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EXHIBIT 10.9
COMMERCIAL OFFICE LEASE
This Lease Agreement ("Lease") is entered into this first day of
October 1996 ("Effective Date") by and between the 12/31/87 Trusts of Xxxxx X.,
Xxxxx X., and Xxxx X. Xxx, c/o Amkor Electronics, Inc., 0000 Xxxxxxxxxx Xxxxx,
Xxxx Xxxxxxx, Xxxxxxxxxxxx 00000 ("Lessors") and Amkor Electronics, Inc., a
Pennsylvania corporation, with its principal office at 0000 Xxxxxxxxxx Xxxxx,
Xxxx Xxxxxxx, Xxxxxxxxxxxx 00000 ("Lessee").
1. PREMISES
a. Lessors do hereby lease to Lessee and Lessee does hereby lease from
Lessors those certain premises located at 0000 Xxxxxxxxxx Xxxxx, Xxxx
Xxxxxxx, XX and consisting of approximately 77,742 (27,793 = office space;
49,949 = warehouse space) square feet (the "Premises").
b. Said letting is upon and subject to the terms, covenants and conditions
herein set forth, and Lessors and Lessee covenant as a material part of
the consideration for this Lease to keep and perform each and all of said
terms, covenants and conditions by each to be kept and performed and that
this Lease is made upon the condition of such performance.
2. PURPOSE
The Premises are to be used for conducting Lessee's lawful business
activities and for no other purposes without the written consent of Lessors.
3. TERM
The initial term of this Lease shall be for a period of ten (10) years
commencing on the first (1st) day of October 1996 and ending on the thirtieth
(30th) day of September 2006. The Lease may thereafter be extended pursuant
to paragraph 20 herein.
4. RENT
a. Guaranteed Minimum Monthly Rental
Lessee shall pay to Lessors during the term of this Lease, beginning on
the date of occupancy and continuing through the expiration of this Lease,
the annual rental of Eight Hundred Twenty-Two Thousand Four Hundred
Forty-Five Dollars and Eight Cents ($822,445.08) paid in equal monthly
installments of Sixty-Eight Thousand Five Hundred Thirty-Seven Dollars and
Nine Cents ($68,537.09) in advance on the first day of each and every
month during the term of this Lease ("Guaranteed Monthly Rental"). If the
Guaranteed Monthly Rental is not received by Lessors within ten (10) days
of its due date, it is in default. Any Guaranteed
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Monthly Rental in default may be subject, at Lessors' discretion, to an
additional charge of five percent (5%) per month on the unpaid balance
thereof as a late charge. In addition to Guaranteed Monthly Rental, Lessee
agrees to pay any excise, privilege or sales taxes or any tax levied on
the rental or the receipt thereof, except Lessors' income tax.
Said Guaranteed Monthly Rental shall be paid to Lessors by check or wire
transfer in equal amounts to Xxxxx X. Xxx as Trustee for the 12/31/87
Trust of Xxxxx X. Xxx; Xxxxx X. Xxx as Trustee for the 12/31/87 Trust of
Xxxxx X. Xxx; and Xxxx X. Xxx as Trustee for the 12/31/87 Trust of Xxxx X.
Xxx, in lawful money of the United States of America at 0000 Xxxxxxxxxx
Xxxxx, Xxxx Xxxxxxx, Xxxxxxxxxxxx 00000, or to such other person or at
such other place as Lessors may from time to time designate in writing.
b. Rental Adjustments
Effective October 1, 1997 and on October 1 ("Adjustment Date") of each
year during the term of this Lease and any extension hereto, the
Guaranteed Monthly Rental shall be subject to adjustment based upon the
Consumer Price Index (CPI) as published by the Bureau of Labor Statistics
of the U.S. Department of Labor calculated as follows:
For each change of one (1) index point in the CPI, the Guaranteed Monthly
Rental shall be adjusted by a factor of one percent (1%). Said adjustment
will be based on the most recent CPI indices available prior to the
Adjustment Date.
5. ADDITIONAL EXPENSES
Lessee shall pay all local, state, and federal taxes, charges, assessments,
government fees of any kind, or like expenses, imposed upon the Premises
during the term of the Lease. Lessee shall further pay all other expenses
including, but not limited to management, utilities, janitorial, maintenance
of building, grounds, insurance, etc.
