EXHIBIT 10.6
LEASE MODIFICATION AGREEMENT
Made this 22ND day of DECEMBER, 1988, by and between SECOND TRADE CENTER
OFFICE ASSOCIATES LIMITED PARTNERSHIP hereinafter called the "Lessor", and
NYMA, INC., hereinafter called the "Lessee".
W I T N E S S E T H:
WHEREAS, the Lessor and the Lessee entered into a certain Lease
Agreement dated February 2, 1988 where the Lessee leased 69,000 rentable
square feet in the premises known as ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇ the ▇▇▇▇
▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ floor and part of the 8th floor and the
first floor, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, for a total term of ten (10) years
beginning January 1, 1989, and ending December 31, 1998, upon the terms and
conditions therein fully set out; and,
WHEREAS, the parties hereto now desire to modify the terms of the said
Lease.
NOW, THEREFORE, THIS LEASE MODIFICATION AGREEMENT WITNESSETH, that in
consideration of the premises and of the mutual covenants herein contained,
the parties undertake and agree as follows:
1. The building address is now changed from ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ to
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇.
EXCEPT AS HEREIN AMENDED, all other terms and conditions of the Lease
Agreement as hereinbefore modified not inconsistent herewith shall remain in
full force and effect and the parties hereby ratify and reaffirm such terms
and conditions.
IN WITNESS WHEREOF, the Lessor has caused the Agreement to be executed
in its behalf by one of its Partners, and the Lessee has caused its corporate
name to be hereunto subscribed and its corporate seal to be hereunto affixed
and attested by its duly authorized officers, as the day and year first
hereinabove written
WITNESS: LESSOR: SECOND TRADE CENTER OFFICE
ASSOCIATES LIMITED PARTNERSHIP
/s/ BY: /s/ ▇.▇. ▇▇▇▇▇▇▇
---------------------- ------------------------------------------
▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Family Business Trust,
General Partner, ▇.▇. ▇▇▇▇▇▇▇, Trustee
WITNESS: LESSEE: NYMA, INC.
/s/ BY: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
---------------------- -----------------------------------------
TITLE: Director, Contracts, Administration
----------------------------------------
NAME PRINTED: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------
EXHIBIT "A"
LEASE
between
SECOND TRADE CENTER OFFICE ASSOCIATES
LIMITED PARTNERSHIP, LANDLORD
and
NYMA, INC., TENANT
TABLE OF CONTENTS
Introduction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
ARTICLE 1 - PREMISES AND TERM. . . . . . . . . . . . . . . . . . . . . . . 1
1.1 Premises . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
1.2 Term . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
1.3 Commencement of Possession . . . . . . . . . . . . . . . . . . . . 1
ARTICLE II - RENTAL. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
2.1 Basic Rent. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
2.2 Consumer Price Index. . . . . . . . . . . . . . . . . . . . . . . . . 2
2.3 Real Estate Tax-Escalation. . . . . . . . . . . . . . . . . . . . . . 2
2.4 Gross Receipts Taxes. . . . . . . . . . . . . . . . . . . . . . . . . 2
2.5 Additional Rent . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
ARTICLE III - USE AND OCCUPANCY. . . . . . . . . . . . . . . . . . . . . . . 3
3.1 Use of Premises . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
3.2 Tenant Requirements for Space Improvement . . . . . . . . . . . . . . 3
3.3 Alterations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
3.4 Fixtures, Etc.. . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
3.5 Signs, Weight, Moving, Etc. . . . . . . . . . . . . . . . . . . . . . 3
3.6 Electrical Equipment. . . . . . . . . . . . . . . . . . . . . . . . . 4
3.7 Access. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
3.8 Rules and Regulations . . . . . . . . . . . . . . . . . . . . . . . . 4
3.9 Subletting and Assignment . . . . . . . . . . . . . . . . . . . . . . 4
ARTICLE IV - MAINTENANCE, REPAIRS & SERVICES . . . . . . . . . . . . . . . . 5
4.1 Services. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
4.2 Maintenance and Repairs . . . . . . . . . . . . . . . . . . . . . . . 5
ARTICLE V - INSURANCE, DAMAGES AND CONDEMNATION. . . . . . . . . . . . . . . 5
5.1 Insurance and Indemnification . . . . . . . . . . . . . . . . . . . . 5
5.2 Damage by Tenant. . . . . . . . . . . . . . . . . . . . . . . . . . . 5
5.3 Water Damage, Etc.. . . . . . . . . . . . . . . . . . . . . . . . . . 6
5.4 Other Damages . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
5.5 Damage by Fire or Casualty. . . . . . . . . . . . . . . . . . . . . . 6
5.6 Condemnation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
ARTICLE VI - SURRENDER OF PREMISES . . . . . . . . . . . . . . . . . . . . . 6
6.1 Surrender and Restoration . . . . . . . . . . . . . . . . . . . . . . 6
6.2 Tenant Holding Over . . . . . . . . . . . . . . . . . . . . . . . . . 6
6.3 Security Deposit. . . . . . . . . . . . . . . . . . . . . . . . . . . 7
ARTICLE VII - DEFAULTS . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
7.1 Defaults and Remedies . . . . . . . . . . . . . . . . . . . . . . . . 7
7.2 Bankruptcy. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
7.3 Landlord's Liability. . . . . . . . . . . . . . . . . . . . . . . . . 8
ARTICLE VIII - LANDLORD'S MORTGAGE . . . . . . . . . . . . . . . . . . . . . 8
8.1 Subordination . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
8.2 Tenant's Estoppel Certificate . . . . . . . . . . . . . . . . . . . . 8
8.3 Notice to Mortgagee . . . . . . . . . . . . . . . . . . . . . . . . . 8
8.4 Approval by Mortgagee . . . . . . . . . . . . . . . . . . . . . . . . 8
ARTICLE IX - MISCELLANEOUS PROVISIONS. . . . . . . . . . . . . . . . . . . . 8
9.1 Non Constructive Waiver . . . . . . . . . . . . . . . . . . . . . . . 8
9.2 Broker's Commission . . . . . . . . . . . . . . . . . . . . . . . . . 8
9.3 Waiver of Trial by Jury . . . . . . . . . . . . . . . . . . . . . . . 9
9.4 Attorney's Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
9.5 Time of Essence . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
9.6 Governing Law . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
9.7 Force Majeure . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
9.8 Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
9.9 Successors and Assigns. . . . . . . . . . . . . . . . . . . . . . . . 9
9.10 Gender and Number . . . . . . . . . . . . . . . . . . . . . . . . . . 9
9.11 Section Headings. . . . . . . . . . . . . . . . . . . . . . . . . . . 9
9.12 Entire Agreement. . . . . . . . . . . . . . . . . . . . . . . . . . . 9
Lease
This Lease made this 2ND day of FEBRUARY, 1988, by and between
SECOND TRADE CENTER OFFICE ASSOCIATES LIMITED PARTNERSHIP, HEREINAFTER CALLED
"LANDLORD", whose principal office is located at Suite 1600, ▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ and NYMA, INC., A --------------ORGANIZED
AND EXISTING UNDER THE LAWS OF THE STATE OF MARYLAND hereinafter called
"Tenant", whose principal office is located at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇.
