Exhibit 10.14
AMENDMENT TO LEASE
THIS AMENDMENT TO LEASE (this "Amendment") is made as of the 14th
day of September, 2000 between 220 NEWS LLC, a New York limited liability
company, having its principal office at c/o The Witkoff Group LLC, 000 Xxxx 00xx
Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as Landlord ("Landlord") and VALUE LINE, INC.,
a New York corporation, having its principal place of business at 000 Xxxx 00xx
Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, as Tenant ("Tenant").
W I T N E S S E T H:
WHEREAS, Landlord's predecessor in interest, and Tenant entered into
that certain lease dated as of June 4, 1993, as the same may have been amended
(the "Lease") for the leasing of a portion of the fifth (5th) floor and the
entire rentable area of the sixth (6th) floor (collectively, the "Premises") in
the building known as The News Building and located at 000 Xxxx 00xx Xxxxxx, Xxx
Xxxx, Xxx Xxxx;
WHEREAS, Landlord has succeeded to all of the right, title and interest of
its predecessor-in-interest in and to the Lease and the Premises; and
WHEREAS, Tenant desires to surrender all of its right, title and
interest in and to a portion of the Premises (such portion, the "Surrendered
Premises") marked with diagonal slashes on the drawing attached hereto as
Exhibit A, effective as of 11:59 p.m. September 14, 2000 (the "Surrender Date")
and Landlord is willing to accept such surrender, upon and subject to the terms
and conditions of this Amendment.
NOW, THEREFORE, in consideration of the mutual covenants hereinafter
contained, the parties hereto do covenant and agree as follows:
1. (a) Tenant hereby agrees to surrender to Landlord as of the
Surrender Date, its interest in the Surrendered Premises and all alterations,
decorations, installations, additions and improvements therein, but not
furniture or other personal property removed by Tenant before the Surrender
Date, with the intent and purpose that the estate of Tenant in and to the
Surrendered Premises shall be wholly extinguished and that the term of the Lease
as to the Surrendered Premises shall expire on the Surrender Date, subject to
the terms herein. All of Tenant's furniture, fixtures or equipment which remains
in the Surrendered Premises on the Surrender Date shall be deemed abandoned by
Tenant and Landlord will be entitled to dispose of the same at Landlord's
discretion and at Landlord's cost and expense, with no compensation to Tenant.
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(b) Tenant hereby covenants that nothing has been, or will be,
done or suffered by Tenant, or those under the control of Tenant, whereby the
Surrendered Premises or any part thereof or the alterations, decorations,
installations, additions and improvements therein or any part thereof have been,
or will be, encumbered in any way whatsoever, that Tenant has, and will have,
good right to surrender the same, and that no one other than Tenant has
acquired, or will acquire, through or under Tenant any right, title or interest
in or to the Surrendered Premises or any part thereof or in or to said
alterations, decorations, installations, additions and improvements therein or
any part thereof.
(c) Tenant covenants and agrees to vacate and surrender the
Surrendered Premises and deliver the same to Landlord on or before the Surrender
Date, time being of the essence, vacant and broom clean, in the same condition,
reasonable wear and tear and casualty excepted, as of the date hereof, and free
of all tenancies and/or occupants (the "Surrender Condition"). Notwithstanding
anything to the contrary and at Landlord's sole election, in the event Tenant
fails to deliver the Surrendered Premises to Tenant in the Surrender Condition
on the Surrender Date, Landlord may elect to accept the surrender of the
Surrendered Premises in its "as is" condition without waiver of its rights and
remedies against Tenant hereunder and, otherwise, for the same.
(d) After Tenant's surrender of the Surrendered Premises and
upon the receipt of a written request of Tenant, Landlord shall provide Tenant
with access to the Surrendered Premises for the purpose of servicing, in
accordance with the terms of the Lease, HVAC equipment, ductwork and all other
Building equipment that provide services to the Premises (collectively, the
"Building Equipment"), provided, (i) such access shall be (a) subject to the
rights of the occupant(s) of the Surrendered Premises, (b) at Tenant's sole cost
and expense along with all work performed with respect to Tenant's servicing of
the Building Equipment (including, without limitation, all damage caused to the
Surrendered Premises by Tenant as a result of said servicing) and (c) at a time
mutually agreed to by Landlord, Tenant and such occupant(s), (ii) at Landlord's
election, a representative of Landlord shall accompany Tenant during such access
and (iii) nothing herein shall be deemed to impose responsibility on Tenant to
service or repair equipment not already imposed on Tenant under the terms of the
Lease.
