AMENDMENT #1 OF LEASE AGREEMENT
EXHIBIT 10.2
AMENDMENT #1 OF LEASE AGREEMENT
This Amendment #1 of Lease Agreement ("Amendment #1") is dated as of the 11th day of November 2004, is by and between Xxxxxxxx Land Corp. (f/k/a The X.X. Xxx Company), a Delaware corporation, having an address of 0 Xxxxxxxxx Xxxxxxxx, Xxxxxxx, XX 00000 (the "Landlord"), and Xxxxxxxx-Xxx Inc. (f/k/a Xxxxxxxx Mfg. Company), an Illinois corporation having an address of 0000 Xxxx Xxxx Xxxx, Xxxxxxxxx, XX 00000 (the "Tenant"), and evidences the agreement of Landlord and Tenant.
WHEREAS, Landlord and Tenant entered into a Lease Agreement dated March 26, 2002 (the "Lease") relating to the premises (the "Premises") located at 0 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxxx Xxxx, Xxxxxxxxxx, XX 00000 commencing March 26, 2002 and terminating on March 31, 2010;
WHEREAS, Landlord and Tenant desire to modify the Lease: (a) to extend the Term of the Lease by an additional three (3) year period ending on March 31, 2013 and (b) to provide the Tenant with an option to renew the Lease for an additional three (3) years until March 31, 2016.
NOW, THEREFORE, in consideration of the mutual covenants set forth in this Lease and other good an valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows:
Section 1. Amendment of Paragraph 2.1: Effective as of the date hereof Paragraph 2.1 of the Lease is hereby amended in its entirety to read as follows:
2.1 Landlord demises and leases the Premises to Tenant and Tenant takes and hires the Premises for an initial Term of eleven (11) years, commencing on March 26, 2002 (the "Commencement Date"), and expiring on March 31, 2013, unless this Lease shall be sooner terminated as hereinafter provided.
Section 2. Amendment of Paragraph 3.1: Effective as of the date hereof, Paragraph 3.1 of the Lease is hereby amended in its entirety to read as follows:
3.1 During Term. Tenant shall pay to Landlord at the offices of Moscow CableCom Corp., 0 Xxxxxxxxx Xxxxxxxx, Xxxxxxx, XX 00000 Windsor, CT (or at such other place as Landlord may hereafter direct by written notice to Tenant), a total basic rental (hereinafter referred to as the "Basic Rent") which shall be paid monthly, in advance, commencing on the first day of every calendar month during the Term of this Lease, in the amounts set forth in the following Schedule of Basic Rent Payments:
SCHEDULE OF BASIC RENT PAYMENTS
|
MONTHLY |
ANNUAL |
|
|
|
|
|
April 1, 2003 through March 31, 2004 |
$ 24,650.00 |
$ 295,800.00 |
|
April 1, 2004 through March 31, 2005 |
$ 25,133.33 |
$ 301,600.00 |
|
April 1, 2005 through March 31, 2006 |
$ 25,616.67 |
$ 307,400.00 |
|
April 1, 2006 through March 31, 2007 |
$ 26,100.00 |
$ 313,200.00 |
|
April 1, 2007 through March 31, 2008 |
$ 26,583.33 |
$ 319,000.00 |
|
April 1, 2008 through March 31, 2009 |
$ 27,066.67 |
$ 324,800.00 |
|
April 1, 2009 through March 31, 2010 |
$ 27,550.00 |
$ 330,600.00 |
|
April 1, 2010 through March 31, 2011 |
$ 28,033.33 |
$ 336,400.00 |
|
April 1, 2011 through March 31, 2012 |
$ 28,516.67 |
$ 342,200.00 |
|
April 1, 2012 through March 31, 2013 |
$ 29,000.00 |
$ 348,000.00 |
|
Section
3. Amendment of
Paragraph 28.2: Effective as of the date hereof, Paragraph 28.2 is amended
to add the following proviso at the end of the existing Paragraph 28.2:
provided however,
Xxxxxx X. Xxxxx, Xx. (and his heirs or executors) or a limited liability entity
in which Xxxxxx R, Grace, Jr. (or his
heirs or executors) or trusts for the benefit of Xxxxxx X. Xxxxx, Xx. own more
than a fifty percent (50%) equity
interest, shall, for all purposes during the Term of this Lease (including the
Option Term) or any other extensions or additional lease periods that may be
negotiated hereafter, be deemed to be an "affiliate" of the Landlord regardless
of what direct or indirect changes in ownership of the Landlord or its
stockholder that may occur after the date of this Amendment #1.
Section 4.
Addition of Paragraph 31: Effective as of the date hereof, the Lease is
hereby amended to add a new paragraph, Paragraph 31, which shall read as
follows:
31. Tenant's Option to Renew: In
the event that the Tenant is not in default in the performance of Tenant's obligations
pursuant to this Lease, the Tenant shall have the option to renew ("Option
to Renew") the Lease for one (1) additional three (3) year Term (the "Option
Term") commencing on April 1, 2013 and terminating on March 31, 2016 and
the rent during the Option Term shall be:
(a) First Year of the Option Term: For the first year of the Option Term for the first year of the Option Term commencing on April 1, 2013 and terminating on March 31, 2014, the annual rent shall be $354,960.00, the monthly rent during such first year of the Option Term shall be $29,580.00, and such rent shall be due and payable pursuant to the terms of this Lease;
(b) Second Year of the Option Term: For the second year of the Option Term commencing on April 1, 2014 and terminating on March 31, 2015, the annual rent shall be $362,059.20, the monthly rent during such second year of the Option Term shall be $30,171.60 and such rent shall be due and payable pursuant to the terms of this Lease; and
(c) Third Year of Option Term:
For the third year of the Option Term commencing on April 1, 2015 and
terminating on March 31, 2016, the annual rent shall be $369,300.38, the
monthly rent during such third and final year of the Option Term shall be
$30,775.03, and such rent shall be due and payable pursuant to the terms of
this Lease.
Procedure for Tenant to
Exercise Option Term: In the event that the Tenant elects to exercise the
Tenant's Option to Renew, the Tenant shall send the Landlord a written notice
(the "Option Notice") of the Tenant's election to exercise Tenant's
Option to Renew by the later of September 30, 2012 or 30 calendar days after
Landlord gives Tenant notice (the "Landlord Expiration Notice") of the
expiration of the initial Term of the Lease. The Option Notice and the Landlord
Expiration Notice shall be sent pursuant to the Notice provisions of this
Lease. When the Option Notice from the Tenant is delivered to Landlord. Such election by the Tenant shall be binding
and irrevocable.
Section 5. No Other Changes to Lease: Except as modified by this Amendment #1, the remaining terms and conditions of the Lease shall remain in full force and effect pursuant to their respective terms and subject to their respective conditions.
* * SIGNATURES BEGIN ON THE FOLLOWING PAGE * *
IN WITNESS WHEREOF, Landlord and Tenant have, respectively, caused this Amendment #1 to be signed as of the day, month and year first above written.
|
LANDLORD: XXXXXXXX LAND CORP (f/k/a THE X.X. XXX COMPANY), a
Delaware corporation |
|
|
|
TENANT: XXXXXXXX-XXX, INC. (f/k/a XXXXXXXX MFG. COMPANY), an
Illinois corporation |
|
|