WITNESSETH:
ARTICLE 1
PREMISES AND TERM
1.1 Premises. See Addendum, Paragraph 1.
Landlord, for and in consideration of the covenants and agreements
hereinafter set forth and the rent hereinafter reserved, has, and does hereby
lease, unto Tenant and Tenant, subject to the terms and conditions herein
contained, hereby leases from Landlord, the space described as follows:
APPROXIMATELY 69,000 RENTABLE SQUARE FEET LOCATED ON THE ENTIRE ▇▇▇▇ ▇▇▇▇▇,
▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇ AND PART OF THE 8TH FLOOR AND THE FIRST
(1ST) FLOOR AS SHOWN ON ATTACHED EXHIBIT A in the building (hereinafter
called the "Building") known as the MARYLAND TRADE CENTER III located at ▇▇▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, such leased space being
hereinafter referred to as the "Leased Premises".
1.2 Term. See Addendum, Paragraph 2.
Subject to the provisions hereof, the term of this Lease shall be for a
term of TEN (10) years, commencing on the 1ST day of JANUARY, 1989
and ending on the 31ST day of DECEMBER, 1998 both dates inclusive.
1.3 Commencement of Possession.
If the Landlord shall be unable to give possession of the Leased
Premises on the date of the commencement of the term hereof by reason of the
fact that the premises are located in a building being constructed and which
has not been sufficiently completed to make the Leased Premises ready for
occupancy or by reason of the fact that a certificate of occupancy for
general office use has not been obtained or if Landlord is unable to give
possession of the Leased Premises on the date of commencement of the term
hereof by reason of holding over or retention of possession of any tenant or
occupant, or if repairs, improvements or decoration of the Leased Premises,
or of the Building, are not completed, or for any other reason, Landlord
shall not be subject to any liability for failure to give possession on said
date. Under such circumstances, the rent reserved and covenanted to be paid
herein shall not commence until possession of the Leased Premises is given or
the Leased Premises are available for occupancy by Tenant, and no such
failure to give possession on the date of commencement of the term shall in
any other respect affect the validity of this Lease or the obligations of
Tenant hereunder. However, if by the scheduled commencement date the Leased
Premises are not ready for Tenant's occupancy, the expiration date of this
Lease shall be extended for the number of days that elapse between such date
and the date possession of the Leased Premises fully completed and ready for
occupancy is tendered to Tenant, or as soon thereafter as the space is ready
for occupancy. If permission is given to Tenant to enter into the possession
of the Leased Premises or to occupy premises other than the Leased Premises
prior to the date specified as the commencement of the term of this Lease,
Tenant covenants and agrees that such occupancy shall be deemed to be under
all the terms, covenants, conditions and provisions of this Lease.
ARTICLE II
RENTAL
2.1 Basic Rent. See Addendum, Paragraph 3.
(a) Tenant covenants and agrees to pay to Landlord for the first year of
the term hereof, but subject to adjustments as hereinafter provided, an annual
basic rent, hereinafter called "Basic Rent", of ______________________________
_______________________________________________________________________________
per annum, payable in equal monthly installments of __________________________
_______________________________________________________________________________
in advance of the first of each calendar month during the term hereof. A rent
installment for one full month shall be paid at the time of execution and
delivery of this Lease. If this Lease shall commence on the date other than the
first day of the month, the rent for such month shall be pro-rated and a portion
of the first rental payment shall be credited to the second month's rent. The
balance of the second month's rent shall be paid by Tenant on the first day of
the second month. The aforementioned rent includes an apportionment for the
"Core" and "Corridor" attributable to the Leased Premises. Tenant's applicable
share of the common or public area of the Building has been computed to be
square feet.
(b) All payments of Basic Rent, additional rent (as hereinafter
provided) and other payments to Landlord required hereunder shall be made
without demand, deduction or offset, in cash or by check payable to Landlord
and shall be delivered in C & W Properties, Inc. (hereinafter called
"Agent"), as Agent for Landlord, at its offices at Suite 1600, ▇▇▇▇ ▇▇▇▇▇▇▇▇
▇▇., ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, or to such other party and place as may be
designated by notice in writing from Landlord to Tenant from time to time.
(c) Any monthly installment of Basic Rent not paid within ten (10) days
of the due date shall be subject to a late charge of five percent (5%), but
this does not extend the due date of the rent from the first day of each
month. All other rent and all other payments becoming due hereunder
(including additional rent) shall bear interest at the rate of twelve (12%)
per annum from the date when the same shall become due and payable.
(d) No payment by Tenant or receipt and acceptance by Landlord of a
lesser amount than the Basic Rent, additional rent, or other payments to
Landlord required hereunder shall be deemed to be other than part payment of
the full amount then due and payable, nor shall any endorsement or statement
on any check or any letter accompanying any check, payment of rent or other
payment, be deemed an accord and satisfaction; and Landlord may accept such
part payment without prejudice to Landlord's right to recover the balance due
and payable or pursue any other remedy provided in this Lease.
2.2 Consumer Price Index.
Each year that the Lease remains in effect after the first full year of
the term hereof, Tenant shall pay to Landlord as Basis Rent such sums as
determined by application of the following formula:
(a) To the Basic Rent payable annually during the previous twelve
months shall be added that sum representing the full amount, if any, after
multiplying such Basic Rent payable during the previous twelve months, by a
fraction the numerator of which shall be the Consumer Price Index (CPI) for
Urban Wage Earners and Clerical Workers, All Items, Washington, D.C. as
published in the United States Department of Labor, Bureau of Labor
Statistics Consumer Price Index for the United States and Selected Areas
(Base 1967=100) for the month which is two months prior to the last month of
the previous twelve months, and the denominator of which shall be such CPI
for the month which is two months prior to the first month of such previous
twelve months, and subtracting from such product the Basic Rent payable
during the previous twelve months.
(b) The resulting new Basic Rent, which in each instance, shall in no
event be less than the Basic Rent payable during the preceding twelve months,
shall be payable in twelve equal monthly installments on the first day of
each month of the applicable year.
(c) In the event the CPI is discontinued, ceases to incorporate a
significant number of the items now incorporated therein, or if a substantial
change is made in such CPI, the parties hereto shall attempt to agree on an
alternative formula and if agreement cannot be reached, the matter shall be
submitted to arbitration under the rules of the American Arbitration
Association then in effect.
2.3 Real Estate Tax-Escalation.
(a) For the purposes of this Lease.
(i) The term "real estate taxes" means all taxes, rates and
assessments, general and special, levied or imposed with respect to the Land,
Building and improvements constructed thereon of which the Leased Premises
are a part, including all taxes, rates and assessments, general and special,
levied or imposed for school, public betterment, general or local
improvements. If the system of real estate taxation shall be altered or
varied in any new tax or levy shall be levied or imposed on said land,
Building and improvements, and/or on Landlord, in substitution for real
estate taxes presently levied or imposed on immovables in the jurisdiction
where the property is located, then any such new tax or levy shall be
included within the term "real estate taxes".
(ii) The term "base real estate taxes" means (x) the assessed value
of the land, Building and improvements, multiplied by the then current rate,
for the first tax year for which real estate taxes are payable by Landlord
after assessment of the land, Building and improvements as a completed
building, or (y) the assessed value of the land, Building and improvements,
multiplied by the then current rate, for the tax year during which this Lease
commences or Seventy-Five Percent (75%) occupancy of the building, whichever
is earlier.