6. CARE OF PREMISES, ALTERATIONS, ETC.
Lessee shall take good care of the Premises and shall, at Lessee's own cost
and expense make all repairs to the Premises and fixtures other than
structural repairs. At the end of the term of this Lease, Lessee shall
deliver the Premises in good order and condition, damages by ordinary wear
and tear excepted.
a. The Lessee shall promptly execute and comply with all statutes,
ordinances, rules, orders, regulations and requirements of any
governmental or quasi-governmental authority, including departments,
bureaus and the like, having jurisdiction applicable to the Premises, for
the correction, prevention, and abatement of
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violations, nuisances or other grievances, in, upon, or connected with
the Premises during the term of this Lease, at Lessee's own cost and
expense.
b. Lessee, Lessee's successors, heirs, executors or administrators shall not
make any alterations to the Premises without the Lessors' consent in
writing, or occupy, or permit or suffer the same to be occupied for any
business or purpose deemed disreputable or extra-hazardous on account of
fire, under the penalty of damages and forfeiture, and in the event of a
breach thereof, the term herein shall immediately cease and terminate at
the option of the Lessors as if it were the expiration of the original
term.
c. Lessee will not do anything in or to the Premises, or bring anything into
the Premises, or permit anything to be done or brought into or kept in
the Premises, which will in any way increase the rate of insurance on
said Premises, nor use the Premises or any part thereof, nor allow or
permit its use for any business or purpose which would cause an increase
in the rate of insurance on said building, and the Lessee agrees to pay
as additional rent the cost of any increase in insurance on demand by
Lessors.
7. REAL ESTATE TAXES
Lessee acknowledges that the Premises comprise one hundred percent (100%) of
the building, and Lessee shall be responsible for the payment of all real
estate taxes assessed against the Premises. In the event that real estate
taxes due and owing by Lessors for the building shall be increased above
those charges during the base year (which is defined as the tax or fiscal
year used by the governmental authority assessing such taxes in effect on
the commencement date of this Lease), Lessee agrees to pay as additional
rent within thirty (30) days of receipt of notice from Lessors, an amount
equal to such additional real estate taxes.
8. SERVICES AND UTILITIES
Lessee shall pay for all telephone and other such services for the leased
Premises as contracted for by Lessee.
9. PERSONAL PROPERTY TAXES
Lessee agrees to pay or cause to be paid, before delinquency, any and all
taxes levied or assessed and which become payable during the term hereof
upon all equipment, furniture, fixtures, and other personal property located
in the Premises.
10. DAMAGE TO THE PREMISES
Lessee must give Lessors prompt notice of fire, accident, casualty, damage
or dangerous or defective conditions with respect to the Premises. Lessors
shall only be responsible for
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the damaged structural parts of the Premises. Lessors are not required to
repair or replace any equipment, fixtures, furnishings or decorations unless
originally installed by Lessors. Lessors are not responsible for delays due
to settling insurance claims, obtaining estimates, labor and supply problems
or any other cause not fully under Lessors' control.
a. If the fire or other casualty is caused by an act or neglect of Lessee,
Lessee's employees or persons on the Premises with permission of Lessee,
or at the time of the fire or casualty Lessee is in default in any term
of this Lease, then all repairs will be made at Lessee's expense and
Lessee must pay the full rent with no adjustment. The cost of the repairs
will be added to the rent.
b. Lessors have the right to demolish or rebuild the building if there is
substantial damage by fire or other casualty. Lessors may cancel this
Lease within thirty (30) days after the substantial fire or casualty by
giving Lessee notice of Lessors' intention to demolish or rebuild. The
Lease will end thirty (30) days after Lessors' cancellation notice to
Lessee. Lessee must deliver the Premises to Lessors on or before the
cancellation date in the notice and pay all rent due to the date of the
fire or casualty. If the Lease is canceled, Lessors are not required to
repair the Premises or building. The cancellation does not release Lessee
of liability in connection with the fire or casualty.
11. INSPECTION AND ENTRY BY LESSORS
Lessee agrees that Lessors and Lessors' agents and other representatives
shall have the right to enter into and upon the Premises, or any part
hereof, at all reasonable hours for the purpose of examining the same, or
making such repairs or alterations therein as may be necessary for the
safety and preservation of the Premises.
12. LIENS
Lessee shall keep the Premises and the property in which the Premises are
situated free from any liens arising out of any work performed for,
materials furnished to, or obligations incurred by Lessee.
