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EXHIBIT 10.14
SECOND AMENDMENT OF LEASE
THIS SECOND AMENDMENT OF LEASE (this "Amendment") dated as of
August 6, 1996, between 0000 XXXXXXXX ASSOCIATES L.P., a Delaware limited
partnership having an office c/o Mendik Realty Company, Inc., 000 Xxxxxxx
Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("Landlord") and THE MUTUAL LIFE INSURANCE
COMPANY OF NEW YORK, a New York corporation having an office at 0000 Xxxxxxxx,
Xxx Xxxx, Xxx Xxxx 00000 ("Tenant").
W I T N E S S E T H:
WHEREAS, by Agreement of Lease, dated as of December 17, 1990,
as amended by the Amendment of Lease (the "First Amendment"), dated as of April
26, 1996, each between Landlord and Tenant (the Agreement of Lease as so amended
being collectively referred to as the "Lease") Landlord leased to Tenant, and
Tenant hired from Landlord, certain premises as more particularly described in
the Lease, in the building known as and by the address 0000 Xxxxxxxx, Xxx Xxxx,
Xxx Xxxx (the "Building") and
WHEREAS, Tenant has requested, and Landlord has agreed, on the
terms and conditions hereinafter contained, to modify the Lease as hereinafter
provided.
NOW, THEREFORE, in consideration of the mutual covenants
contained herein and in the Lease, of Ten Dollars ($10) and of other good and
valuable consideration. the mutual receipt and legal sufficiency of which are
hereby acknowledged, the parties hereto, for themselves, their legal
representatives, successors and assigns, hereby agree as follows:
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1. Unless otherwise defined herein, all capitalized terms used
herein shall have the meanings ascribed to such terms in the Lease.
2. Sections (A) through (D) of Paragraph 6 of the First
Amendment shall hereby be deleted.
3. (A) Tenant hereby leases from Landlord the entire rentable
areas of the sixth (6th) floor of the Building as shown on Exhibit "A" annexed
hereto and made a part hereof (the "Sixth Floor Premises") for a term to
commence on August l, 1996 ("Sixth Floor Premises Commencement Date") and to end
on May 31, 2016, on all of the terms and conditions of the Lease, as modified
hereby. Upon the Sixth Floor Premises Commencement Date, the Sixth Floor
Premises shall be delivered in "broom clean" condition, free from tenancies and
occupancies (other than occupancies pursuant to the Lease), and shall be deemed
a part of the Office Premises for all purposes under the Lease, except as
expressly provided herein.
(B) The Fixed Rent payable in respect of the Sixth Floor
Premises shall be as follows:
(i) Five Hundred Fifty-Three Thousand Seven Hundred Sixteen
Dollars ($553,716) per annum for the period commencing on the Sixth Floor
Premises Commencement Date and ending on May 31, 1997 ($46,143 per month);
(ii) Eight Hundred Thirty Thousand Five Hundred Seventy-Four
Dollars ($830,574) per annum for the period commencing on the June 1, 1997 and
ending on May 31, 2001 ($69,214.50 per month);
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(iii) Nine Hundred Fifty-Three Thousand Six Hundred Twenty-Two
Dollars ($953,622) per annum for the period commencing on June 1, 2001 and
ending on May 31, 2006 ($79,468.50 per month);
(iv) One Million Seventy-Six Thousand Six Hundred Seventy
Dollars ($1,076,670) per annum for the period commencing on June 1, 2006 and
ending on May 31, 20.11 ($89,722.50 per month); and
(v) One Million Two Hundred Thirty Thousand Four Hundred
Eighty Dollars ($1,230,480) per annum for the period commencing on June 1, 2011
and ending on May 31, 2016 ($102,540 per month).
(C) From and after the Sixth Floor Premises Commencement Date,
(x) Tenant's Share shall be increased by five and eighty-seven one hundredths
percent (5.87%), (y) the Space Factor shall be increased by 30,762, and (z)
Tenant shall be entitled to a credit against the payments of Fixed Rent payable
under this Amendment in respect of the Sixth Floor Premises in an aggregate
amount equal to Eight Hundred Thirty Thousand Five Hundred Seventy-Four Dollars
($830,574) to be applied in twelve (12) equal monthly installments against the
Fixed Rent payable with respect to the Sixth Floor Premises for the months of
January, 1990 through December, 1998.
