Bancorp, Inc. – ‘S-4’ on 7/15/04 – EX-10

On:  Thursday, 7/15/04, at 4:07pm ET   ·   Accession #:  950116-4-2142   ·   File #:  333-117385

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Registration of Securities Issued in a Business-Combination Transaction   —   Form S-4
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-4         Registration of Securities Issued in a              HTML   2.50M 
                          Business-Combination Transaction                       
 2: EX-3        Exhibit 3.1                                            5     22K 
 3: EX-3        Exhibit 3.2                                            8     29K 
 4: EX-4        Exhibit 4.2                                           16     71K 
 5: EX-4        Exhibit 4.3                                           16     66K 
 8: EX-10       Exhibit 10.3                                           3     15K 
 9: EX-10       Exhibit 10.4                                           3     15K 
10: EX-10       Exhibit 10.5                                          12     58K 
 6: EX-10       Material Contract -- ex10-1                            8     34K 
 7: EX-10       Material Contract -- ex10-2                           10     42K 
11: EX-21       Subsidiaries of the Registrant -- ex21-1               1      6K 
12: EX-23       Exhibit 23.1                                           1      7K 
13: EX-23       Exhibit 23.2                                           1      7K 
14: EX-23       Exhibit 23.3                                           1      8K 

EX-10   —   Exhibit 10.3

EX-10
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SUBLEASE AND TECHNICAL SUPPORT AGREEMENT
----------------------------------------

  THIS SUBLEASE AND TECHNICAL SUPPORT AGREEMENT (the "Agreement"),
executed this 6th day of December 2001, but effective as of October 1, 2001     
(the "Effective Date") is by and between RAIT INVESTMENT TRUST, a Maryland real 
estate investment trust ("RAIT" or "Sublessee") and THE BANCORP.COM, INC., a    
Delaware corporation ("Bancorp" or "Sublessor").                                

BACKGROUND

  A. Bancorp is "Tenant" and 1818 Market-VEF II, LLC is "Landlord"
pursuant to a lease dated as of June 16, 2000 (the "Master Lease"), pursuant to 
which Master Lease, Bancorp has leased 14,839 Rentable Square Feet (as defined  
in the Master Lease) on the twenty-eighth floor (the "Leased Space") of the     
property located at 1818 Market Street, Philadelphia, Pennsylvania (the         
"Building"). A true and correct copy of the Master Lease is attached hereto as  
Exhibit "A".                                                                    

        B. RAIT desires to lease approximately 6,678 square feet of the Leased
Space from Bancorp subject to the terms and conditions hereof.                  

         C. Bancorp has the ability to provide to RAIT certain technical support
services that RAIT desires to use subject to the terms and conditions hereof.   

 TERMS

        Based upon the foregoing recitals, each of which has been acknowledged
as true and correct by the parties hereto and made a part hereof, the parties,  
in consideration of the promises contained herein and intending to be legally   
bound hereby, agree as follows:                                                 

 1. SUBLEASE. Sublessor hereby agrees to lease to Sublessee, and
Sublessee agrees to lease from Sublessor, a portion of the Leased Space located 
on the twenty-eighth floor of the Building consisting of approximately 6,678    
square feet (the "Premises"), as so marked on attached Exhibit "B" hereto.      
Sublessee shall have the exclusive right to use that portion of Premises        
consisting of the offices as so marked on Exhibit "B" hereto. Sublessor shall   
also have the non-exclusive right to utilize copying, bathroom and other        
facilities with respect to the Leased Space, as so marked on Exhibit "B" hereto.

      2. RENT. Sublessee shall pay to Sublessor rent in an amount equal to
forty-five percent (45%) of the Minimum Rent payable by Sublessor under the     
Master Lease in equal monthly installments on or before the tenth day of each   
calendar month in advance. Sublessee shall also pay to Sublessor, within ten    
(10) days of written demand therefor, its Allocable Share (as defined later in  
this Section 2) of any additional costs, pass through, or other payments due    
from Sublessor under the Master Lease. As used in this Agreement, the term      
"Allocable Share" shall mean forty-five percent (45%), being the percentage     
produced by dividing the 6,678 square feet of the Premises by the 14,839 square 
feet of the Leased Space.                                                       

     3. TERM. The term of this Agreement shall commence on the Effective
Date and shall continue until termination of the Master Lease, unless earlier   

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terminated pursuant hereto. Sublessee may terminate this Agreement on not less  
than sixty (60) days' prior written notice to Sublessor of its intention to do  
so, but shall nonetheless be bound to pay rent through the actual date of       
termination. Sublessor may terminate this Agreement on not less than one hundred
twenty (120) days' written notice to Sublessee.                                 

