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Exhibit 10.10
LEASE MODIFICATION AGREEMENT
AGREEMENT made this 8th day of December 1997 between XXXXXX X. DAY
REALTY CORP., as agent for 000 Xxxxx Xxxxxx Associates ("Owner"), 0 Xxxx 00xx
Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 and ASSET ALLIANCE CORPORATION ("Tenant"), 000
Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000;
W I T N E S S E T H :
WHEREAS, the parties are Owner and Tenant respectively under lease
dated September 12, 1996 (the "Lease") covering a portion of the 16th Floor (the
"16th Floor Space") at 000 Xxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx (the "Building");
and
WHEREAS, Tenant wishes to move to larger space on another floor
of the Building;
NOW THEREFORE, the parties agree as follows:
1. Owner hereby leases to Tenant and Tenant hereby leases from Owner
the entire 22nd Floor (the "22nd Floor Space") in the Building for a term to
commence on the date (the "22nd Floor Commencement Date") five days after Owner
has completed Owner's work in the 22nd Floor Space referred to in paragraph 4
below to Tenant's reasonable satisfaction and to end on the lst day of the month
in which
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occurs the date ten years after the Commencement Date, at an annual rental rate
(in lieu of the amount set forth on page 1 of the Lease) of $376,600 per annum.
2. Except to the extent otherwise provided in this Agreement, (i)
from and after the 22nd Floor Commencement Date, the 22nd Floor Space, shall for
all purposes of the Lease constitute part of the demised premises under the
Lease, and (ii) Owner and Tenant agree that all the terms, covenants and
conditions of the Lease shall apply to the leasing of the 22nd Floor Space.
3. On execution of this Agreement, Tenant agrees to deposit the sum
of $44,350.90 as security to be held under Articles 34 and 48 of the Lease in
addition to the security presently held by Owner.
4. Owner agrees, at Owner's cost and expense, to do the work in the
22nd Floor Space set forth in the Workletter attached hereto at a cost not to
exceed $376,600. Article 71 shall apply to such work in the 22nd Floor Space.
5. Tenant agrees that the terms of the Lease with respect to the
16th Floor Space shall end on the 22nd Floor Commencement Date, as if such date
was the date set forth in the lease for the end of the term with respect to the
16th Floor Space. Each party releases any claim it may have against the other
for rent or escalations for the 16th Floor Space for the period ending on the
date of this Agreement. Owner agrees it will not assert any claim against
Tenant for repairs and
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restoration of the 16th Floor Space by reason of any damage to the 16th Floor
Space arising in connection with Tenant's move to the 22nd Floor Space.
6. Commencing on the 22nd Floor Commencement Date,
(a) Tenant shall pay real estate tax escalation for the 22nd Floor
Space pursuant to Article 39 of the Lease; the "Base Tax" shall mean Taxes, as
finally determined by settlement, court decision or otherwise, for the fiscal
Tax Year ending June 30, 1998; Tenant's share for the 22nd Floor Space shall be
2.285%;
(b) Tenant shall pay wage formula increase for the 22nd Floor Space
pursuant to Article 40 of the Lease; the Wage Rate Multiple for the 22nd Floor
Space shall be 10,760; the "Base Labor Rate" for the 22nd Floor Space shall be
the Labor Rate at December 31, 1998;
(c) in the event Owner exercises Owner's option pursuant to Article
41 of the Lease, Tenant shall pay operating expense escalation for the 22nd
Floor Space pursuant to Article 41 of the Lease; the "Base Year" referred to
therein shall be 1998; the percentage referred to therein shall be 2.285%;
(d) Tenant shall pay Heating Costs escalation for the 22nd Floor
Space pursuant to Article 42 of the Lease; the percentage referred to therein
shall be 2.285%;
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(e) Tenant shall pay Local Laws escalation for the 22nd Floor Space
pursuant to Article 43 of the Lease; the percentage referred to therein shall be
2.285%;
(f) Owner shall furnish electricity for the 22nd Floor Space
pursuant to Article 66 of the Lease; pending an electrical survey, the
Electrical Inclusion Factor for the 22nd Floor Space shall be $31,742 per annum;
the annual rental referred to in paragraph 1 above shall be increased by the
Electrical Inclusion Factor making a total annual rental of $408,342 per annum
payable in advance on the first day of each month in equal monthly installments
of $34,028.50; in no event shall the Electrical Inclusion Factor be decreased
below $31,742 per annum.
7. Article 67 of the Lease shall not apply to the 22nd Floor Space.
Provided that Tenant shall have performed all the terms, covenants and
conditions of the Lease on the part of Tenant to be performed, Tenant shall
receive a credit in the amount of $31,383.33 per month against the annual rental
due for the first six months of the 22nd Floor Term and Tenant shall receive an
additional credit (if a subtenant has not then taken possession of the
cross-hatched space on the floor plan attached hereto) in the amount of
$8,779.17 per month for the period commencing at the end of said six months and
ending on the earlier of the date 12 months after the 22nd Floor Commencement
Date or the date a subtenant takes possession of all or substantially all of
such cross hatched space.
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8. Articles 68, 69, 73 and 75 and the Workletter attached to the
Lease shall not apply to the 22nd Floor Space. Tenant may sublease the portion
of the 22nd Floor space shown cross-hatched on the attached floor plan after
obtaining Owner's consent in accordance with Article 62 of the Lease except that
Article 62(c), (f) and (1) shall not apply to such subleasing; Article 62(d)6
shall be modified to provide: As a result of said subletting the cross-hatched
space shall be occupied by more than one entity (or, if not further demised, by
more than five entities) or the noncross-hatched space shall be occupied by more
than two entities; Article 70 shall be modified to refer to 10 listings, in lieu
of 8.
9. This Agreement is offered to Tenant for signature by the managing
agent of the building solely in its capacity as such agent and subject to
owner's acceptance and approval. Tenant shall affix its signature hereto with
the understanding that such act shall not, in any way, bind Owner or its agent
until such time as this Agreement shall have been approved and executed by the
managing agent or the Owner and delivered to Tenant.
10. Tenant covenants, warrants and represents that there was no
broker except Xxxxxx X. Day Realty Corp. instrumental in consummating this
Agreement and that no conversations or negotiations were had with any broker
except Xxxxxx X. Day Realty Corp. concerning the terms of this Agreement. Tenant
agrees to hold owner harmless against any claims for a brokerage commission
arising
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out of any conversations or negotiations had by Tenant with any broker except
Xxxxxx X. Day Realty Corp.
11. Except as specifically modified herein, Owner and Tenant ratify,
confirm, accept and agree to all of the terms, covenants and conditions of the
Lease.
12. This Agreement shall inure to the benefits of and bind the
parties hereto, their legal representatives, successors and assigns.
IN WITNESS WHEREOF, the parties have hereunto set their hands and
seals the day and year first above written.
XXXXXX X. DAY REALTY CORP., as agent
(Owner)
By: /s/ Xxxxxxx Xxxxxxxx
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ASSET ALLIANCE CORPORATION
(Tenant)
By: /s/ Xxxxxx X. Xxxxx
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