13. INDEMNIFICATION OF LESSOR
Lessee shall hold Lessors harmless from and defend Lessors against any and
all claims of liability for any injury or damage to any person or property
whatsoever: (1) occurring in, on, or about the Premises or any part thereof;
and, (2) occurring in, on, or about any facilities (including, without
prejudice to the generality of the term "facilities," stairways,
passageways, hallways, and parking areas), the use of which Lessee may have
in conjunction with other tenants of the building, when such injury or
damage is caused in part or in whole by the act, neglect, fault of or
omission of any duty with respect to the same by Lessee, its agents,
servants, employees, or invitees.
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14. INSURANCE
Lessee agrees to provide, pay for, and maintain in full force and effect
during the entire term of this Lease liability insurance insuring Lessors
against any loss or damage sustained or to which Lessors may be subject by
reason of Lessee's occupancy and use of the Premises, which policy shall
have the following limits of liability: (1) commercial general liability of
One Million Dollars ($1,000,000) which includes bodily injury and property
damage; and, (2) insurance for fire and other perils up to a limit of Five
Million Dollars ($5,000,000). Lessee agrees to furnish to Lessors, prior to
the Effective Date of this Lease, a binder or other such certificate
evidencing such insurance coverage. Said certificate shall also name Lessors
as additional insured, as well as loss payee and certificate holder.
Lessee agrees that it will, at its own cost and expense, keep its furniture,
fixtures, equipment, records, and personal property insured against loss or
damage by fire or other peril normally covered by "extended coverage"
endorsements, and shall deliver to Lessors prior to the Effective Date of
this Lease, a binder or other such certificate of such insurance coverage.
15. SUBLETTING OR ASSIGNMENT
Neither the Premises nor any portion of the Premises may be sublet, nor may
this Lease be assigned without the express written consent of Lessors upon
such terms and conditions as Lessors may require.
16. DEFAULT
If Lessee defaults in fulfilling any of the terms and conditions of this
Lease other than the payment of rent or additional rent; or if the Premises
becomes vacant or deserted; or if any execution or attachment shall be
issued against Lessee or any of Lessee's property located or situated at or
on the Premises whereby the Premises shall be taken or occupied by someone
other than Lessee; or if this Lease shall be rejected under any applicable
provision of the bankruptcy laws; or if Lessee shall fail to take possession
within fifteen (15) days of the commencement of this Lease; and upon Lessors
serving written notice to Lessee specifying the nature of the default,
Lessee shall have thirty (30) days from the date of receipt of such notice
to cure the default (or if such default cannot be cured within such period,
Lessee must diligently and in good faith proceed to cure the default). If
Lessee shall have failed to cure or proceed to cure the default within such
period, Lessors may serve a thirty (30) day notice of cancellation of this
Lease upon Lessee and, upon the expiration of the cancellation period, this
Lease shall terminate and expire and Lessee shall quit and surrender the
Premises to Lessors but Lessee shall remain liable as provided in this
Lease.
If after default in payment of rent or violation of any other provision of
this Lease, or upon the expiration of this Lease, Lessee moves out or is
dispossessed and fails to remove any
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trade fixtures or other property prior to such said default, removal,
expiration of Lease, or prior to the issuance of the final order or
execution of the warrant, then and in that event, the said fixtures and
property shall be deemed abandoned by the said Lessee and shall become the
property of Lessors.
17. NO WAIVER BY LESSORS
The failure of Lessors to insist upon a strict performance of any of the
terms, conditions and covenants herein shall not be deemed a waiver of any
rights or remedies that Lessors may have, and shall not be deemed a waiver
of any subsequent breach or default in the terms, conditions and covenants
herein contained. This instrument may not be changed, modified, discharged
or terminated orally.
18. SUBORDINATION, ATTORNMENT
a. This Lease, at Lessors' option, shall be subordinate to the lien of any
first deed of trust or first mortgage placed upon the real property of
which the leased Premises are a part, and to any and all advances made on
the security thereof, and to all renewals, modifications, consolidations,
replacements, and extensions thereof provided, however, that as to the
lien of any such deed of trust or mortgage, Lessee's right to quiet
possession of the Premises shall not be disturbed if Lessee is not in
default and so long as Lessee shall pay the rent and observe and perform
all of the provisions of this Lease, unless this Lease is otherwise
terminated pursuant to its terms.
