EXHIBIT 10.56
FIFTEENTH AMENDMENT TO LEASE
This Amendment made as of the 16th day of June, 1999 is by and between
GROVE STREET ASSOCIATES OF JERSEY CITY LIMITED PARTNERSHIP, a New Jersey limited
partnership having an office at c/o Xxxx-Xxxx Realty Corporation, 00 Xxxxxxxx
Xxxxx, Xxxxxxxx, Xxx Xxxxxx 00000 (hereinafter called "Landlord"), and
XXXXXXXXX, LUFKIN & XXXXXXXX SECURITIES CORPORATION, a Delaware corporation,
having an office at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (hereinafter
called "Tenant").
W I T N E S S E T H
WHEREAS, Landlord and Tenant have previously entered into a Lease as
described on the attached Schedule #1 (collectively, the "Lease") covering
certain premises in the building at 0 Xxxxxxxx Xxxxx, Xxxxxx Xxxx, Xxx Xxxxxx
(the "Building"); and
WHEREAS, Tenant wishes to lease the space on floor 12A of the Building
currently leased to Equitable Life Assurance Society of the United States.
WHEREAS, the Expiration Date of the Lease is July 13, 2009.
WHEREAS, Landlord and Tenant desire to amend the Lease as set forth
herein.
NOW, THEREFORE, in consideration of the foregoing, the sum of Ten Dollars
($10.00) and other good and valuable consideration the receipt and sufficiency
of which are hereby acknowledged, Landlord and Tenant do hereby agree to amend
and modify the Lease as follows:
1. All defined terms used in this Amendment shall have the meanings ascribed
to them in the Lease unless otherwise defined herein.
2. The recitals set forth above are incorporated herein by reference.
3. From and after July 1, 1999, Landlord hereby leases to Tenant and Tenant
hereby hires from Landlord approximately 6,019 rentable square feet on
floor 12A of the Building (the "Equitable Space") as shown cross-hatched
on the attached Exhibit A. Tenant has fully inspected the Equitable Space,
is satisfied with the condition thereof, and agrees to accept possession
of the Equitable Space in its current "AS-IS" condition, subject to
reasonable wear and tear and damage by fire or other cause.
4. The "Equitable Space Possession Date" shall be June 1,1999. For the period
commencing on the Equitable Space Possession Date and ending on the date
immediately proceeding the Equitable Space Commencement Date (the
"Construction Period"), Tenant shall be entitled to occupy the Equitable
Space for the purpose of performing improvements to the Equitable Space
pursuant to Article 13 of the Lease. Tenant's occupancy of the Equitable
Space during the Construction Period shall be subject to all of the terms
and conditions of the Lease (including without limitation, Tenant's
indemnification obligation pursuant to Article 21 of the Lease and
Tenant's obligation to maintain insurance pursuant to Article 11 of the
Lease.)
5. The term applicable to the Equitable Space shall commence on July 1, 1999
(the "Equitable Commencement Date") and shall expire on the Expiration
Date of the Lease.
6. The first sentence of Section 1.02 of the Lease is hereby amended to read
in its entirety as follows:
"The premises hereby leased to Tenant are described on the attached
Schedule #2."
7. In addition to the fixed rent to be paid to Landlord by Tenant for the
Premises as previously set forth in the Lease, Tenant shall pay Landlord
fixed rent for the Equitable Space as follows:
(i) THREE THOUSAND SEVEN HUNDRED FOUR AND 59/100 DOLLARS ($3,704.59) for
the period from July 1, 1999 to July 13, 1999;
(ii) ELEVEN THOUSAND FOUR HUNDRED EIGHTY-SIX AND 26/100 DOLLARS
($11,486.26) per month for the period commencing July 14, 1999 to
July 13, 2004
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and
(iii) THIRTEEN THOUSAND SEVEN HUNDRED EIGHTY-THREE AND 51/100 DOLLARS
($13,783.51) per month for the period commencing July 14, 2004 to
July 13, 2009.
The fixed rent shall be payable in the same manner and under the same
terms and conditions as the fixed rent currently provided in the Lease.
8. As of July 1, 1999, Section 5.01(e) of the Lease is amended to provide
that Tenant's Proportionate Share shall be 69.37% (68.41% + .96%), and
that the agreed upon rentable square foot area of the Demised Premises
shall be deemed to be 431,491 square feet. As of October 1, 2000, Section
5.01(e) of the Lease is amended to provide that Tenant's Proportionate
Share shall be 73.29% (69.37% + 3.92%), and that the agreed upon rentable
square foot area of the Demised Premises shall be deemed to be 455,870
square feet.
