EXHIBIT 10.14
THIRD AMENDMENT TO LEASE AGREEMENT
THIS AGREEMENT made this 25th day of August, 2003 between NEOC HOLDINGS
LLC, a Minnesota limited liability company ("Landlord") and HEALTH FITNESS
CORPORATION, a Minnesota corporation, f/k/a "Health Fitness Physical Therapy"
("Tenant").
WHEREAS, Landlord's predecessor in interest and Xxxxxxx did enter into
a certain lease agreement dated June 13, 1996, which lease agreement was amended
on March 1, 2001, and again on June 12, 2002 (as so amended, the "Lease
Agreement"), under the terms of which Tenant is leasing from Landlord Suite 560
containing 8,159 rentable square feet (the "Existing Premises") of the building
at 0000 Xxxx 00xx Xxxxxx, Xxxxxxxxxxx, XX. The terms defined in the Lease
Agreement shall have the same meanings when used herein; and
WHEREAS, Tenant has requested to lease additional space on the fifth
(5th) floor of the 3600 Building and Landlord has agreed to such a request, but
only on the terms and conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the premises and mutual covenants
and conditions contained herein, it is hereby agreed that the Lease Agreement
be, and it hereby is further amended as follows:
1. Effective on that date (the "Effective Date") when Landlord has
delivered possession of the Expansion Area (as defined below) to Tenant in the
condition required by paragraph 3 below, which date is estimated to be September
1, 2003, there shall be added to the Premises under the Lease Agreement that
area on the fifth (5th) floor of the 3600 Building containing 1,865 rentable
square feet and graphically depicted on Exhibit A attached hereto (the
"Expansion Area"). Beginning on the Effective Date and continuing thereafter for
the remainder of the Term of the Lease Agreement expiring on October 31, 2007,
the Premises under the Lease Agreement shall consist of the Existing Premises
and the Expansion Area together containing 10,024 rentable square feet in the
aggregate.
2. Until the Effective Date Tenant shall continue to pay Landlord
monthly Minimum Rental of $8,498.96 for the Premises under the Lease Agreement
(i.e., the Existing Premises only). Commencing on the Effective Date ("ED") and
on the first (1st) day of each and every month thereafter for the remainder of
the Term of the Lease Agreement, to and including October 1, 2007, Tenant shall
pay Landlord monthly Minimum Rental for the Premises under the Lease Agreement
(i.e., the Existing Premises and the Expansion Area together) as follows:
Period of Term Annual Rate Per RSF Monthly Minimum Rental
-------------- ------------------- ----------------------
FOR THE EXISTING PREMISES:
-------------------------
ED-10/31/03 $12.50 $8,498.96
11/1/03-10/31/04 $12.75 $8,668.94
11/1/04-10/31/05 $13.00 $8,838.92
11/1/05-10/31/06 $13.25 $9,008.90
11/1/06-10/31/07 $13.50 $9,178.88
FOR THE EXPANSION AREA:
----------------------
ED-10/31/03 $11.50 $1,787.29
11/1/03-10/31/04 $11.75 $1,826.15
11/1/04-10/31/05 $12.00 $1,865.00
11/1/05-10/31/06 $12.25 $1,903.85
11/1/06-10/31/07 $12.50 $1,942.71
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In the event the Effective Date occurs on other than the first (1st) day of the
calendar month, the monthly Minimum Rental and monthly Additional Rental under
Article 6 of the Lease Agreement for the calendar month in which the Effective
Date occurs shall be prorated between the Existing Premises alone and the
Existing Premises and the Expansion Area together.
3. Plans for permanent improvements to the Expansion Area are attached
hereto as Exhibit B (the "Plans". The Plans have been approved by each of
Landlord and Tenant. The parties acknowledge that the Plans are to modify the
Expansion Area to accommodate Xxxxxxx'x intended use. Landlord shall be
responsible for constructing the improvements shown on the Plans (the "Tenant
Improvements") for and on behalf of Tenant. Landlord and Tenant have agreed that
the costs of such Tenant Improvements shall be paid by Tenant, although
initially advanced by Landlord and repaid to Landlord as part of Tenant's
payments of monthly Minimum Rental for the Expansion Area as provided above. No
changes shall be made to the Plans or the Tenant Improvements without prior
written approval of both Landlord and Tenant, it being acknowledged and agreed
by Tenant that Landlord may absolutely withhold its approval to any change in
the Plans or the Tenant Improvements that would increase the cost of the Tenant
Improvements unless arrangements satisfactory to Landlord have been made for
Tenant to pay such increase in the costs. Any improvements to the Expansion
Area, other than as shown on the Plans, and the furnishing of the Expansion Area
shall be made by Tenant at its sole cost and expanse, subject to all other
provisions of the Lease Agreement.
In addition to the Tenant Improvements, if requested to do so in
writing by Tenant on or before September 1, 2005, Landlord, at its cost, shall
remove the wall between the Existing Premises and the Expansion Area and shall
patch, repair and re-paint, as necessary the ceiling and wall surfaces adjoining
such wall.
4. Except as hereinabove amended, all of the terms, covenants and
conditions of the Lease Agreement shall remain in full force and effect, are
herby ratified and confirmed and shall apply to the Expansion Area, including
the payment of Additional Rental under Article 6 for Real Estate Taxes and
Operation Expenses.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the day and year first above written.
NEOC HOLDINGS LLC
By: /s/ Xxx X. Xxxxxxx
---------------------------------
Xxx X. Xxxxxxx, Vice President --
Investments
HEALTH FITNESS CORPORATION
By: /s/ Xxxxx Xxxxx
---------------------------------
Its: CEO
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