ex101.htm


     

    SIXTH AMENDMENT TO SUB-LEASE
AGREEMENT

    


    SIXTH AMENDMENT TO SUB-LEASE
AGREEMENT (“Amendment”), made this ____ day of _________, 2008 between
COLUMBIA 677, L.L.C., a
New York limited liability company with offices at 302 Washington Avenue
Extension, Albany, New York 12203 (the "Landlord"), and BROADPOINT SECURITIES GROUP,
INC.  f/k/a FIRST ALBANY COMPANIES INC., with an office at 677
Broadway, Albany, New York  12207 (the "Tenant").

    


    WHEREAS, Landlord and Tenant
entered into a Sub-Lease Agreement dated August 12, 2003 as amended pursuant to
a First Amendment dated October 11, 2004  and Second Amendment dated
February 28, 2005 and as amended by that certain Third Amendment dated September
29, 2006  and as amended by that certain Fourth Amendment dated August
9, 2007 and as amended by that certain Fifth Amendment dated November 2, 2008
(collectively the Sublease”) concerning the lease of approximately 9,758 square
feet in the building located at 677 Broadway, City and County of Albany, State
of New York (“Leased Property”); and

    


    WHEREAS, Tenant desires to
surrender a portion of the Leased Property prior to the expiration date set
forth in the Sublease and Landlord is willing to accept such surrender in the
manner and upon and subject to the terms and conditions hereinafter set forth;
and

    


    WHEREAS, Landlord and Tenant
desire to amend certain terms and conditions of the Sublease as specifically set
forth herein.

    


    NOW, THEREFORE, in
consideration of the foregoing premises, of the mutual covenants set forth
herein, and of other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto, intending to
be legally bound, hereby agree as follows:

    


    1.           All
capitalized terms not specifically defined herein shall have the meaning set
forth in the Sublease.

    


    2.           Pursuant
to the Sublease, Tenant is leasing space located on the 12th floor
in the Building and desires to surrender to Landlord the entire 12th floor
of the Building consisting of 6,805 square feet of space in the manner described
herein ("Surrender Premises").  Tenant wishes to surrender possession
of the Surrender Premises and Landlord hereby agrees to release the Tenant from
its lease obligations under the Sublease for its use and occupancy of the
Surrender Premises pursuant to the terms and conditions of this
Amendment.

    


    3.         
Tenant hereby agrees  to vacate the Surrender Premises on or before
June 30, 2008 ("Surrender Date").  Tenant's surrender of the Surrender
Premises on the Surrender Date is OF THE ESSENCE.  Notwithstanding
anything set forth in this paragraph to the contrary, if Tenant fails to vacate
the Surrender Premises (or any portion thereof) on the Surrender Date, Tenant
shall pay a fix sum, on demand, of $50,000 per month for such failure which sum
shall be charged to Tenant on a per diem basis based upon a 30 day month (i.e.
Tenant shall be charged $1,666.67 for each day Tenant fails to vacate the
Surrender Premises on the Surrender Date).

    


    4.           As
of the Surrender Date set forth above and provided (i) Tenant has vacated the
Surrender Premises on or before such Surrender Date , (ii) Tenant pays to
Landlord the Surrender Fee when due, and (iii) the terms and conditions of this
Amendment are satisfied, the rentable square footage of the Leased Property as
defined in the Sublease shall be reduced from 9,758 sf to 2,953 sf, based upon
the reduction of square footage occurring on the Surrender Date,  the
"Tenant's Share" as defined in Section 7 of the Sublease shall be
proportionately reduced and each other term and condition in the Sublease, if
any, that is based on square footage shall likewise be proportionately reduced.
Provided the conditions set forth in Paragraph 4(i), (ii) and (iii) have been
satisfied on the applicable dates, all rent or other charges due under the
Sublease with respect to each of the Surrender Premises or otherwise arising
from the Surrender Premises shall cease on the Surrender Date.