9. As of July 1, 1999, Section 5.07(k) of the Lease is amended to provide
that Tenant's Operational Proportionate Share shall be 70.13% (69.16% +
.97%). As of October 1, 2000, Section 5.07(k) of the Lease is amended to
provide that Tenant's Operational Proportionate Share shall be 74.09%
(70.13% + 3.96%).
10. The garage parking space allocation applicable to the Equitable Space is
four (4) spaces. At any time during the Term, Tenant may elect to lease
all or less than all of these spaces by sending written notice to Landlord
of its intention to lease same. Upon Tenant's election to lease the garage
parking spaces, Tenant agrees to pay Landlord the monthly rate Landlord is
then charging other tenants in the Building for each space so leased.
11. a. The cost of electric current which is supplied by Landlord for
use by Tenant in the Equitable Space, other than for air
conditioning purposes, shall be reimbursed to the Landlord at terms,
classification and rates normally charged by the public utilities
corporation serving that part of the municipality where the Premises
are located.
b. Landlord shall, prior to July 1, 1999, estimate the electric power
demand of the electric lighting fixtures and the electric equipment
of Tenant to be used in the Equitable Space to determine the average
monthly electric consumption thereof. During the Term, Tenant shall
pay to Landlord, in advance, on the first day of every month in
conjunction with Tenant's monthly payments of fixed rent, the amount
estimated by Landlord as Tenant's monthly consumption. Said amounts
shall be treated as Additional Rent due hereunder. Proportionate
sums shall be payable for periods of less than a full month if the
term commences or ends on any other than the first or last day of
the month. Within sixty (60) days of July 1,1999, Tenant agrees that
Landlord's electrical engineering consultant shall make a survey of
electric power demand of the electric lighting fixtures and the
electric equipment of Tenant used in the Equitable Space to
determine the average monthly electric consumption thereof, and the
costs of said survey shall be borne by Tenant. The findings of said
consultant as to the average monthly electric consumption of Tenant
shall, unless objected to by Tenant within thirty (30) days, be
conclusive and binding on Landlord and Tenant. After Landlord's
consultant has submitted its report, Tenant shall pay to Landlord,
within ten (10) days after demand therefor by Landlord, any
underpayment (based on the monthly consumption found by such
consultant as compared to Landlord's estimate) as owing from the
Equitable Commencement Date, and the then expired months, to include
the then current month and thereafter, on the first day of every
month, in advance, the amount set forth as the monthly consumption
in said report. Any overpayments made by Tenant shall be credited
against the next electrical charges then payable to Landlord. If
Tenant objects to Landlord's consultant's survey, Tenant shall
nevertheless pay and continue to pay the amount determined by
Landlord's consultant until the issue is finally resolved, but
Tenant may, at its expense, seek the services of an independent
electrical consultant who shall make a survey as provided above. If
Landlord and Tenant's consultant cannot agree as to Tenant's
consumption within thirty (30) days of Tenant's consultant's
findings, either Landlord or Tenant may request the American
Arbitration Association in Somerset, New Jersey to appoint an
electrical engineering consultant whose decision shall be final and
binding on Landlord and Tenant, and whose cost shall be shared
equally. Upon the issue being finally resolved, any overpayment made
by Tenant shall promptly be refunded by Landlord and any
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underpayment in Tenant's payments shall promptly be paid to
Landlord.
12. On or before August 1, 1999, Landlord shall provide Tenant a check in the
amount of EIGHTY-ONE THOUSAND, EIGHT HUNDRED EIGHTY-THREE AND 96/100
($81,883.96) towards the cost of improving the Premises (the "Equitable
Improvement Allowance"). The Equitable Improvement Allowance must be used
by June 30, 2000, or the allowance shall be withdrawn. All work performed
in the Equitable Space be governed by the provisions of Article 13
"TENANT'S CHANGES" of the Lease. At Landlord's request, Tenant shall
furnish Landlord with copies of paid invoices evidencing the work
performed in the Premises which equals or exceeds the Equitable
Improvement Allowance.
13. With respect to this Fifteenth Amendment to Lease. Article 32 (Broker) is
hereby deleted and the following shall apply to the leasing of the
Equitable Space: "Landlord and Tenant represent and warrant to each other
that no broker brought about this transaction, and the parties agree to
indemnify and hold each other harmless from any and all claims of any
broker (claiming to have dealt with the indemnifying party) arising out of
or in connection with the negotiations of or entering into of this
Amendment by Tenant and Landlord. Landlord represents that there is no
commission due to Xxxxxxx and Xxxxxxxxx in connection with this
transaction pursuant to any prior agreement between Landlord and Xxxxxxx
and Wakefield.