(iii) The term "real estate tax year" means each successive
twelve-month (12) period following and corresponding to the period for which
the base real estate taxes are established, irrespective of the period or
periods which may from time to time in the future be established by competent
authority for the purposes of levying or imposing real estate taxes.
(b) Each year Tenant shall pay to Landlord within thirty (30) days
after demand in writing therefor (accompanied by a statement showing the
computation of Tenant's share of such increase), as additional rent, Tenant's
pro rata share of any increase in real estate taxes for the then current real
estate tax year over the base real estate taxes (all as defined above).
Tenant's share as aforesaid, shall be ____35.13__% of the total increase,
based on ___196,388___ gross square foot floor area in the Building.
(c) Real estate taxes which are being contested by Landlord shall
nevertheless be included for purposes of the computation of the liability of
Tenant under this Section, provided, however, that in the event that Tenant
shall have paid any amount of increased rent pursuant to this Section and
Landlord shall thereafter receive a refund of any portion of any real estate
taxes on which such payment shall have been based. Landlord shall pay to
Tenant the appropriate portion of such refund. Landlord shall have no
obligation to contest, object or litigate the levying or imposition of any
real estate taxes and may settle, compromise, consent to, waive or otherwise
determine in its discretion any real estate taxes without consent or approval
of Tenant.
(d) Nothing contained in this Section shall be construed at any time to
reduce the monthly installments of rent payable hereunder below the amounts
stipulated in Sections 2.1 and 2.2 of this Lease.
(e) If the termination date of the Lease shall not coincide with the
end of a real estate tax year, then in computing the amount payable under
this Section for the period between the commencement of the applicable real
estate tax year in question and the termination date of this Lease, the base
real estate taxes shall be deducted from the real estate taxes for the
applicable real estate tax year and, if there shall be a difference, such
difference prorated on a monthly basis shall be payable by Tenant. Tenant's
obligation to pay increased real estate taxes under this Section for the
final period of the Lease shall survive the expiration of the term of this
Lease.
2.4 Gross Receipts Taxes.
After notification by Landlord, Tenant shall pay to Landlord, as
additional rent together with each monthly payment of Basic Rent, an amount
equal to any taxes (other than income taxes) levied or imposed upon the
rentals payment under this Lease, whether described as gross receipts taxes,
excise tax, or by any other term.
2.5 Additional Rental.
If Landlord shall incur any charge or expense on behalf of Tenant under
the terms of this Lease, such charge or expense shall be considered
additional rent hereunder. In addition to and not in limitation of any other
rights and remedies which Landlord may have in case of the failure by Tenant
to pay such sums when due, such nonpayment shall entitle Landlord to the
remedies available to it hereunder for non-payment of rent. All such charges
or expenses shall be paid to Landlord at Agent's office or to its successor
or at such other place and to such other person as Landlord may from time to
time designate in writing.
ARTICLE III
USE AND OCCUPANCY
3.1 Use of Premises.
(a) Tenant covenants to use and occupy the Leased Premises for executive
and general offices for normal office use, and for no other purpose whatsoever,
and to permit Landlord to transmit heat, air conditioning, and electric current
throughout the Leased Premises at all times at the discretion of Landlord,
provided, however, that Landlord shall not exercise this right in such a way as
to unreasonably inconvenience Tenant, or unreasonably interfere with Tenant's
use of the Leased Premises.
(b) Tenant will not use or permit the Leased Premises or any part thereof
to be used for any disorderly, unlawful or extra hazardous purpose nor for any
other purpose than hereinbefore specified; and will not manufacture any
commodity therein, without the prior written consent of Landlord.
(c) Tenant will not do or permit to be done in the Leased Premises, or
the Building, or bring or keep anything therein, which shall in any way increase
the rate of fire or other insurance on the Building, or on the property kept in
the Building, or obstruct, or interfere with the rights of other tenants, or in
any way, injure or annoy them, or those having business with them, or conflict
with the fire laws or regulations or with any insurance policy upon the Building
or any part thereof, or with any statutes, rules or regulations enacted or
established by the Federal Government or by the State, City or County in which
the Leased Premises is located. If any increase in the rate of fire insurance
or other insurance is stated by any insurance company due to activity or
equipment of Tenant in or about the Leased Premises, such statement shall be
conclusive evidence that the increase in such rate is due to such activity or
equipment and, as a result thereof, Tenant shall be liable for such increase and
shall reimburse Landlord therefor as additional rent.
(d) Tenant shall have only a non-exclusive right to use the common or
public areas of the Building or the parking area on the land and shall not place
or leave any items therein or thereon or in any other place on the land or in
the Building other than within the Leased Premises.
3.2 Tenant Requirements for Space Improvement. See Addendum Paragraphs 4, 5.
Tenant will furnish to Landlord its _________, electric, telephone and all
other requirements by not later than ______, 19_____. Within __________ days
after Landlord's submission of working drawings, the Tenant shall approve them
in writing. In the event Tenant fails to comply with the aforesaid by the date
within the time specified, any delay in completing the Leased Premises shall not
in any manner affect the commencement date of this Lease or the Tenant's
liability for the payment of rent from the commencement date, and under these
circumstances. Landlord agrees to make the Leased Premises ready for Tenant's
occupancy not later than the commencement date of this Lease, plus the number of
days' delay resulting from Tenant's failure to comply with the provisions of
this Section. The premises are to be constructed in accordance with the Outline
Specifications (attached hereto as Exhibit "A") and any costs over and above
these Outline Specifications will be at the expense of the Tenant. At the time
of the signing of this Lease, Tenant agrees to pay an amount equal to one-third
of such excess costs as estimated by Landlord and to pay the balance of such
excess costs within thirty (30) days after it is furnished by Landlord an
analysis of the actual costs.
3.3 Alterations.
(a) Tenant will not make any subsequent alterations, installations,
changes, replacements, additions, or improvements, structural or otherwise, in
or to the Leased Premises or any part thereof, without the prior written consent
of Landlord.
(b) All alterations, installations, changes, replacements, additions to
or improvements upon the Leased Premises (whether with or without Landlord's
consent) shall, at the election of Landlord, remain upon the Leased Premises and
be surrendered with the Leased Premises at the expiration of this Lease without
disturbance, molestation or injury. Should Landlord elect that alterations,
installations, changes, replacements, additions to or improvements upon the
Leased Premises be removed upon termination of this Lease or upon termination of
any renewal period hereof, Tenant hereby agrees to cause them to be removed at
Tenant's sole cost and expense and to repair any damage caused by such removal
and should Tenant fail to remove them then and in such event Landlord shall
cause them to be removed at Tenant's expense and Tenant hereby agrees to
reimburse Landlord for the cost of such removal together with any and all
damages which Landlord may suffer and sustain by reason of Tenant's failure to
remove them.
3.4 Fixtures, Etc.
Tenant covenants, at the expiration or other termination of this Lease, to
remove all goods and effects from the Leased Premises not the property of the
Landlord, and to yield to the Landlord the Leased Premises and all keys, locks
and other fixtures connected therewith (except trade fixtures and other fixtures
belonging to Tenant), in good repair, order and condition in all respects,
reasonable wear and use thereof and damage by fire or other casualty and damage
from any risk with respect to which Tenant is not herein expressly made liable
excepted.