(D) (1) Tenant shall accept the Sixth Floor Premises in its
then "as is" condition and Landlord shall have no obligation to perform any work
or- make any installations in order to prepare the same for Tenant's occupancy
or provide any money for the preparation of the same, except as set forth in
this Paragraph 3 hereof.
(2) Landlord, at its sole cost and expense, shall
commence the work described on Exhibit "C" annexed hereto and made a part hereof
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with respect to the Sixth Floor Premises by the earlier of (i) June 1, 1997 and
(ii) the date (not earlier than May 1, 1997), which is thirty (30) days after
written notice from Tenant to Landlord requesting that Landlord commence such
work with respect to the Sixth Floor Premises, and shall thereafter diligently
prosecute the same to completion. Tenant hereby acknowledges and agrees that
Landlord shall be performing such work after the date possession of the Sixth
Floor Premises shall have been delivered to Tenant.
(E) (1) Landlord shall contribute an amount equal to One
Million Two Hundred Thirty Thousand Four Hundred Eighty Dollars ($1,230,480)
(the "Sixth Floor Tenant Fund") toward the "hard costs" of performing the
Alterations made by Tenant to initially prepare the Sixth Floor Premises for
occupancy by Tenant (the "Sixth Floor Initial Alterations") and the "hard costs"
of performing Alterations to other portions of the Premises during the period
from the Sixth Floor Premises Commencement Date through the second (2nd)
anniversary of the Sixth Floor Premises Commencement Date; provided, however,
that not less than fifty percent (50%) of the Sixth Floor Tenant Fund must be
applied toward the "hard costs" of performing the Sixth Floor Initial
Alterations. For purposes of determining the "hard costs" of the Sixth Floor
Initial Alterations, Landlord agrees that such "hard costs" may include the
professional fees (not in excess of ten percent (10%) of the Sixth Floor Tenant
Fund) of the architects, engineers and designers involved in the Sixth Floor
Initial Alterations.
(2) The Sixth Floor Tenant Fund shall be disbursed on
and subject to the provisions of Paragraph 5 of the First Amendment, except that
(i) all references therein to the "Original Premises Tenant Fund," the "Original
Premises Alterations", the "Alterations Premises" and the number "$1,942,260"
shall be deemed to
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be references to the "Sixth Floor Tenant Fund", the "Sixth Floor Initial
Alterations", the "Sixth Floor Premises" and the number "$1,230,480"
respectively, and (ii) notwithstanding any provision hereof to the contrary, in
no event shall any disbursement from the Sixth Floor Tenant Fund be required to
be made prior to June 1, 1997.
(F) If Landlord is unable to deliver possession of any portion
of the Sixth Floor Premises by August 1, 1996 because of the holding over or
retention of possession of any tenant, undertenant or occupants in the Sixth
Floor Premises, then except as expressly provided in this Section, (i) Landlord
shall not be subject to any liability or failure to give possession on said
date, (ii) the validity of this Lease shall not be impaired under such
circumstances, nor shall the same be construed to extend the term of this Lease
with respect to the Sixth Floor Premises or otherwise, (iii) Tenant waives any
right to rescind this Lease under Section 223-a of the New York Real Property
Law or any successor statute of similar nature and purpose then in force, and
(provided Landlord fulfills its obligation under the following clause (v)
hereof) further waives the right to recover any damages which may result from
Landlord's failure to deliver possession of the Sixth Floor Premises or portion
thereof to Tenant on August 1, 1996 and agrees that the provisions of this
Section shall constitute an "express provision to the contrary" within the
meaning of Section 223-a of the New York Real Property law, (iv) provided Tenant
is not responsible for such inability to deliver possession, the Fixed Rent,
Escalation Rent and all -other items of additional rent payable with respect to
the portion of the Sixth Floor Premises not delivered to Tenant shall be abated
and the Sixth Floor Premises Commencement Date with respect to the portion of
the Sixth Floor Premises not delivered to Tenant shall be postponed until ten
(10) Business Days after Landlord