2. The obligation of Landlord to accept this surrender is contingent
upon the payment by Tenant of all fixed rent (pro-rated for a partial month) due
for the Premises.
3. Effective as of the date Tenant has surrendered the Surrendered
Premises to Landlord, Tenant shall have no payment or other obligations to
Landlord with respect to the Surrendered Premises, except its obligation to pay
to Landlord (i) all costs incurred by Landlord resulting from (a) Tenant's
failure to deliver the Surrendered Premises in the Surrender Condition and (b)
repairing any damage or destruction
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which has occurred as a result of Tenant's vacatur of the Surrendered Premises,
(ii) all undisputed fixed rent accrued, pro-rated and not billed by the
Surrender Date and (iii) all other undisputed outstanding charges due by Tenant
not included in subsections (i) and (ii) of this Section 3. The obligations of
Tenant set forth in subsections (i), (ii) and (iii) this Section 3
(collectively, the "Obligations") shall survive the surrender of the Surrendered
Premises. Landlord and Tenant agree that Exhibit B lists certain items which
Tenant claims are not due and owing. Landlord and Tenant agree to cooperate to
restore the disputed items and Tenant shall pay to Landlord the amounts which
Landlord and Tenant mutually agree as due and owing.
4. Each party shall pay such taxes and any interest and penalties on
such taxes, if any, in connection with or arising out of Tenant's surrender of
the Surrendered Premises to Landlord as are imposed on such party by custom,
statute or regulation, subject to any available exemptions which shall be
claimed and to the terms hereof. Each party shall cooperate with each other and
shall execute and deliver to the other, and if necessary, file any tax returns,
reports or other documents required in connection herewith and such obligations
shall survive surrender of the Surrendered Premises.
5. Upon Tenant's compliance with the terms of this Amendment,
Landlord agrees to accept said surrender in accordance with the terms hereof,
and in consideration of said surrender by Tenant and of the acceptance thereof
by Landlord, Tenant and Landlord do hereby mutually release each other, the
respective legal representatives, successors and assigns of each, of and from
all claims, demands, actions or causes of actions of every kind and nature,
whatsoever arising solely out of Tenant's occupancy of the Surrendered Premises,
except that nothing herein contained shall be deemed to constitute a release or
discharge of Landlord and Tenant with respect to (i) the Obligations, (ii) all
other outstanding obligations or liabilities incurred under the Lease with
respect to the Surrendered Premises on or before the Surrender Date and (iii)
the obligations of Landlord and Tenant under the Lease with respect to the
Premises (excluding the Surrendered Premises), it being agreed that Tenant's
right to seek from Landlord a refund of any overpayment of fixed rent and
additional rent shall survive the surrender of the Surrendered Premises.
6. Effective as of the date Tenant vacates and surrenders the
Surrendered Premises to Landlord:
(i) Subsections (ii) and (iii) of Section A of Article 38 of the Lease shall be
deemed deleted in their entirety and replaced with the following text:
"(ii) ONE MILLION SEVEN HUNDRED SIXTY-SIX THOUSAND TWO HUNDRED EIGHTY-FIVE
DOLLARS and 00/100 ($1,766,285.00) per annum for the period beginning on the
first day of the month in which occurs the fifth (5th) anniversary of the
Commencement Date and to and including August 31, 2000, payable in advance in
equal monthly installments of $147,190.42;
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(iii) ONE HUNDRED AND FORTY ONE THOUSAND THREE HUNDRED AND NINETY THREE DOLLARS
and 46/100 ($141,393.46) for the period commencing on September 1, 2000 to and
including September 30, 2000, payable in advance of such period;
(iv) ONE HUNDRED AND THIRTY FIVE THOUSAND FIVE HUNDRED AND NINETY SIX DOLLARS
and 50/100 ($135,596.50) for each calendar month during the period commencing on
October 1, 2000 to and including August 31, 2001 payable in advance of each such
calendar month;
(v) ONE HUNDRED AND THIRTY FOUR THOUSAND SEVEN HUNDRED AND SIXTY TWO DOLLARS and
38/100 ($134,762.38) for the period commencing on September 1, 2001 to and
including September 30, 2001, payable in advance of such period;
(vi) ONE HUNDRED AND THIRTY THOUSAND FIVE HUNDRED AND FIFTY FIVE DOLLARS and
67/100 ($130,555.67) for each calendar month during the period commencing on
October 1, 2001 to and including June 30, 2003, payable in advance of each such
calendar month;
(vii) ONE HUNDRED AND THIRTY SEVEN THOUSAND AND NINETY NINE DOLLARS and 82/100
($137,099.82) for the period commencing on July 1, 2003 to and including July
31, 2003, payable in advance of each such calendar month; and
(viii) ONE HUNDRED AND FORTY EIGHT THOUSAND NINE HUNDRED AND NINETY EIGHT
DOLLARS and 30/100 ($148,998.30) for each calendar month during the period
commencing on August 1, 2003 to and including the Expiration Date, payable in
advance of each such calendar month.".
