercial Management Corp. Its Manager By: /s/ Mark R. Stone _______________________________ ------------------------------- Name: Name: Mark R. Stone Its Vice President _______________________________ Name: 13