14. Tenant represents and warrants that this Amendment and the undersigned's
execution of same has been duly authorized and approved by the
corporation's Board of Directors. The undersigned officer of the
corporation represents and warrants he is an officer of the corporation
with authority to execute this Amendment on behalf of the corporation.
Landlord represents and warrants that this Amendment and the undersigned's
execution of same has been duly authorized and approved by all necessary
partnership and corporate actions. The undersigned officer of the
corporate general partner of Landlord represents and warrants that he is
an officer of the corporation with authority to execute this Amendment on
behalf of the corporate general partner of Landlord, and that the
corporate general partner of Landlord is authorized to execute this
Amendment on behalf of Landlord.
15. EXCEPT as modified herein, the Lease dated July 1, 1987 and all
amendments and sideletters applicable thereto covering the Premises shall
remain in full force and effect as if the same had been set forth in full
herein and Tenant and Landlord hereby ratify and confirm all of the terms
and conditions thereof. Tenant acknowledges that it has no offsets,
defenses or counterclaims to its obligations under the Lease as amended
hereby.
THIS Amendment shall be binding upon and inure to the benefit of the
parties hereto and their respective legal representatives, successors and
permitted assigns.
GROVE STREET ASSOCIATES OF XXXXXXXXX, XXXXXX & XXXXXXXX
JERSEY CITY LIMITED PARTNERSHIP, SECURITIES CORPORATION,
LANDLORD TENANT
By: Xxxx-Xxxx Sub IV, Inc.
General Partner
By: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxx
----------------------------- --------------------------------
Xxxxx X. Xxxxxx Xxxxxx X. Xxxxxx, Xx. Vice
Sr. Vice President - Leasing President
Director of Administration
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EXHIBIT A
LOCATION OF EQUITABLE SPACE
[GRAPHIC]
SCHEDULE #1 TO LEASE DATED JULY 1, 0000
XXXXXXXX: Xxxxx Xxxxxx Associates of Jersey City Limited Partnership
TENANT: Xxxxxxxxx, Xxxxxx & Xxxxxxxx Securities Corporation
DESCRIPTION OF THE LEASE
DATE OF DOCUMENT DOCUMENT SUBJECT
---------------- -------- -------
July 1,1987 Lease Original Document
July 1, 1987 First Amendment of the Lease 10th Floor Space
July 1, 1987 Side Letter Amendment
June 19, 1989 Side Letter Agreement
March 12, 1992 Second Amendment to Lease Mezz. B - Storage Space
December 27, 1992 Third Amendment to Lease 11th Floor Space
September 29, 1993 Side Letter Agreement
December 23, 0000 Xxxxxx Xxxxxxxxx to Lease Mezz. B - Storage Space
May 1, 1994 Fifth Amendment to Lease 12th Floor - Temp. Space
March 9, 1995 Sixth Amendment to Lease Mezz. B - Temp. Storage Space
June 16, 1995 Seventh Amendment to Lease 14th Flr. - Temp. Storage Space
April 4, 1996 Eighth Amendment to Lease 14th & 15th Floor Space
April 4, 1996 Ninth Amendment to Lease 14th & 15th Floor Space
December 31, 1996 Tenth Amendment to Lease Floor 12A Space
February 7, 1997 Eleventh Amendment to Lease Dry cooler installation
August 18, 1997 Twelfth Amendment to Lease 12th Floor Space - 4,809 sf
January 12, 1998 Thirteenth Amendment to Lease Xxxxxxxx Space (Floors 12 & 12A)
December 28, 1998 Fourteenth Amendment to Lease CDR Space (12th Floor Space)
SCHEDULE #2 TO LEASE DATED JULY 1, 0000
XXXXXXXX: Xxxxx Xxxxxx Associates of Jersey City Limited Partnership
TENANT: Xxxxxxxxx, Xxxxxx & Xxxxxxxx Securities Corporation
DESCRIPTION OF THE LEASED PREMISES
OFFICE STORAGE TEMPORARY
FLOOR(S) SPACE SPACE SPACE
-------- ----- ----- -----
2-9 256,926
10 35,820
----------
2-10 292,745
Lobby 4,800
----------
Lobby, 2-10 297,546
11 36,600
----------
Lobby, 2-11 334,145
Storage (kitchen) 8,194
Storage Space #1 1,800
Storage Space #2 3,747
Storage-Temporary #1 794
14&15 73,200
12A 6,507
12 4,809
----------
Subtotal 418,661 13,741 794
CDR Space 6,811 0 0
----------
Subtotal 425,472 13,741 794
Equitable Space 6,019 0 0
---------- ------- ---
Subtotal 431,491 13,741 794
Xxxxxxxx 12 10,307 0 0
Xxxxxxxx 12A 14,072 0 0
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TOTAL S.F. AREAS 456,870 13,741 794
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