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shall give Tenant notice that the Sixth Floor Premises or applicable portion
thereof is vacant and available for Tenant's occupancy, (v) Landlord, at
Landlord's expense, shall use its reasonable efforts to deliver possession of
the entire Sixth Floor Premises or applicable portion thereof to Tenant as soon
as practicable and in connection therewith shall promptly institute and
diligently and in good faith prosecute holdover and any other appropriate
proceedings against the occupants of the Sixth Floor Premises or applicable
portion thereof, (vi) if Landlord shall fail to deliver to Tenant exclusive
possession of the entire Sixth Floor Premises by January 31, 1997, then Tenant,
as its sole remedy, by not later than February 15, 1997, may elect to revoke its
right to lease the Sixth Floor Premises (or, if a portion thereof has been
previously delivered, the portion thereof not previously delivered), in which
event Tenant shall have no right to lease from Landlord, and Landlord shall have
no obligation to lease to Tenant, the Sixth Floor Premises (or, if a portion
thereof has been previously delivered, the portions thereof not previously
delivered), and (vii) if Landlord shall collect from the tenant of the Sixth
Floor Premises any holdover rental in respect of the Sixth Floor Premises with
respect to the period from and after August 1, 1996 (which holdover rental shall
be deemed to be only the base rental for such tenant's use and occupancy of the
Sixth Floor Premises after August 1, 1996, and shall specifically exclude all
other sums, including, without limitation, any lease termination payment,
payments in respect of electricity, taxes or operating expenses, reimbursement
of expenses or indemnification obligations of such tenant) in excess of the
rental payable by such tenant in respect of the Sixth Floor Premises for the
month of July, 1996, then after deducting Landlord's costs of collecting such
amounts and of obtaining possession of the Sixth Floor Premises (including costs
of prosecuting
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holdover or other proceedings against such tenant), Landlord shall pay to Tenant
the amount of such excess.
4. (A) Tenant hereby leases from Landlord the entire rentable
areas of the seventh (7th) floor of the Building as shown on Exhibit "B" annexed
hereto and made a part hereof (the "Seventh Floor Premises") for a term to
commence on January 1, 1997 ("Seventh Floor Premises Commencement Date") and to
end on May 31, 2016, on all of the terms and conditions of the Lease, as
modified hereby. Upon the Seventh Floor Premises Commencement Date, the Seventh
Floor Premises shall be delivered in "broom clean" condition, free from
tenancies and occupancies (other than occupants pursuant to the Lease and the
License Agreement (hereinafter defined), except for the License (hereinafter
defined) and shall be deemed a part of the Office Premises for all purposes
under the Lease, except as expressly provided herein.
(B) The Fixed Rent payable in respect of the Seventh Floor
Premises shall be as follows:
(i) Eight Hundred Thirty Thousand Five Hundred Seventy-Four
Dollars ($830,574) per annum for the period commencing on the Seventh Floor
Premises Commencement Date and ending on May 31, 2001 ($69,214.50 per month);
(ii) Nine Hundred Fifty-Three Thousand Six Hundred Twenty-Two
Dollars ($953,622) per annum for the period commencing on June 1, 2001 and
ending on May 31, 2006 ($79,468.50 per month);
(iii) One Million Seventy-Six Thousand Six Hundred Seventy
Dollars ($1,076,670) per annum for the period commencing on June 1, 2006 and
ending on May 31, 2011 ($89,722.50 per month); and
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(iv) One Million Two Hundred Thirty Thousand Four Hundred
Thirty Thousand Four Hundred Eighty Dollars ($1,230,480) per annum for the
period commencing on June 1, 2011 and ending on May 31, 2016 ($102,540 per
month).
(C) From and after the Seventh Floor Premises Commencement
Date, (x) Tenant's Share shall be increased by five and eighty-seven one
hundredths percent (5.87%), (y) the Space Factor shall be increased by 30,762,
and (z) Tenant shall be entitled to a credit against the first twelve (12)
payments of Fixed Rent payable under this Amendment in respect of the Seventh
Floor Premises in an aggregate amount equal to Eight Hundred Thirty Thousand
Five Hundred Seventy-Four Dollars ($830,574).