3.5 Signs, Weight, Moving, Etc. See Addendum, Paragraph 6.
(a) Tenant agrees that no sign, advertisement or notice shall be
inscribed, painted or affixed on any part of the outside or inside of the Leased
Premises of the Building, except on the directories and doors of offices, and
then only in such size, color and style as Landlord shall approve.
(b) Tenant agrees that Landlord shall have the right to prescribe the
weight, and method of installation and position of safes or other heavy fixtures
or equipment; that all damage done to the Building by taking in or removing a
safe or other article of Tenant's office equipment, or due to its being in the
Leased Premises, shall be repaired at the expense of the Tenant. No freight,
furniture or other bulky matter of any description, will be received into the
Building or carried in the elevators, except as approved by Landlord. All
moving of furniture, material and equipment shall be under the direct control
and supervision of Landlord, who shall, however, not be responsible for any
damage to or charges for moving same. Tenant agrees promptly to remove from the
public area adjacent to the Building any of Tenant's merchandise there delivered
or deposited.
(c) Tenant agrees not to strip or overload, damage or deface the Leased
Premises or hallways, stairways, elevators, parking facilities or other
approaches thereto, of the Building, or the fixtures therein or used therewith,
nor to permit any hole to be made in any of the same.
3.6 Electrical Equipment.
Tenant will not install or operate in the Leased Premises any electrically
operated equipment or other machinery, other than electric typewriters, or
adding machines, and such other electrically operated office machinery used in
modern
offices, without first obtaining the prior consent in writing of Landlord,
who may condition such consent upon the payment by Tenant of additional rent
in compensation for such excess consumption of water and/or electricity or
wiring as may be occasioned by the operation of said equipment or machinery;
or shall Tenant install any other equipment whatsoever which will or may
necessitate any changes, replacements or additions or to require the use of
the water system, plumbing system, heating system, air conditioning system or
the electrical system of the Leased Premises without the prior written
consent of Landlord.
3.7 Access.
Tenant agrees that it will allow Landlord, its agents or employees, to
enter the Leased Premises at all reasonable times to examine, inspect or to
protect the Leased Premises or prevent damage or injury to the Leased
Premises, or to make such alterations and repairs as Landlord may deem
necessary, or to exhibit the same to prospective tenants during the last six
(6) months of the term of this Lease.
3.8 Rules and Regulations.
Tenant covenants that the following rules and regulations, and such other
and further rules and regulations as Landlord may make and which in Landlord's
judgment are needful for the general well being, safety, care and cleanliness of
the Leased Premises and Building, together with their appurtenances, shall be
faithfully kept, observed and performed by Tenant, and by its agent, servants,
employees and guests unless waived in writing by Landlord.
(a) Sidewalks, entries, passages, elevators and staircases and other
parts of the Building which are not part of the Leased Premises shall not be
obstructed or used for any other purpose that ingress and egress.
(b) Tenant shall not install or permit the installation of any awnings,
shades and the like other than those approved by Landlord in writing.
(c) No additional locks shall be placed upon any doors of the Leased
Premises; and doors leading to the corridors or main halls shall be kept closed
during business hours except as they may be used for ingress or egress. Tenant
agrees to promptly furnish Landlord a duplicate(s) of any keys for locks Tenant
may place upon any such doors.
(d) Tenant shall not construct, maintain, use or operate within the
Leased Premises or elsewhere in the Building or on the outside of the Building,
any electrical device, wiring or apparatus in connection with a loud speaker
system or other sound system unless Tenant shall have first obtained the prior
written consent of Landlord.
(e) No bicycles or vehicles of any kind shall be brought into or kept in
or about the Leased Premises or the Building, with the exception of those areas,
if any, designated by Landlord.
(f) No cooking shall be done or permitted by Tenant in the Leased
Premises, without the prior written consent of Landlord, provided, however, that
the heating, refrigerating and preparing of beverages and light snacks shall be
permitted if there are appropriate facilities and equipment for such purpose and
subject to the prior written consent of Landlord. Tenant shall not cause or
permit any unusual or objectionable odors to be produced upon or emanate from
the Leased Premises.
(g) No animals of any kind shall be brought into or kept about the
Building by Tenants ______ or its employees, agents or guests.
(h) Landlord will furnish and install fluorescent tubes and light bulbs
for the Building's standard fixtures only. For special fixtures, Tenant will
stock its own bulbs which will be installed by Landlord when so requested by
Tenant.
(i) Landlord does not maintain and repair suite finishes or fixtures
which are non-standard; such as kitchens, bathrooms, wallpaper, special lights,
etc. However, should the need for maintenance or repairs arise, Landlord will,
upon Tenant's request, arrange for the work to be done at Tenant's expense.
(j) No vending machines shall be permitted to be placed or installed in
any part of the Building by any tenant. Landlord reserves the right to place or
install vending machines in any part of the common areas of the Building.
3.9 Subletting and Assignment.
(a) Tenant will not sublet the Leased Premises or any part thereof,
including desk space, or transfer possession or occupancy thereof, to any
person, firm or corporation or transfer, assign, mortgage or encumber this Lease
or any interest in this Lease without the prior written consent of Landlord, nor
shall any subletting, assignment or transfer hereof be effected by operation of
law or otherwise without the prior written consent of Landlord which shall not
be unreasonably withheld.
(b) If Tenant desires to sublet all or a substantial portion of the
Leased Premises, Tenant shall give Landlord (30) days written notice of Tenant's
intention to do so. Within thirty (30) days after receipt of said notice,
Landlord shall have the right to sublet the Leased Premises from Tenant at the
same rental stipulated herein. If Tenant desires to sublet all of the Leased
Premises, Landlord shall have the right to terminate this Lease on a date to be
agreed upon by Landlord and Tenant. If Landlord has not exercised its right to
sublet the Leased Premises or terminate this Lease as heretofore provided,
Tenant may sublet the Leased Premises after first obtaining the written consent
of Landlord.
(c) If Tenant shall receive any consideration for any assignment or the
rent provided under any sublease shall be greater than the rent provided for
herein, Tenant shall pay to Landlord an additional rental equal to one-half of
all such increased amounts on the date which such rentals are due under the
assignment or sublease.
(d) If Landlord consents to the subletting or assignment of the Leased
Premises, Tenant shall remain fully liable and obligated under all the terms,
conditions and provisions of this Lease and any assignee shall assume all of the
obligations of the Tenant under this Lease. The consent by Landlord to any
assignment, transfer, or subletting to any party other than Landlord, shall not
be construed as a waiver or release of Tenant from the terms of any covenants or
obligation under this Lease, nor shall the collection or acceptance of rent from
any such assignee, transferee, subtenant or occupant constitute a waiver of, or
release of Tenant from, any covenant or obligation contained in this Lease, nor
shall any such assignment or subletting be construed to relieve Tenant from
giving Landlord said thirty (30) days notice or from obtaining the consent in
writing of Landlord to any further assignment or subletting. In the event that
Tenant defaults hereunder, Tenant hereby assigns to Landlord the rent due from
any subtenant of Tenant and hereby authorizes each such subtenant to pay said
rent directly to Landlord. A copy of the assignment or sublease will be
furnished to Landlord prior to its approval and will not thereafter be modified
or amended without Landlord's prior consent.