     

     

    
      
        
        

      

      
        
        

        
          

        

      

      
        
        

      

    

     

     

    5.           Landlord
and Tenant hereby agree that Tenant is required under the terms of the Sublease
to surrender the Surrender Premises in accordance with Section 15 of the
Sublease.  Notwithstanding such requirement, however, Landlord agrees
Tenant may surrender the Surrender Premises without compliance of Section 15 of
the Sublease and Landlord hereby assumes Tenant's obligation(s) to restore the
Surrender Premises.  Landlord and Tenant hereby agree that, in
consideration of Landlord agreeing to the surrender of the Surrender Premises
without requiring satisfaction of Section 15 of the Lease, Tenant shall make a
payment equal to the sum of Three Hundred Eighty-Eight Thousand Seven Hundred
Three Dollars and 44/100 ($388,703.44), which is calculated based on a lump sum
of $350,000 plus three (3) months rent for the surrendered space at 22.75/sq.ft.
(or $38,703.44), to Landlord (the "Surrender Fee") which shall be paid by Tenant
to Landlord on the Surrender Date.

    


    Any late
fees for late payment of rent set forth in the Sublease shall be applicable to
the late payment of the Surrender Fee.

    


    6.           Landlord
and Tenant shall be equally responsible for any transfer or similar tax due in
connection with or arising from the transactions contemplated by this
Amendment.  Landlord shall be responsible for the filing of a tax
return or similar document or instrument required in connection with the payment
of same but Tenant agrees to reasonably cooperate with Landlord and to execute
any document reasonably requested by Landlord in connection with
same.

    


    7.           This
Amendment may be executed in several counterparts, and any signed counterpart
shall constitute a legal original for all purposes.  Any such
counterparts may be introduced into evidence in any action or proceeding without
having to produce the others.

    


    8.           Except
as specifically amended in this Amendment, all terms and provisions of the
Sublease shall remain unchanged and in full force and effect.

    


    9.           This
Amendment (i) shall be binding upon and inure to the benefit of the parties
hereto and their respective successors and assigns, (ii) shall be governed by
and construed in accordance with the laws of the State of New York, and (iii)
may be executed in multiple counterparts, each of which shall constitute an
original and all of which shall constitute one and the same
agreement.

    


    


    


     

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    IN WITNESS WHEREOF, the
parties have executed this Sixth Amendment to Sublease as of the date first
above written.

     

    Columbia 677, L.L.C.

    


    


    By:_______________________________

               Joseph
R. Nicolla, Member

    


    


    


    
      	
               
      

            	
              Broadpoint
      Securities Group, Inc. f/k/a First Albany Companies
  Inc.

            


    

    


    


    
      	
               
      

            	
              By:_________________________________

            


    

    
      	
               
      

            	 	
              Name:

            

                                                                                               
Title:

     

     

    
 

    


    
      	
              STATE
      OF NEW YORK

            	
              )

            


    

    )SS.:

    
      	
              COUNTY
      OF ALBANY

            	
              )

            


    

    


    On the
_____ day of __________________ in the year 2008 before me, the undersigned,
personally appeared Joseph R. Nicolla, personally known to me or proved to me on
the basis of satisfactory evidence to be the individual whose name is subscribed
to the within instrument and acknowledged to me that he executed the same in his
capacity, and that by his signature on the instrument, the individual, or the
person upon behalf of which the individual acted, executed the
instrument.

    


    ______________________________

    Notary
Public

     

     

    


    
      	
              STATE
      OF NEW YORK

            	
              )

            


    

    )SS.:

    
      	
              COUNTY
      OF

            	
              )

            


    

    


    On the
_____day of ________________ in the year 2008 before me, the undersigned,
personally appeared ____________________, personally known to me or proved to me
on the basis of satisfactory evidence to be the individual whose name is
subscribed to the within instrument and acknowledged to me that he executed the
same in his capacity, and that by his signature on the instrument, the
individual, or the person upon behalf of which the individual acted, executed
the instrument.

    


    ______________________________

    Notary Public