b. In the event any proceedings are brought for foreclosure, or in the event
of the exercise of the power of sale under any mortgage or deed of trust
made by the Lessors covering the demised Premises, Lessee shall attorn to
the purchaser as the Lessors under this Lease.
c. If upon any sale, assignment, or hypothecation of the leased Premises or
the land thereunder by Lessors, or at any other time, an estoppel
certificate shall be requested of Lessee, Lessee agrees to deliver such
estoppel certificate (in recordable form) addressed to any such proposed
mortgagee or purchaser or to the Lessors certifying the requested
information, including among other things the dates of commencement and
termination of this Lease, the amounts of security deposits, and that
this Lease is in full force and effect (if such be the case) and that
there are no differences, offsets or defaults that actually exist. Lessee
shall be liable for any loss or liability resulting from any incorrect
information certified, and such mortgagee and purchaser shall have the
right to rely on such estoppel certificate. Lessee shall in the same
manner acknowledge and execute any assignment of rights to received rents
as required by any mortgagee of Lessors.
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19. EMINENT DOMAIN
If all or any part of the Premises shall be taken or appropriated by any
public or quasi public authority under the power of eminent domain, either
party hereto shall have the right, at its option, to terminate this Lease,
and Lessors shall be entitled to any and all income, rent, award, or any
interest therein whatsoever which may be paid or made in connection with
such public or quasi-public use or purpose, and Lessee shall not have a
claim against Lessors for the value of any unexpired term of this Lease. If
a part of the Premises shall be so taken or appropriated and neither party
hereto shall elect to terminate this Lease, the rental thereafter to be paid
shall be equitably reduced. Before Lessee may terminate this Lease by reason
of taking or appropriation as above provided, such taking or appropriation
shall be of such an extent and nature as to substantially handicap, impede,
or impair Lessee's use of the Premises. If any part of the building other
than the Premises shall be so taken or appropriated, Lessors shall have the
right, at their option, to terminate this Lease and shall be entitled to the
entire award, as above provided.
20. OPTION TO RENEW
Lessee shall have an option to renew the Lease for an additional ten (10)
year term.
Said option shall be on the same terms and conditions as the terms and
conditions contained herein. In order to exercise this option, Lessee shall
notify the Lessors of its intention to exercise this option six (6) months
prior to the original termination date.
21. NOTICES
All notices and demands which may or are required to be given by either
party to the other hereunder shall be in writing. All notices and demands by
the Lessors to the Lessee shall be sent by United States certified and
registered mail, postage prepaid, addressed to the Lessee at the Premises,
or to such other place as the Lessee may from time to time designate in a
notice to the Lessors. All notices and demands by the Lessee to the Lessors
shall be sent by United States certified and registered mail, postage
prepaid, addressed to the Lessors at the Premises or such other person or
place as the Lessors may from time to time designate in a notice to the
Lessee. Notice or demand shall be deemed complete upon mailing.
22. QUIET POSSESSION
Lessors covenant that Lessee, on paying the rent and additional rent, and
faithfully performing the covenants required or imposed upon Lessee, shall
and may peacefully and quietly have, hold and enjoy the Premises for the
term of this Lease, provided however, that this covenant shall be
conditioned upon the retention of title to the Premises by the Lessors.
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23. SUCCESSORS AND ASSIGNS
The covenants and conditions herein contained shall, subject to the
provisions as to assignment, apply to and bind the heirs, successors,
executors, administrators, and assigns of the parties hereto.
24. GOVERNING LAW
This Lease shall be interpreted and construed in accordance with the laws of
the Commonwealth of Pennsylvania.
25. ENTIRE AGREEMENT
This instrument contains the entire agreement between the parties and the
execution hereof has not been induced by either party by any presentation,
promises, or understandings not expressed herein. Any changes or
modifications to this Lease must be by way of a writing executed by all
parties hereto.
IN WITNESS WHEREOF, the parties hereto have set their hand and seal as of the
date and year first written above.
The 12/31/87 Trusts of Xxxxx X., Amkor Electronics, Inc.
Xxxxx X., and Xxxx X. Xxx
By: /s/ Xxxxx X. Xxxxxxxxx By: /s/ Xxxxx Xxxxxxxx
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Xxxxx X. Xxxxxxxxx Xxxxx Xxxxxxxx, Executive VP
As Agent for the 12/31/87 Trusts
of Xxxxx X., Xxxxx X., and Xxxx X. Xxx
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