ARTICLE IV
MAINTENANCE, REPAIRS & SERVICES
4.1 Services. See Addendum, Paragraph 7.
Landlord shall furnish reasonable adequate electric current, water,
lavatory supplies, and automatically operated elevator service during the hours
of 8:00 a.m. until 6:00 p.m. Monday through Friday of each week and 8:00 a.m. to
12:00 p.m. on Saturdays (exclusive of Holidays) and normal and usual cleaning
and char service, without additional cost to Tenant. Landlord further agrees to
furnish heat and air conditioning by means of central air condition system
during such hours during the seasons of the year when such services are normally
and usually furnished in modern office buildings in the area in which the Leased
Premises is located, provided, however, that Landlord shall not be liable for
failure to furnish or for suspension or delay in furnishing any of such services
caused by breakdown, maintenance or repair work or strike, riot, civil
commotion, or any cause or reason whatever beyond control of Landlord. Holidays
are: New Year's Day, Memorial Day, Fourth of July, Labor Day, Thanksgiving and
Christmas.
4.2 Maintenance and Repairs.
(a) Subject to reasons beyond its control, Landlord agrees, at its
expense, to maintain and keep in repair the Leased Premises and replace
fluorescent tubes in the Building's standard lighting fixtures during the term
of this Lease, except for damages caused by Tenant, its agents, employees,
visitors, licensees, contractors or suppliers, and except for items installed
for Tenant not of building standard materials. There shall be no allowance to
Tenant for a diminution of rental value and no liability on the part of Landlord
by reason of inconvenience, annoyance or injury to business arising from the
making of any repairs in or to any portion of the Leased Premises or the
Building (or in or to fixtures, appurtenances or equipment thereof).
(b) Tenant shall take care of the Leased Premises and the fixtures,
appurtenances and equipment therein and, at its sole cost and expense, make such
repairs thereto necessitated by the negligence of Tenant, its agents, employees,
visitors, licensees, contractors or suppliers or by the use of the Leased
Premises in a manner contrary to the purposes for which they are leased to
Tenant, as and when needed to preserve them in good order and condition,
reasonable wear and use excepted. All damage or injury to the Leased Premises
(and to the fixtures, appurtenances and equipment therein) or to the Building
caused by Tenant, its agents, employees, visitors, licensees, contractors or
suppliers, moving, installation or removing furniture, equipment or other
property in, within or out of, the Leased Premises or Building, shall be
repaired, restored or replaced promptly by Tenant at its sole cost and expense,
to the reasonable satisfaction of Landlord. All such repairs, restorations and
replacements shall conform to the standard of the Building and all contracts and
subcontracts, contractors, subcontractors and suppliers involved in such work
shall be subject to the approval of Landlord, whose written approval shall be
obtained prior to the commencement of any such work. If Tenant shall fail to
make such repairs, restorations or replacements, then Landlord shall have the
right to make such necessary repairs, restorations and replacements, structural,
non-structural, or otherwise, and any charge or cost so incurred by Landlord
shall be paid by Tenant to Landlord as additional rent payable within the
installment of rent next becoming due under the terms of this Lease. This
provision shall be construed as an additional remedy granted to Landlord and not
in limitation of any other rights and remedies which Landlord has or may have in
said circumstances.
ARTICLE V
INSURANCE, DAMAGES AND CONDEMNATION
5.1 Insurance and Indemnification. See Addendum, Paragraphs 8 and 9.
(a) Tenant agrees to save Landlord and Agent harmless and indemnified
from all loss, damage, liability or expense incurred, suffered, or claimed by
any person whomsoever by reason of Tenant's neglect or use of the Leased
Premises or of the Building or of anything thereon, or the parking facilities in
or adjacent thereto, or of water, steam, electricity, or other agency, or by
reason of any injury, loss or damage to any person or property upon the Leased
Premises, the Building or parking facilities, and to be answerable for all
nuisances caused or suffered on the Leased Premises, or caused by Tenant in the
Building, or parking facilities, or on the approaches thereto.
(b) Tenant shall at all times during the term hereof keep in force at its
own expense public liability insurance including the contractual liability
endorsement in companies licensed to do business in the State of Maryland
acceptable to Landlord sufficient to cover such indemnification and naming as
insured both Landlord and Tenant, with limits of at least Five Hundred Thousand
Dollars ($500,000.00) ($1,000,000.00) on account of personal injury and One
Hundred Thousand Dollars ($100,000.00) on account of damage to property, and
Tenant will further certify the policy or policies of such insurance
certificates thereof with Landlord upon request. Each policy shall contain a
provision for fifteen (15) days advance written notice to Landlord in the event
the policy in cancelled.
5.2 Damage by Tenant.
All injury to the Leased Premises or the Building, caused by moving
property of Tenant into, in or out of, the Building and all breakage done by
Tenant, or the agents, servants, employees, and visitors of Tenant shall be
repaired by Tenant, at expense of Tenant. If Tenant shall fail to do so, then
Landlord shall have the right to make such necessary repairs, alterations and
replacements, structural, nonstructural or otherwise and any charge or cost so
incurred by Landlord shall be paid by Tenant with the right on the part of
Landlord to elect in its discretion to regard the same as additional rent, in
which event such cost or charge shall become additional rent payable with the
installment of rent next becoming due or thereafter falling due under terms of
this Lease. This provision shall be construed as an additional remedy granted
to Landlord and not in limitation of any rights and remedies which Landlord has
or may have in these circumstances.
5.3 Water Damage, Etc.
Landlord shall not be liable for any damage to any property, or person, at
any time in the Leased Premises, or the Building, from fire, the perils of the
standard extended coverage endorsement, explosion, steam, gases, or electricity,
or from water, rain, or snow, whether they may leak into, issue or flow from,
any part of the Building, or from the pipes, sprinkler system, or heating or air
conditioning apparatus of the Building, or from any other place or from any
other cause of any kind or nature whatsoever. Tenant shall give Landlord prompt
notice of any accident to or defect in the pipes, sprinkler system, heating or
air conditioning apparatus, or electric wires or systems in order that it may be
remedied by Landlord.
5.4 Other Damages.
Landlord assumes no liability or responsibility whatever with respect to
the conduct and operation of the business to be conducted in the Leased Premises
nor for any loss (including theft) or damage of whatsoever kind or by whomsoever
caused, to personal property, documents, records, monies, or goods of Tenant or
to anyone in or about the Leased Premises, however caused or whether due in
whole or in part to acts of negligence on the part of Landlord, its agents or
servants, whether such acts be active or passive and Tenant agrees to hold
Landlord harmless against all such claims.
5.5 Damage by Fire or Casualty.
(a) If the Leased Premises shall be destroyed or damaged, from whatsoever
cause, so as to render them unfit for the purposes for which leased, and if it
is reasonably possible to repair such destruction or damage within one hundred
eighty (180) days, the Tenant shall not be entitled to surrender possession of
the Leased Premises, without the prior written consent of Landlord, but Landlord
shall proceed to repair the destruction or damage with all reasonable speed and
shall complete the same within one hundred eighty (180) days, unless there shall
be less than one year remaining in the term of this Lease, in which event
Landlord may elect to terminate the Lease.
