PruCrow Industrial Properties, L.P.
8 Campus Drive, 4th Floor
Arbor Circle South
Parsippany, New Jersey 07054
June 8, 1999
Triple S Plastics, Inc.
Tooling & Technology Centre
14300 Portage Road
Vicksburg, Michigan 49097
Re: Sublease Agreement ("Sublease") dated as of June 8, 1999,
between CompUSA Stores, L.P. ("CompUSA") and Triple S Plastics
("Triple S") relating to approximately 66,433 square feet (the
"Premises") in the building known as Alliance Tech Center West
Building No. 4 located in Denton County, Texas
Ladies and Gentlemen:
As you know, PruCrow Industrial Properties, L.P. ("PruCrow") leases certain
space to CompUSA in Heritage Business Park, Grapevine, Texas pursuant to that
certain Lease Agreement dated September 19, 1997 (the "PruCrow Lease"). After
entering into the PruCrow Lease, CompUSA vacated the Premises, but continues to
make lease payments to Alliance Commerce Center No. 4, Ltd. ("Alliance")
pursuant to that certain Lease Agreement between Alliance and CompUSA (the
"Alliance Lease").
The PruCrow Lease permits CompUSA to offset its base rent obligations to
PruCrow by certain amounts payable by CompUSA to Alliance pursuant to the
Alliance Lease. The PruCrow lease also authorizes PruCrow to negotiate a
sublease of the Premises to reduce the amount of such offset, and PruCrow has
therefore negotiated the Sublease with Triple S.
Pursuant to that certain First Amendment to Lease between PruCrow and
CompUSA of even date herewith (the "Lease Amendment"), CompUSA has agreed to
allow PruCrow to enforce the Sublease upon default by Triple S under the
Sublease in consideration for PruCrow's agreement to indemnify CompUSA with
respect to any claims made by Alliance against CompUSA arising from
Triple S's occupancy of the Premises.
As an inducement to PruCrow to enter into the Lease Amendment, Triple S
hereby acknowledges PruCrow's right to enforce the Sublease against Triple S
to the same extent as CompUSA without the necessity of joining CompUSA in any
judicial action PruCrow may deem necessary. Triple S further agrees to
indemnify, hold harmless and agrees to defend (at Triple S' sole cost and
expense) PruCrow, its partners, its partners' officers and directors, and their
respective employees, agents, and contractors to the same extent Triple S
indemnifies, holds harmless and agrees to defend CompUSA pursuant to Section 7
of the Sublease. Further, Triple S agrees (i) to include PruCrow as an
additional insured under the liability policy of insurance that Triple S is
required to obtain pursuant to Section 8 of the Sublease and (ii) to deliver
to PruCrow certificates of insurance in compliance with the other requirements
of Section 8 of the Sublease.
Please acknowledge your acceptance of the foregoing agreement by signing
a counterpart of this letter as indicated below.
Sincerely,
PRUCROW INDUSTRIAL PROPERTIES, L.P.,
a Delaware limited partnership
By: PruCrow, L.L.C., its general partner
By: _/s/_WILLIAM_H._ANDERSON_______
William H. Anderson
Representative of the
Executive Committee
ACCEPTED AND AGREED:
TRIPLE S PLASTICS
By: Triple S Plastics
Name: _/S/_MIKE_ZAAGMAN____________
Title: VP of Operations
