SECOND AMENDMENT OF LEASE
This Second Amendment of Lease is made as of the 22 day of September,
2003, between Gesipa Real Estate Partners, an entity having an office at 000
Xxxxxxxx Xxxxxxxxx, Xxxxx, Xxx Xxxxxx 00000 ("Landlord"), and Universal Display
Corporation, an entity having an office and principal place of business at 000
Xxxxxxxx Xxxxxxxxx, Xxxxx, Xxx Xxxxxx 00000 ("Tenant").
Whereas, Landlord and Tenant have entered into a Lease Agreement dated
October 12, 1998, which agreement was amended by a First Amendment of Lease
dated January 11, 2001 (the "Master Lease"); and
Whereas, Landlord and Tenant desire to renew the term of the Master
Lease for an additional five-year period and to make such other changes to the
Master Lease as are described below.
Now, Therefore, Landlord and Tenant, intending to be legally bound,
hereby agree as follows:
First; the term of the Master Lease shall be renewed for an additional
five (5) year period, commencing on January 1, 2004.
Second; the rental rate for the renewal term of the Master Lease shall
be $14.00 per square foot, without any corresponding increase in the security
deposit required from Tenant.
Third; the following new Article 55 shall be added to the Master Lease:
"55. PURCHASE OPTION.
Following the first six (6) months of the renewal term of this Lease,
Tenant shall have the right to exercise an option to purchase the
Property, including the Building, for [The confidential material
contained herein has been omitted and has been separately filed with
the Commission.] This option shall remain in effect for the entire
renewal term of this Lease and shall be exercisable on at least sixty
(60) days' prior written notice to Landlord. If the option is
exercised, Landlord would become a tenant in the Building for the
remainder of the renewal term of this Lease for up to 6,000 square feet
at a rental rate of $14.00 per square foot. Each of Landlord and Tenant
shall be responsible for its own costs and expenses of design and
construction in creating or refitting its space in the Building
following Tenant's exercise of the option. The leaseback agreement
executed by Landlord and Tenant shall be in substantially the form of
this Lease, subject to appropriate modification as mutually agreed to
by the parties."
Fourth; each party represents to the other that it utilized no broker
for this transaction.
Fifth; except as set forth in this Second Amendment of Lease, all other
terms, covenants, conditions, provisions and agreements contained in the Master
Lease shall remain in full force and effect.
In Witness Whereof, this Second Amendment of Lease has been duly
executed by the parties hereto as of the day and year first above written.
Witness: Gesipa Real Estate Partners
/s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxx X. Xxxxx
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Name: Xxxxxxx X. Xxxxxxx Name: Xxx X. Xxxxx
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Witness: Universal Display Corporation
/s/ Xxxxx Xxxxxx By: /s/ Xxxxxx X. Xxxxxxxxxx
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Name: Xxxxx Xxxxxx Name: Xxxxxx Xxxxxxxxxx
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