FIRST AMENDMENT TO NET LEASE AGREEMENT
THIS AMENDMENT TO NET LEASE AGREEMENT, made and entered
into effective as of the 27 day of June, 2001, by and between AEI
Real Estate Fund XV Limited Partnership ("Fund XV"), AEI Real
Estate Fund XVII Limited Partnership ("Fund XVII"), AEI Income &
Growth Fund XXII Limited Partnership ("Fund XXII"), and AEI Net
Lease Income & Growth Fund XIX Limited Partnership ("Fund XIX"),
whose address is 1300 Minnesota World Trade Center, 30 East
Seventh Street, St. Paul, Minnesota 55101 ("Lessor"), and
Razzoo's, Inc., a Texas corporation, whose address is 15950
Dallas Parkway, Suite 785, North Dallas, Texas 75248 ("Lessee");
WITNESSETH:
WHEREAS, Lessor is the fee owner of a certain parcel of real
property and improvements located at Austin, Texas, and legally
described in Exhibit "A", which is attached hereto and
incorporated herein by reference; and
WHEREAS, Lessee has constructed the building and
improvements (together the "Building") on the real property
described in Exhibit "A", which Building is described in the
plans and specifications heretofore submitted to Lessor; and
WHEREAS, Lessee and Lessor have entered into that certain
Net Lease Agreement dated May 8, 2000 (the "Lease") providing
for the lease of said real property and Building (said real
property and Building hereinafter referred to as the "Leased
Premises"), from Lessor upon the terms and conditions therein
provided in the Lease;
NOW, THEREFORE, in consideration of the Rents, terms,
covenants, conditions, and agreements hereinafter described to be
paid, kept, and performed by Lessee, including the completion of
the Building and other improvements constituting the Leased
Premises, Lessee and Lessor do hereby agree to amend the Lease as
follows:
1. Article 2(A) and (B) of the Lease shall henceforth read as
follows:
ARTICLE 2. TERM
(A) The term of this Lease ("Term") shall be the period
commencing May 8, 2000 ("Occupancy Date") through the effective
date hereof, plus Fifteen (15) consecutive "Lease Years", as
hereinafter defined, commencing on the effective date hereof,
with the contemplated initial term hereof ending on June 30,
2016.
(B) The first full Lease Year shall commence on the date of
this First Amendment and continue through June 30, 2002. Each
Lease Year after the first Lease Year shall be a successive
period of twelve (l2) calendar months.
2. Article 4(A) of the Lease shall henceforth read as follows:
ARTICLE 4. RENT PAYMENTS
(A)Annual Rent Payable for the first and second Lease Year:
Lessee shall pay to Lessor an annual Base Rent of
$318,045.00 which amount shall be payable in advance on
the first day of each month in equal monthly installments
of $3,445.49 to Fund XIX, $12,721.80 to Fund XXII,
$5,830.82 to Fund XV, and $4,505.64 to Fund XVII. If
the first day of the Lease Term is not the first day of
a calendar month, then the monthly Rent payable for that
partial month shall be a prorated portion of the equal
monthly installment of Base Rent.
3. Lessee has accepted delivery of the Leased Premises and has
entered into occupancy thereof;
4. Lessee has fully inspected the Premises and found the same
to be as required by the Lease, in good order and repair, and all
conditions under the Lease to be performed by the Lessor have
been satisfied;
5. To the best knowledge of the Lessee after due inquiry, as of
this date, the Lessor is not in default under any of the terms,
conditions, provisions or agreements of the Lease and the
undersigned has no offsets, claims or defenses against the Lessor
with respect to the Lease.
6. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original and all of which shall
constitute one and the same instrument.
7. The Lease shall henceforth contain the Exhibit B attached
hereto and now hereby incorporated into the Lease; Lessor is the
owner of the equipment listed on Exhibit B and Lessee is leasing
such equipment from Lessor as set forth in the Lease.
8. Article 34 of the Lease, "Development Financing Agreement"
is hereby deleted.
9. All other terms and conditions of the Lease shall remain in
full force and effect.
IN WITNESS WHEREOF, Lessor and Lessee have respectively signed
and sealed this Lease Amendment effective as of the day and year
first above written.
LESSEE: RAZZOO'S, INC.,
By: /s/ Mike Leatherwood
Its:CEO
LESSOR:
AEI Real Estate Fund XV Limited Partnership
By: AEI Fund Management 86-A, Inc.
By:/s/ Mark Larson
Mark Larson, Chief Financial Officer
AEI Real Estate Fund XVII Limited Partnership
By: AEI Fund Management XVII, Inc.
By: /s/ Mark Larson
Mark Larson, Chief Financial Officer
AEI Net Lease Income & Growth Fund XIX Limited
Partnership
By: AEI Fund Management XIX, Inc.
By: /s/ Mark Larson
Mark Larson, Chief Financial Officer
AEI Income & Growth Fund XXII Limited Partnership
By: AEI Fund Management XXI, Inc.
By:/s/ Mark Larson
Mark Larson, Chief Financial Officer
Exhibit A
Lot 4, Alegre Park, Travis County, Texas, according to the map or
plat thereof, recorded under Document No. 199900294 of the
Official Public Records of Travis County, Texas.
Exhibit B
Walk-In Cooler/Freezer, Manufacturer American Panel, Serial
Number Job # 28734