EXHIBIT NUMBER (10)(xvi)(1)
TO 1995 FORM 10-K
FIRST AMENDMENT TO AGREEMENT OF LEASE
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THIS AMENDMENT, made and entered into as of August 15, 1986, by and between
American National Bank and Trust Company of Chicago, as Trustee under Trust
Agreement dated August 21, 1986 and known as Trust No. 65287 ("Landlord") and
The Northern Trust Company, an Illinois banking corporation ("Tenant"),
WITNESSETH: THAT
WHEREAS, Landlord and Tenant are parties to a certain Agreement of Lease
dated as of August 27, 1985 (the "Lease"); and
WHEREAS, Landlord and Tenant desire to amend the Lease as hereinafter set
forth;
NOW, THEREFORE, in consideration of the foregoing, and other good and
valuable considerations, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. Amendment of Lease. Paragraph 5(B)(i) of the Lease is hereby deleted,
and the following inserted in lieu thereof:
"(i) For the Base Year (and first full Lease Year if the Base Year
commences subsequent to July 1 of such year), an amount equal to the lesser
of (a) the product of thirty percent (30%) of the Base Rent paid during the
Base Year multiplied by the percentage change (positive or negative) of the
CPI for the month in which the Term of this Lease commences over the CPI
for the month in which this Lease was executed, and (b) $1.00 per RSF; and"
2. Legal Effect. As amended herein, the Lease shall remain in full force
and effect and, except as expressly amended herein, shall be unaffected hereby.
3. Exculpatory Clause. This Lease is executed by American National Bank
and Trust Company, not personally, but in the exercise of the power and
authority conferred upon and vested in it as Trustee. It is expressly understood
and agreed that nothing herein shall be construed as creating any liability
whatsoever against Trustee personally; and in particular, without limiting the
generality of the foregoing, there shall be no personal liability to pay any
indebtedness accruing hereunder or to perform any covenant, either express or
implied, herein contained, or to keep, preserve, or sequester any property and
all personal liability of every sort, if any, is hereby expressly waived by said
Tenant, and by every person now or hereafter claiming any right or security
hereunder; and that, so far as the Trustee is concerned, the owner of any
indebtedness or liability
accuring hereunder shall look solely to the assets of said property and the
proceeds thereof for the payment thereof.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
executed as of the day and year first above written.
LANDLORD: AMERICAN NATIONAL BANK AND TRUST
COMPANY OF CHICAGO, not individually,
but solely as Trustee under Trust
Agreement dated August 21, 1985 and
known as Trust No. 65287
By: /s/
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Assistant Vice President
Attest: /s/ J. Xxxxxxx Xxxxxx
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Assistant Secretary
TENANT: THE NORTHERN TRUST COMPANY
By: /s/ Xxxx X. Xxxxxx
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Its: Executive Vice President, General Counsel
and Secretary
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CONSENT TO AMENDMENT
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The undersigned, Madison Plaza II Partnership, the sole beneficiary of
Landlord and a joint obligor with Landlord with respect to certain covenants
imposed upon Landlord pursuant to Lease, and Mellon Bank, N.A., the collateral
assignee of the Lease, hereby consent to the foregoing Amendment.
MADISON PLAZA II PARTNERSHIP,
an Illinois general partnership
By: /s/ Xxx X. Xxxxxx
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Xxx X. Xxxxxx, general partner
By: /s/ J. Xxxx Xxxxxxx
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J. Xxxx Xxxxxxx, general partner
MELLON BANK, N.A.
By: /s/ Xxxx X. Xxxxx
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Xxxx X. Xxxxx
Its: SVP
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