(b) If the Leased Premises shall be destroyed or damaged, from whatever
cause, so as to render them unfit for the purposes for which leased, and if it
is not reasonably possible to repair such destruction or damage within one
hundred eighty (180) days, then each party shall have the option, by written
notice given to the other within fifteen (15) days after such destruction or
damage, to terminate this Lease as of eight (8) days after the giving of such
notice, in which event Tenant shall be granted a proportionate rebate and
deduction from the rental payments made and to be made hereunder for the period
subsequent to said determination and, if such option is not exercised, Landlord
shall proceed to repair the destruction or damage with all reasonable speed.
(c) In the event of any damage or destruction to which the above
provisions are applicable, Tenant shall be granted a proportionate rebate and
deduction from the rental payments made and to be made hereunder, for the period
from the date of such damage or destruction until the Leased Premises are ready
for occupancy by Tenant or until the termination of the Lease, corresponding to
the portion of the Leased Premises with respect to which Tenant is deprived of
normal occupancy and use.
(d) Tenant shall give immediate notice to Landlord in case of fire or
other damage to the Premises.
5.6 Condemnation.
Tenant agrees that if the Leased Premises, or any part thereof, or the
Building and/or the land on which the Building is located shall be taken or
condemned for public or quasi-public use or purpose by any competent authority,
Tenant shall have no claim against Landlord and shall not have any claim or
rights to any portion of the amount that may be awarded as damages or paid as a
result of any such condemnation; and all rights of Tenant to damages therefor,
if any, are hereby assigned by Tenant to Landlord. Upon such condemnation or
taking, the term of this Lease shall cease and terminate from the date of such
taking or condemnation, and Tenant shall have no claim against Landlord for the
value of any unexpired term of this Lease, provided that if the Leased Premises
are not taken, but the taking involves a portion of the land and/or Building,
then the termination of this Lease shall be the election of Landlord.
ARTICLE VI
SURRENDER OF PREMISES
6.1 Surrender and Restoration.
Tenant agrees to remove from the Leased Premises, at the expiration or
other termination of this Lease, all goods and effects not belonging to
Landlord, and to surrender possession of the Leased Premises and all fixtures
and furnishings connected therewith in good repair, order and condition in all
respects, reasonable wear and use thereof and damage by fire or other
unavoidable casualty only excepted. If Tenant shall fail to perform any of the
foregoing obligations, Landlord is authorized to do so on Tenant's behalf and to
sell such articles and effects left on the Leased Premises as may be saleable.
The proceeds of any such sale shall be applied toward the expenses thus
incurred, and Tenant agrees to pay any balance promptly.
6.2 Tenant Holding Over.
If Tenant shall not immediately surrender possession of the Leased
Premises at the termination of this Lease, Tenant shall become a tenant from
month to month, provided rent shall be paid to and accepted by Landlord, in
advance, at the rate of rent (including Basic Rent and pro-rated additional
rent) payable hereunder just prior to the termination of this Lease or the then
current rental rate being offered by Landlord for other similar space in the
Building, whichever is higher; but unless and until Landlord shall accept such
rental from Tenant, Landlord shall continue to be entitled to retake or recover
possession of the Leased Premises as hereinabove provided in case of default on
the part of Tenant, and Tenant shall be liable to Landlord for any loss or
damage (including both direct and consequential damages) Landlord may sustain by
reason of Tenant's failure to surrender possession of the Leased Premises
immediately upon the expiration of the term of this Lease. Tenant waives any
notice to quit. All rights of Landlord applicable during the term of this Lease
shall be equally applicable during such period of subsequent occupancy by
Tenant, whether or not a month to month tenancy shall have been created as
aforesaid.
6.3 Security Deposit.
Tenant simultaneously with the execution of this Lease shall deposit
with Landlord the sum of ________________ SEE ADDENDUM, PARAGRAPH 14____________
_______________________________________________ ( )
be held as a security deposit to assure the prompt, full and faithful
performance by Tenant of each and every provision of this Lease and of all
obligations of Tenant hereunder. Landlord may apply the security deposit
(which shall not bear interest to Tenant) such portion thereof as is
necessary, to the cost of repairing any damage to the Leased Premises caused
by Tenant or Tenant's customers or employees or to defray any damage, loss or
expense suffered by Landlord on account of any breach by Tenant of any of the
terms or provisions thereof, at any time, including the non-payment of rent,
in the event that Landlord applies all or any portion of the security deposit
to cure such default or to defray any damage, loss or expense on account of
any breach by Tenant, then Tenant shall be obligated to promptly deposit with
Landlord the amount necessary to restore the security deposit to its original
amount. The amount of the security deposit which is not applied as aforesaid
shall be refunded to Tenant after its surrender or occupancy of the Leased
Premises provided Tenant is not in default under any provision hereof. The
security deposit shall not be applied by the Tenant as payment of any rent
whatsoever.
ARTICLE VII
DEFAULTS
7.1 Defaults and Remedies.
It is agreed that if
(a) Tenant shall fail to pay the rent or any installment thereof as
aforesaid at the time and same shall become due and payable and/or any
additional rent as herein provided although no demand shall have been made for
the same; or
(b) Tenant shall violate or fail or neglect to keep and perform any of
the covenants, conditions and agreements herein contained on the part of Tenant
to be kept and performed; or
(c) the Leased Premises shall become vacant or deserted by Tenant,
whether or not rent is in default; or
(d) there by any attachment, execution or other judicial seizure of all
or a substantial part of the assets of Tenant or Tenant's leasehold;
Then, and in each and every event from thenceforth, and at all times thereafter,
at the option of Landlord, Tenant's right of possession shall thereupon cease
and terminate, and Landlord shall be entitled to possession of the Leased
Premises and to re-enter the same without demand of rent or demand of possession
of the Leased Premises and may forthwith proceed to recover possession of the
Leased Premises by process of law, any notice to quit or of intention to re-
enter the same being hereby expressly waived by Tenant. And, in event of such
re-entry by process of law or otherwise, Tenant nevertheless agrees to remain
answerable for any and all damage, deficiency or loss of rent which Landlord may
sustain by such re-entry whether or not Landlord re-lets the Leased Premises;
and in such case, Landlord shall have full power, which is hereby acceded to by
Tenant, to re-let the Leased Premises for and on Tenant's behalf, and upon such
re-letting Landlord shall have the right each month to ▇▇▇ for and recover any
loss of rents or monthly deficits, with the right reserved by Landlord to bring
any action(s) or proceeding(s) for the recovery of any deficits remaining unpaid
without being obligated to await the end of the term of this Lease for a final
determination of Tenant's account, and the commencement or maintenance of any
one or more actions shall not bar Landlord from bringing other or subsequent
actions for further accruals pursuant to provisions of this Section.
If under the provisions of this Lease, a summons or other applicable
summary process shall be served, pursuant to the law of the State in which the
Leased Premises are located, and a compromise settlement thereof shall be made,
it shall not be constituted as a waiver of any breach of any covenant, condition
or agreement herein contained and no waiver of any breach of any covenant,
condition or agreement herein contained shall operate as a waiver of the
covenant, condition or agreement itself, or of any subsequent breach thereof.
No provision of this Lease shall be deemed to have been waived by Landlord
unless such waiver shall be in writing signed by Landlord. No payment by Tenant
or receipt by Landlord of a lesser amount than the monthly installments of rent
herein stipulated shall be deemed to be other than on account of the earliest
stipulated rent nor shall any endorsement or statement on any check or any
letter accompanying any check or payment as rent be deemed an accord and
satisfaction, and Landlord may accept such check or payment without prejudice to
Landlord's right to recover the balance of such rent or pursue any other remedy
in this Lease provided.
