Exhibit 10.43
LEASE AMENDMENT AND EXTENSION AGREEMENT
This Lease Amendment and Extension Agreement ("Agreement") is made and
entered into on the 10th day of December, 1997 by and between MIM Corporation, a
Delaware Corporation, (the "Tenant"), and MUTUAL PROPERTIES STONEDALE L.P., (the
"Landlord"),
WHEREAS: a certain lease was entered into by and between Landlord and
Tenant dated April 23, 1997 (the "Lease") covering premises at 0000 Xxxxxxxxx
Xxxx, Xxxxx Xxxx, R. I., capitalized terms used in this Agreement are defined
herein or in the Lease; and
WHEREAS: Landlord and Tenant now desire to amend the Lease by adding
additional suites to the Premises, extending the Initial Term and changing the
Expiration Date and otherwise amending the Lease.
NOW THEREFORE, in consideration of the premises and mutual covenants
herein set forth and for other good and valuable consideration, Landlord and
Tenant hereby agree to amend the Lease for those certain premises located at
Stonedale Office Building, 1935 Kingstown Road, Peace Xxxx, Rhode Island as
follows:
1. Exhibit A and the defirition of Premises as used in Article 1 - Premises and
thereafter are amended to include, in addition to Suite 101 containing 2691
rentable square feet (the "Original Suite"), Suites 301 containing 1834 rentable
square feet and Suite 303 containing 2707 rentable square feet (the "Additional
Suites"). The Original Suite and the Additional Suites contain a total of 7232
rentable square feet.
2. Section 2.01 of Article 2 - Term is amended to read as follows:
The term of this Lease (the "Term") with respect to the Original Suite
shall commence on May 1, 1997 (the "Commencement Date of the Original Suite")
and, subject to earlier termination upon default as hereinafter provided, end on
January 31, 2003 (the"Expiration Date"). The commencement of the Term for the
Additional Suites shall be upon substantial completion of the Additional
Improvements (as hereinafter defined) by the Landlord, but in no event later
than February 1, 1998 (the "Commencement Date of the Additional Suites") and
shall continue, subject to earlier termination upon default as hereinafter
provided until the Expiration Date.
3. Section 2.02 is deleted in its entirety and the following substituted
therefor:
Section 2.02. Provided Tenant is not in default hereunder, Tenant may
terminate this Lease with respect to the entire Premises or a part thereof upon
nine (9) months advance written notice to Landlord given any time after August
1, 1999 (the "Notice"). The termination of the Lease, in its entirety or with
respect to any Suite, identified in the Notice, (Tenant may not terminate a
portion of any Suite) shall be effective as of the last day of the ninth month
following Landlord's receipt of the Notice (the "Effective Date"). For any such
termination to become effective on the Effective Date, Tenant shall pay to
Landlord prior to the Effective Date a lump sum termination fee equal to
three (3) months Rent and Additional Rent then allocable to the Premises or
portion thereof affected by the Notice and Tenant shall not be in default under
the Lease through the Effective Date. In the event of a partial termination,
Rent shall be proportionately reduced on the remaining premises from and after
the Effective Date.
4. Section 3.01. is deleted in its entirety and the following provisions
substituted therefor:
Section 3.01. Beginning on the Commencement Date of the Original Suite and
continuing through and including December 31, 1997, Tenant agrees to pay to
Landlord for the use of the Premises, in lawful money of the United States
annual base rent ("Base Rent") in the amount of $30,948.00 payable in monthly
installments of $2,579.00. Beginning on January 1, 1998, annual Base Rent in the
amount of $36,336.00 shall be payable monthly in equal installments of $3028.00.
Beginning on the Commencement Date of the Additional Suites and continuing
through and including January 31, 2003, annual Base Rent in the amount of
$97,632.00 shall be payable monthly in equal installments of $8,136.00.
All installments of Base Rent shall be payable on the first day of each
month, in advance, without setoff or deduction. Rent for any period less than a
full calendar month shall be prorated.