(D) (1) Tenant shall accept the Seventh Floor Premises in its
then "as is" condition and Landlord shall have no obligation to perform any work
or make any installations in order to prepare the same for Tenant's occupancy
(except as provided in Paragraph 4(E) hereof) or provide any money for the
preparation of the same, except that Landlord shall contribute an amount equal
to One Million Two Hundred Thirty Thousand Four Hundred Eight Dollars
($1,230,480) (the "Seventh Floor Tenant Fund") toward the "hard costs" of
performing the Alterations made by Tenant to initially prepare the Seventh Floor
Premises for occupancy by Tenant (the "Seventh Floor Initial Alterations") and
the "hard costs" of performing Alterations to other portions of the Premises
during the period from the Seventh Floor Premises Commencement Date through the
second (2nd) anniversary of the Seventh Floor Premises Commencement Date;
provided, however, that not less than fifty percent (50%) of the Seventh Floor
Tenant Fund must be applied toward the "hard costs" of performing the Seventh
Floor Initial Alterations. For purposes of determining the "hard costs" of the
Seventh Floor Initial Alterations,
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Landlord agrees that such "hard costs" may include the professional fees (not in
excess of ten percent (10%) of the Seventh Floor Tenant Fund) of the architects,
engineers and designers involved in the Seventh Floor Initial Alterations.
(2) The Seventh Floor Tenant Fund shall be disbursed
on and subject to the provisions of Paragraph 5 of the First Amendment, except
that (i) all references therein to the "Original Premises Tenant Fund, " the
"Original Premises Alterations", the "Alteration Premises" and the number
"$1,942,260" shall be deemed to be references to the "Seventh Floor Tenant
Fund", the "Seventh Floor Initial Alterations", the "Seventh Floor Premises" and
the number "$1,230,480", respectively.
(E) Landlord, at its sole cost and expense, shall commence the
work described on Exhibit "C" annexed hereto and made a part hereof (i) with
respect to the .' Seventh Floor Premises other dm the Licensed Premises by the
Seventh Floor Premises Commencement Date, and shall thereafter diligently
prosecute the same to completion, and (ii) with respect to the Licensed Premises
promptly after the date the Licensee (hereinafter defined) has vacated and
surrendered possession of the Licensed Premises. Tenant hereby acknowledges and
agrees that Landlord shall be performing such work after the date possession of
the Seventh Floor Premises shall have been delivered to Tenant.
(F) If Landlord is unable to deliver possession of any portion
of the Seventh Floor Premises by January 1, 1997 because of the holding over or
retention of possession of any tenant, undertenant or occupants in the Seventh
Floor Premises, then except as expressly provided in this Section, (i) Landlord
shall not be subject to any liability or failure to give possession on said
date, (ii) the validity of this Lease shall not
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be impaired under such circumstances, nor shall the same be construed to extend
the term of this Lease with respect to the Seventh Floor Premises or otherwise,
(iii) Tenant waives any right to rescind this Lease under Section 223-a of the
New York Real Property Law or any successor statute of similar nature and
purpose then in force, and (provided Landlord fulfills its obligation under the
following clause (v) hereof) further waives the right to recover any damages
which may result from Landlord's failure to deliver possession of the Seventh
Floor Premises or portion thereof to Tenant on January 1, 1997 and agrees that
the provisions of this Section shall constitute an "express provision to the
contrary" within the meaning of Section 223-a of the New York Real Property law,
(iv) provided Tenant is not responsible for such inability to deliver
possession, the Fixed Rent, Escalation Rent and all other items of additional
rent payable with respect to the portion of the Seventh Floor Premises not
delivered to Tenant shall be abated and the Seventh Floor Premises Commencement