7.2 Bankruptcy.
If at any time during the term of this Lease or any renewal, a petition
shall be filed, either by or against Tenant, in any court pursuant to any
Federal, State or municipal statute, whether in bankruptcy, insolvency, or for
reorganization or for the appointment of a receiver or trustee of all or a
portion of Tenant's property or if Tenant makes an assignment for the benefit of
Tenant's creditors, then immediately upon the happening of any such event, and
without any entry or other act by Landlord, this Lease, at Landlord's option,
shall cease and come to an end with the same force and effect as if the date of
the happening of any such event were the date herein fixed for the expiration of
the term of this Lease.
It is stipulated and agreed that in the event of termination of this Lease
by the happening of any such event, Landlord shall forthwith, upon such
termination, and any other provisions of this Lease to the contrary
notwithstanding, be entitled to recover from Tenant as and for liquidated
damages caused by such breach of the provisions of this Lease an amount equal to
the difference between the then cash value of the rent reserved hereunder for
the unexpired portion of the term and the then cash rental value of the Leased
Premises for the unexpired portion of the term of this Lease, unless the statute
which governs or shall govern the proceeding in which the damages are to be
proved limits or shall limit the amount of the claim capable of being so proved,
in which case Landlord shall be entitled to prove as and for liquidated damages
an amount equal to that allowed by or under any such statute. The provisions of
this Section shall be without prejudice to Landlord's right to prove in full
damages for rent accrued prior to termination of this Lease, but not paid and
shall be without prejudice to any rights given Landlord by any pertinent statute
to prove further any amounts allowed thereby.
In making any such computation, the then cash rental value of the Leased
Premises shall be deemed PRIMA FACIE to be the rental realized upon any re-
letting, if such re-letting can be accomplished by Landlord within a reasonable
time after the termination of this Lease, and the then present cash value of the
future rents hereunder reserved to Landlord for the unexpired portion of the
term hereby demised shall be deemed to be such sum, if invested at eight
percentum (8%) simple interest, as will produce the future rent over the period
of time in question.
7.3 Landlord's Liability.
In no event shall Landlord, including any successor assignee of all or any
portion of Landlord's interest in the Building, be personally liable or
accountable with respect to any provision of this Lease. If Landlord shall be
in breach or default with respect to any obligation hereunder or otherwise,
Tenant agrees to look for satisfaction solely to the equity of Landlord in the
Building. The liability of Landlord, or other entity comprising Landlord, shall
in no event exceed the amount of such equity and no other assets of Landlord (or
any partners, stockholders, or officers of Landlord) shall be subject to levy,
execution or other procedures for the satisfaction of Tenant's remedies. In the
event Landlord transfers this Lease, other than as security for a mortgage or
deed of trust, Landlord (and, in case of any subsequent transfers or conveyance,
the then grantor) shall, upon such transfer and acceptance by the transferee be
relieved from all liability and obligations hereunder arising after such
transfer, including any liability to Tenant for any security deposit under this
Lease.
ARTICLE VIII
LANDLORD'S MORTGAGE
8.1 Subordination. SEE ADDENDUM, PARAGRAPH 15
This Lease is subject and subordinate to all ground or underlying leases
and to all mortgages and/or deeds of trust which may now or hereafter affect
such leases or the real property of which the Leased Premises form a part, and
to all renewals, modifications, consolidations, replacements and extensions
thereof. This clause shall be self-operative, in confirmation of such
subordination, Tenant shall execute promptly any certificate that Landlord may
request. Notwithstanding the foregoing, the party secured by any such deed of
trust or mortgage shall have the right to recognize this Lease, and in event of
any foreclosure sale under such deed of trust or mortgage, this Lease shall
continue in full force and effect at the option of the party secured by such
deed of trust or mortgage or the purchaser under any such foreclosure sale; and
Tenant covenants and agrees that it will at the written request of any party
secured by any such deed of trust, execute, acknowledge and deliver any
instrument that has for its purpose and effect the subordination to said deed of
trust or mortgage of the lien of this Lease.
8.2 Tenant's Estoppel Certificate.
Tenant covenants and agrees to deliver to the beneficiary under any deed
of trust, or the holder of any mortgage, against the Building or any prospective
purchaser of the Building, upon the written request of Landlord or its designee,
at any time and from time to time, a certificate stating whether (1) this Lease
is still in full force and effect, (2) the Lease has been amended or modified,
(3) all rent has been paid to date and if any rent has been unpaid, (4) Tenant
or Landlord is in default under this Lease (and if any default exists, the
nature of it), (5) Tenant has any claims against Landlord (and if any claim
exists, the nature of it), (6) Tenant knows of any assignment of this Lease by
Landlord, and (7) as to any other fact or condition reasonably requested by the
Landlord or any mortgagee or beneficiary under any deed of trust or prospective
mortgagee or beneficiary under any deed of trust, or purchaser of any or all of
Landlord's interests, or any assignee or prospective assignee of any interest of
Landlord under this Lease.
8.3 Notice to Mortgagee.
Tenant agrees to give any mortgagee and/or deed of trust holder, a copy of
any notice of default served upon the Landlord, provided that prior to such
notice Tenant has been notified in writing (by way of Notice of Assignment of
Rents and Leases, or otherwise) of the addresses of such mortgagee and/or deed
of trust holder. Tenant further agrees that if Landlord shall have failed to
cure such default within the time provided for in this Lease, then the mortgagee
and/or deed of trust holder shall have an additional thirty (30) days within
which to cure such default, or if such default cannot be cured within that time,
then such additional time as may be necessary if within such thirty (30) days
any mortgagee and/or deed of trust holder has commenced and is diligently
pursuing the remedies necessary to cure such default (including but not limited
to commencement of foreclosure proceedings if necessary to effect such cure), in
which event this Lease shall not be terminated while such remedies are being so
diligently pursued.
8.4 Approval by Mortgagee.
This Lease is subject to review and approval of Landlord's mortgagee or
deed of trust holder and will not be effective until such approval is obtained.
ARTICLE IX
MISCELLANEOUS
9.1 Non Constructive Waiver.
The receipt of rent by Landlord, with knowledge of any breach of this
Agreement by Tenant or of any default on the part of Tenant in the observance or
performance of the provisions of this Lease, shall not be deemed to be a waiver
of any provision of this Lease. No failure on the part of Landlord to enforce
any covenant or provision herein contained, nor any waiver of any right
thereunder by Landlord, unless in writing, shall discharge or invalidate such
covenant or provision or affect the right of Landlord to enforce the same in the
event of any subsequent breach or default. Neither acceptance of the keys nor
any other act or thing done by Landlord or any agent or employee during or after
the term herein demised shall be deemed to be an acceptance of a surrender of
the Leased Premises, excepting only an agreement in writing signed by Landlord
accepting or agreeing to accept such a surrender.
9.2 Broker's Commission.
The parties hereto agree that no other broker was involved in procuring or
negotiating this Lease other than C & W Properties, Inc., and the parties hereto
agree to hold each other harmless from any and all claims from any other
brokerage fees.
