Second Lease Amendment



Exhibit 10.3 
 

	 STATE OF NORTH CAROLINA
	 	 
	
	 COUNTY OF WAKE
	 	 SECOND LEASE AMENDMENT


 
This
Lease Amendment (the “Amendment”) is made and entered into this 10th day of October, 2002, by and between Rexford, LLC, a North Carolina Limited Liability Company, hereinafter referred to as “Landlord” and Tangram Enterprise
Solutions, Inc., hereinafter referred to as “Tenant”; 
 
WITNESSETH: 
 
THAT
WHEREAS, Landlord and Tenant entered into a certain Lease Agreement (the “Lease”) dated December, 23, 1996 for certain premises (the “Premises”) known as Suite 301 and Suite 401 containing approximately 49,574 rentable square
feet on the third and fourth floors of the building (the “Building”) located at 11000 Regency Parkway, Cary, North Carolina, and amended May 25, 2000 increasing the Premises from 49,574 to 64,084; and 
 
WHEREAS, Landlord and Tenant have agreed to amend the
Lease; and 
 
NOW THEREFORE, in
consideration of the foregoing premises, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree to amend the Lease as follows: 
 

	 	1.	 	Effective Date: Except as stated otherwise, this amendment shall be effective on October 1, 2002. 

 

	 	2.	 	Premises: As of the Effective Date, the Demised Premises shall be Suite 301 and shall contain approximately 16,087 useable square feet and 18,500 rentable
square feet (the “New Demised Premises”) as outlined in Exhibit A to this Second Lease Amendment. 

 

	 	3.	 	Rent: Monthly Base Rent shall be as set out below: 

 
October 1, 2002 to September 30, 2003:     $29,291.67 
October 1, 2003 to September 30, 2004:     $29,831.25 
 

	 	4.	 	Reimbursement of Construction Costs: Tenant shall continue to pay five hundred forty-three and 11/100 dollars ($543.11) per month through June 30, 2004 for
the amortization of construction costs, previously agreed to under the Lease. 

 

	 	5.	 	Operating Expenses: Tenant’s Pro Rata Share of Operating Expenses shall be changed to seven and 3/10 percent (7.3%). 

 

	 	6.	 	Vacate Premises: Tenant shall vacate the Original Demised Premises, and the Expansion Office Space, except for the New Demised Premises, on or before October
31, 2002. Landlord and Tenant agree that Tenant may leave workstations and furniture (the “Furnishings”) in the Original Demised Premises after October 31, 2002 at no additional charge to Tenant and Paragraph 9, Indemnification and
Insurance, of the Lease shall apply to all areas where Tenant has Furnishings outside the New Demised 








Premise, as if Tenant leased such space. Furthermore, Tenant agrees to remove such
Furnishings anytime after October 31, 2002 with at least two weeks prior written notice from Landlord. 
 

	 	7.	 	Contingency: In order to induce Landlord to amend the Lease, Tenant has agreed to pay Landlord a fee equal to six hundred seventy-three thousand eight hundred
sixty-two and 08/100 dollars ($673,862.08) of which six hundred sixty thousand dollars ($660,000.00) has already been paid into an escrow account with Landlord’s attorney. With the execution of this Second Lease Amendment by Tenant, Tenant
shall release the funds held in escrow to the Landlord and shall submit a certified check to the Landlord in the amount of thirteen thousand eight hundred sixty-two and 08/100 dollars ($13,862.08). 

 

	 	8.	 	Signage: Tenant shall have no rights to any signage outside the New Demised Premises and shall remove all signage that exists outside the New Demised Premises
and shall repair any damage as a result of such removal. 

 

	 	9.	 	Reception Area: If Tenant elects to lease the Reception Area (the “Reception Area”), as outlined in Exhibit B after December 31.2002, Tenant shall
give written notice to Landlord by December 15, 2002 and Landlord shall install a mutually agreed upon demising wall and entrance at Tenant’s costs. If Tenant elects to vacate the Reception Area Tenant must do so by December 31, 2002 and
Landlord will adjust the square footage of the New Demised Premises by the square footage of the Reception Area. 

 

	 	10.	 	Ratification. Except as specifically amended hereby, the Lease shall remain in full force and effect, and the same is hereby ratified approved and affirmed.


 
The remainder of this page is
intentionally blank 
Signature page is attached hereto and incorporated herein by reference 







IN WITNESS WHEREOF, the parties hereto have executed this Second Lease Amendment as
of the day and year first above written. 
 

	 LANDLORD: Rexford, LLC

	
	 BY: Grubb Management, Inc., Manager

	
	 /s/
Salvatore G. Cammarata                      (SEAL)


	 Salvatore G. Cammarata, Vice President



 

	
	 ATTEST:
  


	 Corporate Secretary
  
 (CORPORATE SEAL)


 

	 TENANT: Tangram Enterprise Solutions, Inc.

	
	 By:
	 	 /s/ John N. Nelli                        (SEAL)


	 Printed Name:
	 	 John N. Nelli


	 Title:
	 	 Senior VP and CFO




 

	
	 ATTEST:
  


	             Secretary
  
 (CORPORATE SEAL)