5. Section 3.02 is amended as follows. Section 3.02 (b.) shall be deleted in its
entirety and the following substituted therefor:
(b.) Tenant's Pro Rata Share of all Operating Costs (as hereinafter
defined) incurred by Landlord (collectively "Landlord's Expenses").
The first sentence of the second paragraph of Section 3.02 is deleted and
the following substituted therefor:
Tenant's yearly Pro Rata Share for the Original Suite only shall be
14.27%. From and after the Commencement Date of the Additional Suites, Tenant's
Pro Rata Share shall be 38.35%.
The third paragraph is deleted and the following substituted therefor:
Beginning on the Commencement Date of the Additional Suites and continuing
throughout the Term, Tenant shall pay monthly in advance the amount of $605.00
as its Pro Rata Share of the Operating Costs of the Property. As soon as
reasonably practicable after the end of each fiscal year, Landlord shall supply
Tenant with a reasonably detailed statement setting forth all Operating Costs
and a determination of Tenant's Pro Rata Share thereof. In the event the amount
paid in advance by Tenant is less than Tenant's actual Pro Rata Share of
Landlord's Operating Costs for each calendar year of the Term, Tenant shall pay
any additional sum required within 30 days after receipt of Landlord's statement
therefor. Notwithstanding the foregoing, Landlord and Tenant agree that in each
year of the Tenn starting with calendar year 1999, Tenant's Pro Rata Share of
Operating Costs shall not increase by more than three per cent (3%) over the
amount paid for the immediately preceding year.
6. Paragraph 3.04 is deleted in its entirety.
7. Paragraph 4.07 is deleted in its entirety.
8. Section 10.01 is amended to read as follows:
Prior to the Commencement date of the Original Suite, Landlord, at its
expense, shall cause certain work to be constructed in accordance with Exhibit B
attached hereto and by this reference incorporated herein. Prior to the
Commencement Date of the Additional Suites, Landlord, at its expense, shall
complete the improvements described on Exhibit C attached hereto and by this
reference incorporated herein.
9. The first sentence of Section 18.01 is deleted in its entirety and the
following substituted therefor:
Section 18.01. At the Conmencement Date of the Original Suite, Tenant
deposited with the Landlord the sum of $2,579.00 as a security deposit. Upon the
signing of this Amendment, Tenant deposited with the Landlord an additional
$5,557.00 making the total security deposit $8,136.00. The security deposit is
to assure the full and faithfiil performance and observance by Tenant of all
covenants, terms and conditions herein contained to be performed and observed by
Tenant and Landlord may use, apply or retain the whole or any part of the
security deposit to the extent required for the payment of any rent or any sum
as to which Tenant is in default with respect to any of the covenants, terms or
conditions of this Lease.
Except as amended hereby, all other terms and conditions of the Lease
shall remain in filll force and effect and are in all respects hereby ratified
and affirmed.
IN WITNESS WHEREOF, the Landlord and Tenant have hereunto set their hands
as of the day and date first above written.
MIM CORPORATION TENANT
/s/ E. Xxxxx Xxxxxxx
---------------------------------
By: E. Xxxxx Xxxxxxx
It's Vice Chairman
MUTUAL PROPERTIES STONEDALE L.P.
LANDLORD
By: STO Real Estate Inc G.P.
/s/ Xxxxxxx X. Xxxxxx Pres.
---------------------------------
By: Xxxxxxx X. Xxxxxx, President
EXHIBIT "C"
Landlord's Work
MIM Corporation
Landlord shall perform the following at Landlord's sole cost and expense:
1. Remove and/or construct interior walls to create floor plan layout as
shown on plan attached.
2. Install new floor coverings if and as required to provide uniform
finished floors.
3. Provide finished ceilings, reconstruct lighting, and fire safety
systems to accommodate new floor plan layout.
4. Paint walls as required to provide clean wall surfaces.
Exhibit "C"
[Floor plan]
