Exhibit 10.20(b)
First Amendment to Lease Agreement
This First Amendment to Lease Agreement dated May 1, 2005 is attached to and
made a part of the Lease Agreement dated August 16, 2004 (the "Original Lease")
by and between Centerpoint 800 LLC ("Landlord") and INNOTRAC CORPORATION
("Tenant").
WHEREAS, Landlord and Tenant are parties to the Original Lease dated August
16, 2004 demising certain premises containing 75,000 s.f. ("Premises") in the
building known as Centerpoint 800 (the "Building").
WHEREAS, Landlord and Tenant have agreed to expand the Premises and amend the
Lease upon the terms and conditions set forth herein.
NOW THEREFORE, for valuable consideration and intending to be legally bound, the
parties agree to amend and modify the Lease as follows:
1. Expansion of Premises. On the Expansion Premises Turnover Date (as
hereinafter defined), Landlord shall deliver to Tenant possession of additional
premises (the "Expansion Premises") located in the Building containing
approximately 43,722 square feet as more particularly described on Exhibit "A".
Effective as of the Expansion Premises Turnover Date, the "Premises" when used
in the Lease shall mean, collectively, the Existing Premises and the Expansion
Premises totaling 118,722 square feet.
2. Expansion Premises Turnover Date. Landlord shall deliver possession of the
Expansion Premises to Tenant on May 1, 2005. The date on which Landlord delivers
possession of the Expansion Premises to Tenant shall be the "Expansion Premises
Turnover Date" as such term is utilized in this Amendment.
3. Rent Payments. Tenant shall be obligated to pay Basic Rental and all expenses
pertaining to the taxes, insurance and operating expenses for the Expansion
Premises pursuant to the Lease effective as of Expansion Premises Turnover Date.
Basic Rental for the existing Premises shall follow the new Basic Rental
schedule attached as Exhibit "B".
4. Proportionate Share: Taxes, Insurance and Operating Expenses. Effective as of
the Expansion Premises Turnover Date Tenant's Proportionate Share shall be
sixty-six point one-five percent (66.15%). The definitions of Annual Operating
Expenses applicable to Existing Premises shall remain as specified in the Lease.
5. Condition of Expansion Premises. Tenant accepts the Expansion Premises in
"AS-IS" and "WHERE-IS" condition.
6. Brokers. Tenant represents and warrants to Landlord that it has not employed,
dealt with or negotiated with any broker or agent other than McConnell Johnson
Real Estate Company, LLC ("McConnell") and CBRE in connection with this
Amendment. Tenant agrees to indemnify, defend and hold Landlord harmless from
and against any and all demands, actions,
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loss, damage or liability, including, without limitation, attorneys' fees, to
which Landlord may now or hereafter become subject as a result of a breach by
Tenant of its representation contained in the immediately preceding sentence.
Landlord acknowledges any sums due McConnell in connection with this Amendment
shall be the responsibility of Landlord.
7. Miscellaneous.
(a) In the event any of the terms of this Amendment are inconsistent with
the terms of the Lease, the terms of this Amendment shall take precedence.
(b) All capitalized terms in this Amendment not otherwise defined herein
shall have the meaning set forth in this Lease. This Amendment may be signed in
counterparts.
(c) All of the recitals set forth above are hereby ratified and confirmed
by Landlord and Tenant and incorporated herein by reference.
(d) The individual signing below on behalf of the Tenant represents that
she/he has the authority and power to bind Tenant.
(e) The submission by Landlord to Tenant of this Amendment shall have no
binding force or effect, shall not constitute an option of the leasing of the
Expansion Premises nor confer any rights or impose any obligations upon either
party until the execution thereof by Landlord and the delivery of an executed
original copy thereof to Tenant.
(f) All of the terms, conditions and provisions of the Lease are
incorporated herein by reference as fully as though set forth in this Amendment.
All exhibits referred to in this Amendment are attached thereto and incorporated
herein by reference.
(g) Landlord and Tenant hereby ratify and confirm the Lease, which, except
as specifically modified herein, shall remain in full force and effect
unmodified.
IN WITNESS WHEREOF, the parties have executed this Amendment the date first
above written.
ATTEST: LANDLORD:
CENTERPOINT 800 LLC
By: /s/ Paul M. McConnell
- ------------------------------------- ------------------------------------
Name: Paul M. McConnell
Title: Managing Member
TENANT:
ATTEST: INNOTRAC CORPORATION
/s/ Illegible By: /s/ Robert Toner
- ------------------------------------- ------------------------------------
Name: Robert Toner
Title: VP of Logistics
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EXHIBIT "A"
(MAP)
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EXHIBIT "B"
Basic Rental as of MAY 1, 2005
EXISTING & EXPANSION PREMISES RENT SCHEDULE
Square Basic Rental Basic Rental
Term Rate Feet per Month per year
- ----------------- ---------- ------- ------------ ------------
05/01/05-10/15/05 $3.75/s.f. 118,722 $37,100.63* $445,207.50*
10/16/05-10/15/06 $3.85/s.f. 118,722 $38,089.98* $457,079.70*
10/16/06-10/15/07 $3.95/s.f. 118,722 $39,079.33* $468,951.90*
* Plus Additional Rent owed as outlined in Lease Agreement.
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