Exhibit 10.21
FIRST AMENDMENT
AGREEMENT, made this 27th day of May, 1999, entered into
between GLORIOUS SUN ROBERT MARTIN, LLC, a New York limited liability company,
having its principal office at 100 Clearbrook Road, Elmsford, New York (herein
referred to as "Landlord"), and FRONTLINE COMMUNICATIONS CORPORATION (formerly
known as Easy Street Online, Inc.), a Delaware corporation, having an office at
One Blue Hill Plaza, Pearl River, New York 10965 (herein referred to as
"Tenant").
W I T N E S S E T H :
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WHEREAS, Landlord and Tenant entered into a written lease
agreement dated June 11, 1997, (hereinafter referred to as the "Lease") wherein
and whereby the Landlord leased to Tenant and the Tenant hired from the Landlord
approximately 5,525 square feet in the building known as One Blue Hill Plaza,
Pearl River, New York, for a term which currently expires June 30, 2002, and
WHEREAS, the parties hereto desire to amend said Lease by
relocating Tenant to new premises and extending the term pursuant to the terms
and provisions set forth below;
NOW, THEREFORE, in consideration of the mutual covenants
herein contained and other good and valuable consideration, each to the other in
hand paid, IT IS AGREED as follows:
1. The Lease shall be extended to the last day of the month
five (5) years after the month during which the New Premises Commencement Date
(as defined below) occurs.
2. As of the New Premises Commencement Date, the following
shall be effective:
a) Tenant shall relocate from the Demised Premises
consisting of approximately 5,525 square feet on the 6th floor of the Building
("Existing Premises") to space located on the 7th floor of the Building
consisting of approximately 11,432 square feet ("New Premises") as shown on the
floor plan attached and made a part hereof as Exhibit A-1. All references in the
Lease to the Demised Premises shall apply to the New Premises. Tenant shall
surrender the Existing Premises in accordance with the Lease within fourteen
(14) days following the New Premises Commencement Date. Failure of Tenant to
surrender the Existing Premises shall constitute a default under the Lease.
Landlord shall deliver the New Premises subject to the work shown on Exhibit
A-1. Shown on Exhibit A-1 are Tenant extras, which shall be furnished by
Landlord at Tenant's cost and expense in the amount of $24,399.00.
Simultaneously with the execution of this Agreement by Tenant, Tenant shall pay
to Landlord 50% of said sum ($12,199.50) with the balance due upon the New
Premises Commencement Date. In the event Tenant notifies Landlord in writing
that it does not wish to proceed with the Tenant extras, Landlord shall
reimburse Tenant any monies paid by Tenant to Landlord for said extras minus any
costs and expenses incurred by Landlord in connection with said extras.
b) The fixed rent as set forth in Section 3.01(a) of the
Lease shall be deleted in its entirety and the following shall be substituted in
place thereof:
"From the New Premises Commencement Date through and including
the expiration date of the Lease, the fixed rent for the New Premises shall be
$260,078.00 per annum."
c) The reference to "5,525 square feet" in Section 2.01(d)
of the Lease shall be amended by deleting such reference and substituting
"11,432 square feet" in place thereof.
d) Section 4.01 (e) of the Lease shall be amended by
deleting ".50%" therein and substituting "1.039%" in place thereof.
e) The number of parking spaces for executive cars set
forth in Section 16.01(a) of the Lease shall be increased from "two (2) spaces"
to "eleven (11) spaces". The number of spaces for employee cars shall remain
unchanged.
f) Electric Rent (as defined in Article 21.02 of the Lease)
in the amount of $1.50 per square foot of Rentable Area is included in the fixed
rent set forth in paragraph 2 b) above.
g) The security deposit set forth in Section 46.01 of the
Lease shall be increased from "$16,114.58" to "$65,019.50". Tenant shall deposit
such additional security in the amount of $48,904.92 upon Tenant's execution and
delivery of this First Amendment.
3. The New Premises Commencement Date shall be deemed to occur
on the earlier of (i) the date the New Premises shall be deemed complete (as
defined below) or (ii) the date Tenant or anyone claiming under or through
Tenant shall occupy the New Premises. The New Premises shall be deemed complete
on the earliest date on which Landlord's work, as set forth on Exhibit A-1, in
the New Premises has been substantially completed, notwithstanding the fact that
minor or insubstantial details of construction, mechanical adjustment or
decoration remain to be performed, the non-completion of which would not
materially interfere with Tenant's use of the New Premises. Landlord shall
notify Tenant in writing of substantial completion of Landlord's work and shall
specify all outstanding items, if any, and the estimated date of completion. If
completion of the New Premises is delayed by reason of:
(i) any act or omission of Tenant or any of its employees,
agents or contractors which affects the Landlord's ability to
complete the work, or
(ii) failure to plan or execute Tenant's work, if any, with
reasonable speed and diligence, or
(iii) failure to make selections required hereunder, or
(iv) material changes by Tenant in its drawings or
specifications or changes or substitutions requested by Tenant,
or
(v) failure to timely submit or approve drawings, plans or
specifications,
(vi) Tenant's failure to deliver to Landlord the additional
security deposit required hereunder,
then the New Premises shall be deemed complete (and Tenant shall commence paying
the rental set forth in Paragraph 2 (b)) on the
date when it would have been completed but for such delay, and Tenant shall pay
Landlord all costs and damages which Landlord may sustain as a direct result of
a Tenant's delay as specified in paragraphs 3(i)-(vi) above.
Promptly following the completion of the New Premises as described above, the
parties shall enter into a supplementary written agreement setting forth the New
Premises Commencement Date.
4. Tenant agrees not to disclose the terms, covenants,
conditions or other facts with respect to the Lease, including, but not limited
to, the fixed rent, to any person, corporation, partnership, association,
newspaper, periodical or other entity.
This non-disclosure and confidentiality agreement shall be
binding upon Tenant without limitation as to time, and a breach of this
paragraph shall constitute a material breach under the Lease.
5. The Tenant represents that it has dealt with no broker in
connection with this First Amendment except Mack-Cali Realty, L.P.
6. Except as otherwise set forth herein, all terms and
provisions contained in the Lease shall remain in full force and effect.
7. It is understood and agreed that this First Amendment is
submitted to the Tenant for signature with the understanding that it shall not
bind the Landlord unless and until it has been executed by the Landlord and
delivered to the Tenant or Tenant's attorney.
8. This Lease, as hereby amended, shall be binding upon the
parties hereto, their successors and assigns.
IN WITNESS WHEREOF, the parties hereto have hereunto set their
hands and seals the day and year first above written.
GLORIOUS SUN ROBERT MARTIN, LLC
By: RM Blue Hill, Inc.
By:
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Managing Member
FRONTLINE COMMUNICATIONS
CORPORATION
By:
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Vice President