LEASE AMENDMENT NO. 1
Exhibit 10.27A
LEASE AMENDMENT NO. 1
THIS LEASE AMENDMENT NO. 1 (this "Amendment'') is made and entered into as of December 1, 2004 (the "Effective Date"), by and between Corporate Center Phase II Limited Partnership, a Delaware limited partnership ("Landlord"), and Conexis Benefits Administrators, L.P., a Texas limited partnership ("Tenant"). All terms used herein and not otherwise defined shall have the meanings given to them in the hereinafter recited Lease.
Recitals
| A. By lease dated with a lease reference date of August 2, 2004 made between Landlord and Tenant (the "Lease"), the premises therein and herein described as the "Premises" with a street address currently known as 6191 N. State Highway 161, Suites 300 and 400, Irving, Texas 75038 were leased to Tenant upon the terms and subject to the conditions contained in the Lease. |
| B. | Landlord and Tenant have agreed to amend the Lease as set forth below. |
Agreement
NOW, THEREFORE, for and in consideration of the foregoing recitals, Ten and Noll 00 Dollars ($10.00) in hand paid and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged , Landlord and Tenant hereby acknowledge and agree to the following:
| 1. Commencement Date/Termination Date. The actual Commencement Date under the Lease is confirmed as November 1, 2004. The Termination Date is confirmed as October 31, 2015. |
2. Tenant's Proportionate Share. Tenant's Proportionate Share with respect to the Initial Premises is confirmed as 29.32% .
3. Increase of Tenant Improvement Allowance. The Tenant Improvement Allowance for the Initial Premises is increased by the sum of $527,651.00, which shall be paid by Landlord in accordance with Paragraph 8 in Exhibit B to the Lease. The last sentence in said Paragraph 8 in Exhibit B to the Lease is of no further force or effect and is hereby deleted in its entirety.
4.Rent.
| (a) The schedule of the Annual Rent and the Monthly Installment of Rent for the Initial Premises as set forth on the Reference Pages is deleted in its entirety, and the following is substituted therefor: |
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DALLAS: 74008.00013: 1347227v3
| Period | Rentable Square Footage | Annual Rent | Monthly Installment of Rent | |
| from | through | |||
| 11/1/04 | 10/31/05 | 58,690 | $65,642.16 | $5,470. l 8+E |
| 11/1/05 | 10/31/06 | 58,690 | $1,078,044.70 | $89,837.06+E |
| 11/1/06 | 10/31/07 | 58,690 | $1,107,389.60 | $92,282.47+E |
| 11/1/07 | 10/31/08 | 58,690 | $1,136,734.60 | $94,727.89+E |
| 11/1/08 | 10/31/09 | 58,690 | $1,180,752.10 | $98,396.01 +E |
| 11/1/09 | 10/31/10 | 58,690 | $1,210,097. 10 | $100,84 1.43+E |
| 11/1/10 | 10/31/11 | 58,690 | $1,239,442.20 | $103,286.85+E |
| 11/1/11 | 10/31/12 | 58,690 | $1,239,442.20 | $103,286.85+E |
| 11/1/12 | 10/31/13 | 58,690 | $1,268,787.10 | $105,732.26+E |
| 11/1/13 | 10/31/14 | 58,690 | $1,268,787. 10 | $105,732.26+E |
| 11/1/14 | 10/31/15 | 58,690 | $1,298,132.l0 | $108, I77.68+E |
* +E = plus Electric
| (b) The schedule of the Annual Rent and the Monthly Installment of Rent for the First Must-Take Space as set forth on the Reference Pages is deleted in its entirety, and the following is substituted therefor: |
| Period | Rentable Square Footage | Annual Rent | Monthly Installment of Rent | |
| from | through | |||
| 11/1/06 | 10/31/07 | 13,476 | $308,210.16 | $25,684. l 8+E |
| 11/1/07 | 10/31/08 | 13,476 | $314,948.16 | $26,245.68+E |
| 11/1/08 | 10/31/09 | 13,476 | $325,055.16 | $27,087.93+E |
| 11/1/09 | 10/31/10 | 13,476 | $331,793.16 | $27,649.43+E |
| 11/1/10 | 10/31/11 | 13,476 | $338,531.16 | $28,210.93+E |
| 11/1/11 | 10/31/12 | 13,476 | $338,531.16 | $28,210.93+E |
| 11/1/12 | 10/31/13 | 13,476 | $345,269.16 | $28,772.43+E |
| 11/1/13 | 10/31/14 | 13,476 | $345,269.16 | $28,772.43+E |
| 11/1/14 | 10/31/15 | 13,476 | $352,007.16 | $29,333.93+E |
| (c) The schedule of the Annual Rent and the Monthly Installment of Rent for the Second Must-Take Space as set forth on the Reference Pages is deleted in its entirety, and the following is substituted therefor: |
| Period | Rentable Square Footage | Annual Rent | Monthly Installment of Rent | |
| from | through | |||
| 11/1/2007 | 10/31/2008 | 15,869 | $363, 185.88 | $30,265.49+E |
| 11/1/2008 | 10/31/2009 | 15,869 | $375,087.72 | $31,257.31+E |
| 11/1/2009 | 10/31/2010 | 15,869 | $383,022.12 | $31,918.5l+E |
| 11/1/2010 | 10/31/2011 | 15,869 | $390,956.64 | $32,579.72+E |
| 11/1/2011 | 10/31/2012 | 15,869 | $390,956.64 | $32,579.72+E |
| 11/1/2012 | 10/31/2013 | 15,869 | $398,891.16 | $33,240.93+E |
| 11/1/2013 | 10/31/2014 | 15,869 | $398,891.16 | $33,240.93+E |
| 11/1/2014 | 10/31/2015 | 15,869 | $406,825.68 | $33,902.14+E |
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| 5. Surviving Obligations. All obligat ions of Tenant under the Lease not fully performed as of the expiration or earlier termination of the Lease Term shall survive the expiration or earlier termination of the Lease Term. |
| 6. Severability. If any term or provision of this Amendment, or the application thereof to any person or circumstance shall to any extent be invalid or unenforceable , the remainder of this Amendment, or the application of such provision to persons or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby. Each provision of this Amendment shall be valid and shall be enforceable to the extent permitted by law. |
7.Brokerage. Tenant warrants that it has not dealt with any broker or agent in connection with the negotiation or execution of this Amendment except CB Richard Ellis, Inc.. Tenant acknowledges that Landlord has no liability to pay commissions or other compensation to any broker or agent in respect of this Amendment, and Tenant shall indemnify Land lord against all costs, expenses, attorneys' fees, and other liability for commissions or other compensation claimed by any broker or agent claiming the same by, through, or under Tenant in respect of this Amendment.
| 8. Interpretation. Landlord and Tenant agree that each party and its legal counsel has reviewed or had the opportunity to review this Amendment and that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in any construction or interpretation of this Amendment |
| 9. Ratification. Landlord and Tenant hereby ratify and affirm the Lease and agree that the Lease is and shall remain in full force and effect in accordance with all terms contained therein, except as expressly amended hereby. |
10.Counterparts. This Amendment may be executed in any number of identical counterparts each of which shall be deemed to be an original and all, when taken together, shall constitute one and the same instrument.
[Signature Page Follows]
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