THIRD LEASE MODIFICATION AGREEMENT
Exhibit
10.32
W
I T N E
S S E T H :
WHEREAS,
the parties are Owner and Tenant respectively under lease dated September 12,
1996, as modified by Lease Modification Agreement dated December 8, 1997 and
Second Lease Modification Agreement dated April 14, 2000 (the lease as modified
is hereinafter referred to as the “Lease”), covering the entire 22nd
Floor
and Room 2302 (the “demised premises”) at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇
(the “Building”) for a term ending July 31, 2008; and
WHEREAS,
the parties wish to extend the term of the Lease;
NOW,
THEREFORE, the parties agree as follows:
1. The
term
of the Lease is extended for a period commencing August 1, 2004 and ending
July
31, 2014 (the “Extended Term”).
2. During
the Extended Term Tenant agrees to pay and Owner agrees to accept the following
rent and additional rent:
(a) Tenant
shall pay annual rental (as set forth on page 1, of the Lease) during the
Extended Term in the mount of $561,758.88 per annum;
(b) Tenant
shall pay real estate tax escalation during the Extended Term pursuant to
Article 19 of the Lease; the “Base Tax” during the Extended Term shall mean
Taxes, as finally determined by settlement, court decision or otherwise, for
the
fiscal Tax Year ending June 30, 2005; Tenant’s Share for the demised premises
shall be 2.720%;
(c) Tenant
shall pay wage formula increase during the extended Term pursuant to Article
40
of the Lease; the “Base Labor Rate” during the Extended Term shall be the Labor
Rate at December 31, 2004; the Wage Rate Multiple for the demised premises
shall
be 12808;
(d) in
the
event Owner exercises Owner’s option pursuant to Article 41 of the Lease, Tenant
shall pay operating expense escalation for the Extended Term pursuant to Article
41 of the Lease; the “Base Year” referred to therein shall be 2004; the
percentage referred to therein shall be 2.720%;
(e) Tenant
shall pay Heating Costs escalations during the Extended Term pursuant to Article
42 of the Lease, in the event Heating Costs during the Extended Term exceed
Heating Costs for the calendar year 2004; the percentage referred to therein
shall be 2.720%;
(f) Tenant
shall pay local laws escalation during the Extended Term pursuant to Article
43
of the Lease; the percentage referred to therein shall be 2.720%;
(g) Owner
shall furnish electricity in the demised premise4s during the Extended Term
pursuant to Article 66 of the Lease; pending an electrical survey and/pr
adjustment pursuant to Article 66 of the Lease, the Electrical Inclusion Factor
for the demised premises shall be $51,232 per annum; the annual rental for
the
demised premises referred to in subparagraph (a) above shall be increased by
the
Electrical Inclusion Factor and shall be payable in monthly installments in
advance on the first day of each month; in no event shall the Electrical
Inclusion Factor for the demised premises be decreased below $51,232 per annum
during the Extended Term.
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3. Owner
approves the installation of a toilet, sink and accessories in the Sauna Room
located on the 22nd
Floor of
the Building and agrees to reimburse the ▇▇▇▇▇▇▇ for installation costs up
to
$15,000. Owner agrees to reimburse Tenant for alterations and improvements
Tenant has already performed on the 22nd
Floor of
the demised premises in an amount not exceeding $65,000 on presentation by
Tenant to Owner of paid receipts therefore; Owner agrees Owner will at Owner’s
expense do the work in Room 2302 set forth in the plan attached
hereto.
4. The
balance of the 23rd
Floor of
the Building is presently leased to two other tenants. The space leased to
each
such tenant is shown on the attached floor, and marked Option Space A and
Options Space B.