Date with respect to the portion of the Seventh Floor Premises not delivered to
Tenant shall be postponed until ten (10) Business Days after Landlord shall give
Tenant notice that the Seventh Floor Premises or applicable portion thereof is
vacant and available for Tenant's occupancy, (v) Landlord, at Landlord's
expense, shall use its reasonable efforts to deliver possession of the entire
Seventh Floor Premises or applicable portion thereof to Tenant as soon as
practicable and in connection therewith shall promptly institute and diligently
and in good faith prosecute holdover and any other appropriate proceedings
against the occupants of the Seventh Floor Premises or applicable portion
thereof, (vi) if Landlord shall fail to deliver to Tenant exclusive possession
of the entire Seventh Floor Premises (other than the Licensed Area and/or the
area occupied by Xxxxxxxx (hereinafter defined) by June 30,
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1997, then Tenant, as its sole remedy, by not later than July 15, 1997, may
elect to revoke its right to lease the Seventh Floor Premises (or, if a portion
thereof has been previously delivered, the portion thereof not previously
delivered), in which event Tenant shall have no right to lease from Landlord,
and Landlord shall have no obligation to lease to Tenant, the Seventh Floor
Premises (or, if a portion thereof has been previously delivered, the portions
thereof not previously delivered), and (vii) if Landlord shall collect from the
tenant of the Seventh Floor Premises any holdover rental in respect of the
Seventh Floor Premises with respect to the period from and after January 1, 1997
(which holdover rental shall be deemed to be only the base rental for such
tenant's use and occupancy of the Seventh Floor Premises after August 1, 1996,
and shall specifically exclude all other sums, including, without limitation,
any lease termination payment, payments in respect of electricity, taxes or
operating expenses, reimbursement of expenses or indemnification obligations of
such tenant) in excess of the rental payable by such tenant in respect of the
Seventh Floor Premises for the month of December, 1996, then after deducting
Landlord's costs of collecting such amount and obtaining possession of the
Seventh Floor Premises (including costs of prosecuting holdover or other
proceedings against such tenant), Landlord shall pay to Tenant the amount of
such excess. Notwithstanding the foregoing, Landlord shall have no obligation to
deliver possession of (i) the Licensed Premises until after the Licensee shall
have vacated and surrendered possession of the Licensed Premises or (ii) the
area occupied by Xxxxxxxx until after Xxxxxxxx shall have vacated and
surrendered possession of such area.
5. For purposes of the First Amendment, (i) the "Additional
Premises" shall mean, collectively, the Sixth Floor Premises and the Seventh
Floor Premises, (ii) the
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"Additional Premises Commencement Date" shall mean (x) with respect to the Sixth
Floor Premises, the Sixth Floor Premises Commencement Date and (y) with respect
to the Seventh Floor Premises, the Seventh Floor Premises Commencement Date,
(iii) "Landlord's Additional Premises Work" shall mean the work listed on
Exhibit "C" annexed hereto and made a part hereof, to be performed to each of
the Sixth Floor Premises and the Seventh Floor Premises, (iv) the "Additional
Premises Tenant Fund" shall mean (x) with respect to the Sixth Floor Premises,
the Sixth Floor Premises Tenant Fund and (y) with respect to the Seventh Floor
Premises, the Seventh Floor Premises Tenant Fund, and (v) the "Additional
Premises Initial Alterations" shall mean (x) with respect to the Sixth Floor
Premises, the Sixth Floor Premises Initial Alterations and (y) with respect to
the Seventh Floor Premises, the Seventh Floor Premises Initial Alterations.
6. Simultaneously herewith, Tenant, as licensor, is entering
into a license agreement (the "License") with Xxxxx, Xxxx, Xxxxxx BDDP, Inc.
("Licensee") as licensee, with respect to a portion of the Seventh Floor
Premises (the "Licensed Premises") for a term to expire on March 31, 1997.