(ii) All references in the Lease to the terms "Demised Premises" and "Premises"
(whether capitalized or lowercased) shall be deemed to exclude the Surrendered
Premises.
(iii) A. Subsection (i) of Section A of Article 42 of the Lease shall be deemed
deleted in its entirety and replaced with the following text:
"The term "Premises Area" shall mean 70,745 square feet.".
B. Subsection (ii) of Section A of Article 42 of the Lease shall be
deemed deleted in its entirety and replaced with the following text:
"The term "Tenant's Proportionate Share" shall mean 6.4786%.".
(iv) Subsection (i)(a) of Section B of Article 61 of the Lease shall be
deemed deleted in its entirety and replaced with the following text:
"c/o The Witkoff Group LLC
000 Xxxx 00xx Xxxxxx
26th floor
00
Xxx Xxxx, Xxx Xxxx 00000
Attention: Xx. Xxxxxx X. Xxxxxxx
with a copy to:
The Witkoff Group LLC
000 Xxxx 00xx Xxxxxx
00xx xxxxx
Xxx Xxxx, Xxx Xxxx 00000
Attention Xxxxx X. Xxxxxxx, Xx., Esq.".
(v) Article 63 of the Lease shall not apply to the initial leasing on or before
November 15th, 2000 of the Surrendered Premises (or any portion thereof) after
the Surrender Date.
(vi) Exhibit A to the Lease on which the fifth (5th) floor portion of the
Premises is marked shall be deemed modified to provide that the Premises shall
hereafter be as shown cross-hatched on Exhibit A hereto.
7. It is specifically understood and agreed that the submission of
this Amendment to Tenant shall not be construed as an offer, nor shall Tenant
have any rights with respect to this Amendment unless and until Landlord shall
execute a copy hereof and deliver the same to Tenant.
8. Landlord and Tenant each represent to the other party that it has
not dealt with a broker or brokers in connection with this Amendment other than
Space Consulting LLC (the "Broker"). Landlord and Tenant agree to indemnify and
hold the other party harmless from and against any and all claims, liabilities,
obligations, costs and expenses including, without limitation, reasonable
attorneys' fees arising from and/or in connection with a breach of the foregoing
representation. The provisions of this Section shall survive the surrender of
the Surrendered Premises. Tenant shall not be responsible for any fees due
Broker in connection with this Amendment and Landlord shall be responsible for
the same.
9. This Amendment may not be changed orally, but only by an
agreement in writing signed by the party against whom enforcement of any waiver,
change, modification or discharge is sought.
10. The covenants, conditions, provisions and agreements contained
in this Amendment shall bind and inure to the benefit of the parties hereto and
their respective legal representatives, successors and permitted assigns.
11. All capitalized terms herein not otherwise defined shall have
the meanings assigned thereto in the Lease.
12. Landlord and Tenant hereby ratify and confirm the terms and
provisions of the Lease, as amended by this Amendment.
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IN WITNESS WHEREOF, the parties hereto have respectfully executed
this Amendment as of the day and year first above written.
LANDLORD:
220 NEWS LLC
By: Daily Planet LLC,
Managing Member
By: News East LLC,
Managing Member
By: s/ Xxxxx X. Xxxxxxx, Xx.
Xxxxx X. Xxxxxxx, Xx.
C.O.O. & General Counsel
TENANT:
VALUE LINE, INC.
By: s/ Xxxx X. Xxxxxxx
Xxxx X. Xxxxxxx
Chairman & C.E.O.
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