In
the
event the tenant of Option Space A shall quit and surrender Option Space A,
then
provided Tenant shall not then be in default under the Lease as modified by
this
Agreement, or the lease for any other space occupied by tenant in the Building,
Owner will notify Tenant thereof and Tenant shall have the option to lease
Option Space A for the balance of the Extended Term upon the terms and
conditions set forth hereinafter. In the event tenant exercises such option,
Tenant shall during the option term pay annual rental and escalations for Option
Space A equal to 43.93% of the annual rental and escalations payable by Tenant
for the demised premises during the option term. Tenant shall have thirty (30)
days to notify Owner of Tenant’s exercise of this option. The failure of Tenant
so to notify Owner within said thirty (30) days shall be conclusively deemed
a
rejection by Tenant. Tenant agrees within 14 days after notifying Owner that
Tenant exercises such option to execute a lease modification for Option Space
A
at the rent and with the escalations set forth above and otherwise upon the
terms and conditions set forth in the Lease as modified by this Agreement except
that such Lease shall not contain a rent concession, any reimbursement of Tenant
for alterations, any work to be performed by Owner (Tenant agreeing to take
the
space “as is”) or any right to end the term of the Lease. However, in the event
Tenant exercises this option or the following option with respect to Option
Space B, Owner will install an internal staircase connecting the 22nd
floor
with either Option Space A or Option Space B or Room 2302 as Tenant may elect;
Owner shall pay the cost of such internal staircase, not exceeding $20,000
and
Tenant agrees to pay the balance of such cost; in the event Tenant shall fail
to
pay such balance, the same shall be due from Tenant to Owner as additional
rent.
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In
the
event the tenant of Option Space B shall quit and surrender Option Space B,
then
provided Tenant shall not then be in default under the Lease as modified by
this
Agreement or the lease for any other space occupied by Tenant in the Building,
Owner will notify tenant thereof and Tenant shall have the option to lease
Option Space B for the balance of the Extended Term upon the terms and
conditions set forth hereinafter. In the event Tenant exercises such option,
Tenant shall during the option term pay annual rental and escalations for Option
Space B equal to 20.57% of the annual rental and escalations payable by Tenant
for the demised premises during the option term. Tenant shall have thirty (30)
days to notify Owner of Tenant’s exercise of this option. The failure of Tenant
so to notify Owner in writing within said thirty (30) days shall be conclusively
deemed a rejection by Tenant. Tenant agrees within 15 days after notifying
Owner
that Tenant exercises such option to execute a lease modification for Option
Space B at the rent and with the escalations set forth above and otherwise
upon
the terms and conditions set forth in the Lease as modified by this Agreement
except that such Lease shall not contain a rent concession, any reimbursement
of
Tenant for alterations, any work to be performed by Owner (Tenant agreeing
to
take the space “as is” except for the internal staircase referred to above) or
any right to end the term of the Lease.
5. Articles
67, 68, 69, 73 and 75 of the Lease and the work letter attached to the Lease
and
the Lease Modification Agreement and paragraphs 4, 7, and 8 of the Lease
Modification Agreement dated December 8, 1997 shall not apply during the
Extended Term.
4
6. 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 the Tenant.
7. Tenant
covenants, warrants and represents that there was no broker except ▇▇▇▇▇▇ ▇.
Day
Realty Corp. instrumental in consummating this Agreement and that no
conversations or negotiations were had with any broker except ▇▇▇▇▇▇ ▇. Day
Realty Corp. concerning the terms of this Agreement. Tenant agrees to hold
Owner
harmless against any claims for a brokerage commission arising out of any
conversations or negotiations had by tenant with any broker except ▇▇▇▇▇▇ ▇.
Day
Realty Corp.
8. Except
as
specifically modified herein, Owner and Tenant ratify, confirm, accept and
agree
to all of the terms, covenants and conditions of the Lease.
9. This
Agreement shall inure to the benefit of and bind the parties hereto, their
legal
representatives, successors and assigns.
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IN
WITNESS WHEREOF, the parties have hereunto set their hands and seals the day
and
year first above written.
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(Owner)
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/s/▇▇▇▇▇▇▇
▇▇▇▇▇▇▇▇
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(Tenant)
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/s/▇▇▇▇▇▇
▇. ▇▇▇▇▇
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6
RIDERS
to
THIRD LEASE MODIFICATION AGREEMENT
Between
▇▇▇▇▇▇
▇.
DAY REALTY CORP., as Agent
for
▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇ Associates
And
Asset
Alliance Corporation, a Delaware Corporation
Dated
as
of July, 2004.
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1.
