-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QnWq6AkOiD+YEekJSvEZGfB+u1kHfDUWN7LiDbFlToXFZEwA2YLRdSGkSRnpTCIt EBodHdujAWfwB2Oy8wF+sg== 0000950144-06-001246.txt : 20060215 0000950144-06-001246.hdr.sgml : 20060215 20060215171829 ACCESSION NUMBER: 0000950144-06-001246 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060207 ITEM INFORMATION: Termination of a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060215 DATE AS OF CHANGE: 20060215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERNET COMMERCE CORP CENTRAL INDEX KEY: 0000894738 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 133645702 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24996 FILM NUMBER: 06622721 BUSINESS ADDRESS: STREET 1: 6025 THE CORNERS PARKWAY STREET 2: SUITE 100 CITY: NORCROSS STATE: GA ZIP: 30092 BUSINESS PHONE: 678-533-8000 MAIL ADDRESS: STREET 1: 6025 THE CORNERS PARKWAY STREET 2: SUITE 100 CITY: NORCROSS STATE: GA ZIP: 30092 FORMER COMPANY: FORMER CONFORMED NAME: INFOSAFE SYSTEMS INC DATE OF NAME CHANGE: 19940914 8-K 1 g99517e8vk.htm INTERNET COMMERCE CORPORATION INTERNET COMMERCE CORPORATION
 

 
 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 15, 2006 (February 7, 2006)
Internet Commerce Corporation
(Exact Name of Registrant as Specified in Its Charter)
         
Delaware   000-24996   13-3645702
(State or Other Jurisdiction of   (Commission File Number)   (I.R.S. Employer Identification No.)
Incorporation)        
6025 The Corners Parkway, Suite 100
Norcross, Georgia 30092
(Address of Principal Executive Offices)
(Zip Code)
(678) 533-8000
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

 

Item 1.02. Termination of a Material Definitive Agreement.
     On January 31, 2006, Internet Commerce Corporation (the “Company”) entered into a Termination Agreement with Shannon Oaks Partnership and R.E.C.-Shannon Oaks, LLC, collectively as the “Landlord,” to terminate the lease for the office space in Cary, North Carolina, dated as of May 13, 1999, as amended, between the Landlord and Research Triangle Commerce, Inc., which was subsequently merged into the Company. Pursuant to the Termination Agreement, the Company will pay the Landlord a lump sum cash settlement in the amount of $120,000, and upon the receipt of such settlement by the Landlord, the lease will be terminated effective January 31, 2006.
     The foregoing description of the Termination Agreement is qualified in its entirety by reference to the Termination Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
     (d) Exhibits.
 
  10.1   Termination Agreement, dated January 31, 2006, by and between Internet Commerce Corporation, Shannon Oaks Partnership and R.E.C.-Shannon Oaks, LLC.

 

 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
             
    Internet Commerce Corporation    
 
            
 
  By:   /s/ Glen E. Shipley    
 
     
 
Glen E. Shipley 		   
 
      Chief Financial Officer    
Dated: February 15, 2006

 

 

EXHIBIT INDEX
     
Exhibit    
Number   Description
 
    
10.1
  Termination Agreement, dated January 31, 2006, by and between Internet Commerce Corporation, Shannon Oaks Partnership and R.E.C.-Shannon Oaks, LLC.

 

EX-10.1 2 g99517exv10w1.txt EX-10.1 TERMINATION AGREEMENT EXHIBIT 10.1 NORTH CAROLINA WAKE COUNTY TERMINATION AGREEMENT THIS AGREEMENT made and entered into effective January 31, 2006, by and between SHANNON OAKS PARTNERSHIP, a North Carolina Partnership and R.E.C.-SHANNON OAKS, LLC, a North Carolina limited liability company and successor in interest to R.E.C. Properties, L.L.C., collectively, "Landlord," and INTERNET COMMERCE CORPORATION, a Delaware Corporation, hereinafter called "Tenant". WITNESSETH: WHEREAS, Landlord entered into a lease with Research Triangle Consultants, Inc. dated May 13, 1999 (the "Lease") for certain space in the Shannon Oaks Office Building as designated in the Lease (the "Premises"); and WHEREAS, the Lease was amended pursuant a Commencement Agreement-Shannon Oaks dated October 19, 1999, and an Amendment to Lease dated July 15, 2000; WHEREAS, Research Triangle Consultants, Inc., subsequent to changing its name to Research Triangle Commerce. Inc., merged into it parent company, Internet Commerce Corporation ("Tenant ") effective December 31, 2004; and WHEREAS, Landlord and Tennant desire to terminate the Lease effective January 31, 2006, under the terms and conditions set forth below. NOW, THEREFORE, in consideration of the receipt of Ten Dollars ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is acknowledged. 1. Lump Sum Settlement. Tenant shall remit to Landlord the sum of $120,000.00 (the "Lump Sum Settlement") in cash or certified funds on or before January 31, 2006. 2. Termination of Lease. Upon payment of the Lump Sum Settlement as set forth above, Landlord and Tenant agree to terminate the Lease effective January 31, 2006, and neither party shall have any further obligation to the other for payment or performance under the Lease from and after that date. 3. Personal Property. Tenant acknowledges that it has thirty (30) days to remove all personal property belonging to it from the Premises. Tenant hereby releases any and all claims to any personal property located at the Premises as of the end of the thirty day period. 4. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of North Carolina without regard to the conflicts of laws provisions thereof. 5. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the Effective Date as defined herein. LANDLORD: SHANNON OAKS PARTNERSHIP by its general partner, MCCONNELL PROPERTIES, INC. BY: /s/ Peter McConnell -------------------------------------------- Peter McConnell, President REC-SHANNON OAKS, LLC BY: /s/ Joel C. Carpenter -------------------------------------------- Joel C. Carpenter, Manager TENANT: INTERNET COMMERCE CORPORATION BY: /s/ Glen E. Shipley -------------------------------------------- Glen E. Shipley, CFO (Name and Title) -----END PRIVACY-ENHANCED MESSAGE-----