Landlord hereby consents to the execution and delivery of the License. Tenant
agrees that it shall not modify or amend any of the terms or provisions of the
License (including, without limitation, any extension of the term of the
License). Tenant acknowledges that Licensee shall perform alterations to the
Licensed Area to cause the Licensed Area to be a separate, fire-rated area,
including (i) replacement of glass doors with fire-rated doors and (ii)
replacement of any non fire-rated demising walls with fire rated demising walls,
and Tenant hereby consents to the same. Tenant also acknowledges that Licensee
has represented to Landlord that Tenant has
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granted to Xxxxxxxx Kovner & Xxxxx ("Xxxxxxxx") the right to occupy less than
three hundred (300) square feet of space on the Seventh Floor Premises as a
month to month occupant, and Licensee has covenanted to Landlord that, at
Licensee's sole cost and expense, Licensee shall cause Xxxxxxxx to vacate and
surrender such space by not later than November 30. 1996. From and after the
Seventh Floor Commencement Date, at all times during the term of the License
Tenant shall provide Licensee with reasonable access to the Licensed Area
through the Seventh Floor Premises, 24 hours per day, 7 days per week, shall not
interfere with Licensee's use and occupancy of the Licensed Premises, and shall
indemnify, defend and save and hold Landlord harmless from and against any
losses, costs, liabilities and expenses (including attorneys' fees and
disbursements) arising from any claim by Licensee that Licensee has been denied
such access by Tenant or, that Tenant has interfered with Licensee's use and
occupancy of the License A Premises. Tenant shall deliver to Landlord copies of
all notices it delivers under the License or with respect to the Licensed Area
or the area occupied by Xxxxxxxx simultaneously with Tenant's delivery thereof,
and shall deliver to Landlord, promptly after Tenant's receipt thereof, copies
of all notices it receives with respect to the License, the Licensed Area, or
the area occupied by Xxxxxxxx.
7. Each party represents and warrants to the other that it has
not dealt with any broker or person in connection with this Amendment other than
Xxxxxxx & Xxxxxxxxx, Inc. ("Broker"). The execution and delivery of this
Amendment by each party shall be conclusive evidence that such party has relied
upon the foregoing representation and warranty. Tenant shall indemnify and hold
Landlord harmless from and against any and all claims for commission, fee or
other compensation by any person or broker (other
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than Broker) who shall claim to have dealt with Tenant in connection with this
Amendment and for any and all costs incurred by Landlord in connection with such
claims, including, without limitation. reasonable attorneys' fees and
disbursements. Landlord shall indemnify and hold Tenant harmless from and
against any and all claims for commission, fee or other compensation by any
person or broker (including, without limitation, the Broker) who shall claim to
have dealt with Landlord in connection with this Amendment and for any and all
costs incurred by Tenant in connection with such claims, including, without
limitation, reasonable attorneys' fees and disbursements. The provisions of this
Paragraph shall survive the Expiration Date.
8. The provisions of Section 37.2 of the Lease are hereby
incorporated by reference in this Amendment, as if set forth in full in this
Amendment, except that all references therein to the Lease shall be deemed to be
references to the Lease as amended by this Amendment.
9. Each party represents and warrants to the other that its
execution and delivery of this Amendment has been duly authorized, that the
individual executing this Amendment on behalf of such party has been duly
authorized to do so, and that no other action or approval is required with
respect to this transaction.
10. The Lease, as amended by this Amendment, constitutes the
entire understanding between the parties hereto with respect to the Premises and
may not be waived, changed, modified or discharged orally but only by an
agreement in writing signed by the party against whom enforcement of any such
waiver, change, modification or discharge is sought.
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11. This Amendment shall not be binding on or enforceable
against either party unless and until both parties shall have executed and
delivered a fully executed counterpart of this Amendment.
12. This Amendment may be executed in counterparts, each of
which shall be deemed an original and together shall constitute a single
agreement.
13. As modified by this Amendment, the Lease and all
covenants, agreements, terms and conditions thereof shall remain in full force
and effect and are hereby in all respects ratified and confirmed.
IN WITNESS WHEREOF, Landlord and Tenant have duly executed
this Amendment as of the day and year first above written.
0000 XXXXXXXX ASSOCIATES L.P.
By: Mendik 1740 Corp., a general partner
By:
---------------------------------------
Name:
--------------------------------
Title:
--------------------------------
THE MUTUAL LIFE INSURANCE CO) Y OF NEW YORK
By: /s/ Xxxxxxx X. Xxxxxx, Xx.
---------------------------------------
Name: Xxxxxxx X. Xxxxxx, Xx.
Title: Senior Vice President
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13. As modified by this Amendment, the Lease and all
covenants, agreements, terms and conditions thereof shall remain in full force
and effect and are hereby in all respects ratified and confirmed.