        4. REIMBURSEMENT OF TENANT IMPROVEMENTS. Simultaneously with execution
hereof, Sublessee will reimburse Sublessor the sum of $303,750, representing the
Allocable Portion of tenant improvements paid for by Sublessor and relating to  
the Premises. Tenant also agrees to reimburse Sublessor for their allocated     
portion of the security system, furniture, electricity, office cleaning, heating
and air conditioning, water, Use and Occupancy Tax, insurance and any other     
expense incurred on its behalf by Sublessor necessary to its operations.        

     5. ADHERENCE TO MASTER LEASE TERMS. Sublessee hereby agrees that it
will follow, adhere to and respect all terms of the Master Lease with respect to
the Building and the Leased Space. Sublessee will not take any action, or fail  
to take any action, if such act or failure to act would result in a breach of   
the Master Lease.                                                               

    6. TELEPHONE EXPENSE. Sublessor has installed and operates a phone
system that shall be used by Sublessee. Sublessee shall pay to Sublessor within 
ten (10) days of being billed therefor by Sublessor its actual "as used" phone  
expense.                                                                        

      7. TECHNICAL SUPPORT. Sublessor shall provide to Sublessee technical
support to include, but not be limited to, the following (collectively, the     
"Technical Support Services"):                                                  

          (a) Internet Conductivity with 2 meg smds line, security firewall,
maintenance and upgrades to such internet systems;            

   (b) an on site network specialist no less than once weekly;

            (c) all data and application support and upgrades including computer
program licenses;                                             

         (d) corporate email including delivery, maintenance and upgrades;

      (e) network storage space on local server and shared space for
organization;                                                 

  (f) phone support including range of numbers, maintenance,
troubleshooting and upgrades; and                             

(g) full customer support.                              

         Sublessee shall pay to Sublessor, as consideration for its provision of
the Technical Support Services, a fee of $5,000 per month on or before the first
day of each calendar month in advance.                                          

     8. CONFIDENTIALITY. In the course of occupying space that will have
shared access and certain common facilities, employees and agents of Sublessor  
and Sublessee may be exposed to each other's proprietary and confidential       
documents and information. Each of Sublessor and Sublessee hereby agrees that it
will hold all such information in strict confidence and will not divulge any    
information about the other.                                                    

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       9. LATE PAYMENTS. All late payments made after the tenth of the month
and any reimbursements made more than ten days after demand therefor has been   
made by Sublessor will be subject to interest at the prime rate plus 2%.        
Sublessee will pay attorneys' fees and any other costs of collection related to 
delinquencies not cured within (30) days.                                       

         IN WITNESS WHEREOF, the parties hereto have executed this Agreement, or
caused this Agreement to be executed by their duly authorized officers the day  
and year first above stated.                                                    

                 RAIT INVESTMENT TRUST
                                   A Maryland real estate investment trust

                    By:  /s/ Ellen Distefano
                                           -------------------------------------
                                           Ellen Distefano, Vice President & CFO

                  THE BANCORP.COM, INC.,
                  A Delaware corporation

                By:  /s/ Martin Egan
                                           -------------------------------------
                      Martin Egan, CFO

Dates Referenced Herein

				Referenced-On Page
This ‘S-4’ Filing		Date		First		Last			Other Filings
Filed on:		7/15/04							None on these Dates
		10/1/01		1
		6/16/00		1
									List all Filings

14 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/10/24  Bancorp, Inc.                     10-Q        3/31/24   91:55M                                    Certent, Inc./FA
 2/29/24  Bancorp, Inc.                     10-K       12/31/23  131:71M                                    Certent, Inc./FA
11/09/23  Bancorp, Inc.                     10-Q        9/30/23   90:59M                                    Certent, Inc./FA
 8/09/23  Bancorp, Inc.                     10-Q        6/30/23   92:58M                                    Certent, Inc./FA
 5/10/23  Bancorp, Inc.                     10-Q        3/31/23   90:54M                                    Certent, Inc./FA
 3/01/23  Bancorp, Inc.                     10-K       12/31/22  128:68M                                    Certent, Inc./FA
11/09/22  Bancorp, Inc.                     10-Q        9/30/22   96:58M                                    Certent, Inc./FA
 8/29/22  Bancorp, Inc.                     S-8         8/29/22    3:56K                                    Scullin Group, Inc./FA
 8/09/22  Bancorp, Inc.                     10-Q        6/30/22   97:57M                                    Certent, Inc./FA
 5/10/22  Bancorp, Inc.                     10-Q        3/31/22   96:48M                                    Certent, Inc./FA
 3/01/22  Bancorp, Inc.                     10-K       12/31/21  126:29M                                    Certent, Inc./FA
11/05/21  Bancorp, Inc.                     10-Q        9/30/21   93:54M                                    Certent, Inc./FA
 8/09/21  Bancorp, Inc.                     10-Q        6/30/21   91:56M                                    Certent, Inc./FA
 3/15/21  Bancorp, Inc.                     10-K       12/31/20  128:66M                                    Certent, Inc./FA