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Owner
approves the installation of a toilet, sink and accessories in the
Sauna
Room located on the 22nd
Floor of the Building and agrees to reimburse the Tenant for installation
costs up to $15,000;
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2.
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$65,000
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3.
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thirty
(30)
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FLOOR
PLAN
▇▇▇▇▇▇▇
Design Group, Inc.
▇▇▇
▇▇▇▇
▇▇▇▇ ▇▇▇▇▇▇
▇▇▇
▇▇▇▇,
▇▇ ▇▇▇▇▇
▇▇▇
▇▇▇-▇▇▇▇
▇▇▇
▇▇▇-▇▇▇▇ FAX
▇▇▇▇▇
▇▇,
▇▇▇▇
▇▇▇▇▇
Alliance Corporation
▇▇▇
▇▇▇▇▇
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Part
of
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WORK
LETTER
Landlord
agrees, at it’s sole expense and without charge to tenant, shall cause to be
prepared the following architectural drawings and specifications:
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A.
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GENERAL
CONSTRUCTION:
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1.
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DEMOLITION;
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As
per
plan approved #A-1, dated May 5, 2004.
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2.
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PARTITIONS:
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a)
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Building
standard partitioning as per approved Preliminary Plan #A-1 dated
May 5,
2004.
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b)
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Furnish
and install wood base and chair rail on new partition to match
existing.
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c)
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Furnish
and install approximately 6’-0” X 5’-0” + high of glass partition in wood
frame to match existing.
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NOTE:
Glass
to have applied sheets of obscured (acid etched look) vinyl
to match
22nd floor in dimension and design.
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3.
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DOORS,
FRAMES & HARDWARE:
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a)
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Retrofit
existing wood doors and frames as per approved Plan #A-1, dated May
5,
2004.
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b)
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Clean,
repair and refinish existing doors and panels as may be
required.
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4.
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CEILINGS:
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a)
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Patch
existing ceilings as required by demolition and new construction.
The
large open area must have one continuous grid pattern and uniform
height.
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b)
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Speckle
and sand smooth all rough and uneven surfaces / edges of regress
sheetrock
light coves.
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5.
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AIR
CONDITIONING:
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a)
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Modify
existing air supply diffusers and return air grills to conform with
new
partition layout.
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6.
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LIGHTING
/ ELECTRIC:
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a)
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Remove
and retrofit existing wall sconces and recessed ceiling lights as
shown on
approved Reflected Ceiling Plan, dated May 5,
2004.
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(b)
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Recircuit
lights and switches as required by demolition and new
partitions.
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7.
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POWER
/ ELECTRIC:
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a)
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Existing
outlets to remain. Recircuit as required by demolition and new
construction.
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b)
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Furnish
and install up to four (4) fluorescent Duplex Electric and Voice
Data
outlets in Conference Room.
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c)
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Furnish
and install up to four (4) Duplex outlets in Convection and (4) four
Duplex outlets in sheetrock walls.
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d)
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Furnish
and install one (1) 20 amp Dedicated Quad Electric outlet for computer
server.
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e)
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Furnish
and install one (1) ceiling exhaust fan with thermostatic control
for
computer server closet, approximately 60
CFM.
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8.
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PAINTING:
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a)
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Paint
entire premises to match existing.
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b)
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Furnish
and install wall covering to match
existing.
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9.
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FLOOR
COVERING:
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a)
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Furnish
and install new carpet and base to match
existing.
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10.
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WINDOW
TREATMENTS:
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a)
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Existing
window treatments to remain.
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NOTE:
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All
work done by landlord and or tenant shall comply with the New York
State
Building Department Code
Requirements.
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2
Any
additional equipment or work over and above that specified in the Work Letter
must receive approval of lessor, in advance, and shall be performed at lessees
expense.
B. WORK
AT
TENANTS SOLE COST AND EXPENSE:
(Unless
specified in above Work Letter)
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1.
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New
Furniture and Furnishings.
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2.
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New
Custom Cabinetwork
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3.
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Voice
and Data Equipment and Cabling.
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4.
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Moving
Expenses.
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5.
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Signage
and Accessories.
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3