IN WITNESS WHEREOF, Landlord and Tenant have duly executed
this Amendment as of the day and year first above written.
0000 XXXXXXXX ASSOCIATES L.P.
By: Mendik 1740 Corp., a general partner
By: /s/ Xxxxx X. Xxxxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxxxx
--------------------------------
Title: Executive Vice President
--------------------------------
THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK
By:
-------------------------------------------
Name:
-------------------------------------
Title"
-------------------------------------
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00
XXXXX XX XXX XXXX )
) ss.:
COUNTY OF NEW YORK )
On the 2nd day of August 1996, before me personally came
Xxxxxxx X. Xxxxxx, to me known, who being by me duly sworn, did depose and say
that he resides at 000 Xxxxxxxxxx Xxxxx, Xxxxxxxxx, XX 00000; that he is the
Senior Vice President of THE MUTUAL LIFE COMPANY OF NEW YORK, the corporation
described and which executed the foregoing instrument; and that he signed his
name thereto by order of the board of directors of said corporation.
/s/ Xxxxxxxx X. Xxxxxxxx
------------------------
Notary Public
[stamped Xxxxxxxx X. Xxxxxxx, Notary Public, State of New York No. 00-0000000,
Qualified in New York County, Term Expires February 28, 1997 ]
STATE OF NEW YORK )
) ss.:
COUNTY OF NEW YORK )
On the 1st day of August 1996, before me personally came Xxxxx
X. Xxxxxxxxx, to me known, who, being by me duly sworn, depose and say that he
resides at 0000 Xxxx Xxxxxx, Xxx Xxxx, XX 00000; that he is the Exec. Vice
President of Mendik 1740 Corp., the corporation which is a general partner of
0000 XXXXXXXX ASSOCIATES L.P., the limited partnership described in and which
executed the foregoing instrument; and that he signed his name thereto by order
of the board of directors of said corporation and as the act and deed of said
partnership.
/s/ Xxxxxxxx X. Xxxxxx
----------------------------
Notary Public
[stamped Xxxxxxxx X. Xxxxxx, Notary Public of New York, No 00-0000000, Qualified
in New York County, Commission Expires October 31, 1996]
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EXHIBIT "A"
SIXTH FLOOR PREMISES
Diagram of 6th Floor
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EXHIBIT "B"
SEVENTH FLOOR PREMISES
Diagram of 7th Floor
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EXHIBIT "C"
LANDLORD'S ADDITIONAL PREMISES WORK
1. Landlord shall demolish the Additional Premises to Building standard
condition, and in connection therewith shall remove all accessible
asbestos required by Requirements to be removed from the Additional
Premises. Promptly after delivery by Tenant to Landlord of Tenant's
final plans and specifications for the Additional Premises Initial
Alterations, Landlord shall deliver to Tenant a Form ACP-5 for Tenant's
Additional Premises Initial Alterations (provided, however, that the
delivery of such Form ACP5 shall not be deemed to be a condition to the
occurrence of the Additional Premises Commencement Date).
2. Landlord shall flash patch the floors in the Additional Premises and
repair holes in the floors of the Additional Premises where necessary,
in each event to Building standard condition.
3. Landlord shall patch holes in the core walls of the Additional Premises
where necessary to Building standard conditions.
4. All convector covers shall fit properly, and Landlord shall replace all
missing louvers.
5. Landlord shall install one Building standard ADA compliant bathroom
stall in each of the mens' and womens' bathrooms on each floor of the
Additional Premises.
6. Landlord shall leave all existing window treatments in the Additional
Premises in place, but shall have no obligation to install any window
treatments in the Additional Premises.
7. Landlord shall bring electricity, in a capacity not less than seven (7)
xxxxx demand load per usable square foot of the Additional Premises, to
the risers at the Additional Premises. Tenant may, at Tenant's expense,
allocate such electricity throughout the Premises as Tenant shall
elect.
8. Landlord shall remove abandoned wiring in floor duct systems, including
telephone wiring, back to source, and all such ducts shall be vacuumed.
Landlord shall remove all telephone wiring abandoned in hung ceilings.
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