9.3 Waiver of Trial by Jury. SEE ADDENDUM, PARAGRAPH 16.
Tenant waives trial by jury of any or all issues arising in any action, or
proceedings between the parties hereto, or their successors, arising out of or
in any way connected with this Lease, or any of its provisions, the relationship
of Landlord and Tenant, Tenant's use or occupancy of the Premises and/or any
claim of injury or damage, and any statutory remedy.
9.4 Attorney's Fees.
Tenant agrees to pay, as additional rental, all attorney's fees and
expenses of Landlord incurred in enforcing any of Tenant's obligations under
this Lease, or in any litigation or negotiation in which Landlord shall become
involved, through, or on account of Tenant. In the event Tenant should prevail
in enforcing any of Landlord's obligations under this Lease, then Landlord shall
pay all of Tenant's attorney's fees and expenses.
9.5 Time of Essence.
Time is of the essence in the performance of all of Tenant's obligations
under this Lease.
9.6 Governing Law.
This Lease shall be construed and governed by the laws of the State in
which the Leased Premises are located. Should any provisions of this Lease
and/or its conditions be illegal or not enforceable under the laws of such
State, it or they shall be considered severable, and the Lease and its
conditions shall remain in force and be binding upon the parties as though the
said provisions had never been included.
9.7 Force Majeure.
The term "default" as used this Lease means default in the performance or
observance of any of the terms, covenants, agreements, or conditions contained
herein, exclusive of any period of grace required to constitute an event of
default. However, if by any reason of FORCE MAJEURE the Landlord is unable in
whole or in part to carry out the agreements on its part contained in this Lease
or any of the other documents, the Landlord shall not be deemed in default
during the continuance of such inability. The term "FORCE MAJEURE" as used
herein shall include, without limitation, the following: acts of God; strikes,
lockouts or other industrial disturbances; acts of public enemies; orders of any
kind of the government of the United States or of the State in which the Leased
Premises are located or of any subdivision thereof or any local government, of
any of their departments, agencies or officials, or any civil or military
authority; insurrections; riots; epidemics; landslides; lightning; earthquakes;
fire; hurricanes; storms; floods; washouts; droughts; arrests; restraint of
government and people; civil disturbances; explosions; breakage or accident to
machinery, transmission pipes or canals; partial or entire failure of utilities;
or any other cause or event not reasonably within the control of Landlord, it
being agreed that the settlement of strikes, lockouts and other industrial
disturbances shall be entirely within the sole discretion of Landlord, and
Landlord shall not be required to make settlement of strike, lockouts and other
industrial disturbances by acceding to the demands of the opposing party or
parties when such course is, in the judgment of the applicable party,
unfavorable to it.
9.8 Notices.
All notices required under this Lease shall be deemed to be properly
served if sent by United States registered or certified mail, postage prepaid
(a) if to Landlord, addressed to Landlord at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇. ▇▇., #▇▇▇▇,
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, or such other address as Landlord may have from time to
time designated by written notice to Tenant, (b) if to Tenant, addressed to
Tenant at ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ or at such other
address as Tenant may have designated from time to time by written notice to
Landlord and (c) if to any mortgagee or holder of a deed of trust, at such
address as such mortgagee or holder of deed of trust shall have designated
from time to time. The date of service of such notices shall be the date
such notices are postmarked.
9.9 Successors and Assigns.
This Lease and the covenants, agreements, obligations and restrictions
herein contained, shall be binding upon and shall enure to the benefit of the
parties hereto and their respective heirs, personal representatives, successors
and assigns.
9.10 Gender and Number.
Words of any gender used in this Lease shall be deemed to include the
plural when the sense requires.
9.11 Section Headings.
The headings as to contents of particular sections herein are inserted
only for convenience, and they are in no way to be construed as a part of this
Lease or as a limitation on the scope of the particular sections to which they
refer.
9.12 Entire Agreement.
This Lease contains all the agreements and conditions made between the
parties hereto and may not be modified orally or in any other manner than by
agreement in writing, signed by all parties hereto, or their respective
successors and interests.
IN WITNESS WHEREOF, the parties hereto have caused this Lease to be duly
executed, all done the day and year first hereinbefore written.
Attest or Witness: LANDLORD: SECOND TRADE CENTER OFFICE
ASSOCIATES LIMITED PARTNERSHIP
/s/ By /s/ ▇.▇. ▇▇▇▇▇▇▇ (Seal)
--------------------- ------------------------------------------
Attest or Witness: TENANT: NYMA, INC.
/s/ By /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ (Seal)
-------------------- --------------------------------------------
Title: Director, Contracts & Administration
--------------------------------------------
Name Printed: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
------------------
AGREEMENT OF LEASE
BY AND BETWEEN
SECOND TRADE CENTER OFFICE
ASSOCIATES LIMITED PARTNERSHIP
AND
NYMA, INC.
ADDENDUM
The following provisions are hereby incorporated into the attached printed form
of this Lease, as if they were set forth therein at length:
1. SECTION 1.1 PREMISES. Notwithstanding any other provisions contained in
this Lease to the contrary, the following is a breakdown of the actual
usable and rentable square feet for each floor.
USABLE SQUARE FEET + CORE % = RENTABLE SQUARE FEET
12th Floor - 14,143 + 12% = 15,840
11th Floor - 14,143 + 12% = 15,840
10th Floor - 14,143 + 12% = 15,840
9th Floor - 14,143 + 12% = 15,840
1st Floor - 2,552 + 12% = 2,858
Lower Level - 3,023 + 12% = 3,386
______ ________ _______
62,147 12% 69,604
Total ====== ======== =======
2. SECTION 1.2 TERM. It is mutually agreed that the Tenant shall have the
option to renew this Lease for two (2) additional five (5) year Renewal
Terms, provided no defaults exist during the Initial term or the first
(1st) Renewal Term if so extended and written notice is given to Landlord
of each intention to renew of not less than twelve (12) months prior to the
expiration of each term.
All terms and conditions of the Lease will remain in full force and effect
during the Renewal Term(s), except that the annual Basic Rent payable
during each Renewal Term will be the prevailing Market Rate for space in
the building at the time of renewal.
3. Section 2.1(a) is hereby deleted and the following provision is inserted in
lieu thereof:
"SECTION 2.1 BASIC RENT. (a) Tenant covenants and agrees to pay to
Landlord during the Term hereof, an annual Basic Rent, hereinafter
called "Basic Rent", in accordance with the following schedule:
Annually Monthly
FIRST LEASE YEAR $1,093,207.50 $ 91,100.62
SECOND LEASE YEAR
(1st Three (3) Months) $1,136,935.80 $ 94,744.65
(Last Nine (9) Months) $1,381,380.00 $115,115.00
THIRD LEASE YEAR $1,436,580.00 $119,715.00
FOURTH LEASE YEAR $1,493,850.00 $124,487.50
FIFTH LEASE YEAR $1,569,060.00 $130,755.00
LEASE YEARS SIX (6) THROUGH TEN (10)
Commencing with the Sixth (6th) Lease Year and continuing through the
Tenth (10th) Lease Year, the Basic Rent for each Lease Year will be
determined by adjusting the previous Lease Year's Basic Rent by the
percentage change in the Consumer Price Index (CPI). Tenant shall pay
to Landlord as Basic Rent such sums as determined by the application of
the following formula:
(a) The Basic Rent payable annually during each current twelve-month
term shall be multiplied by a fraction the numerator of which shall be
the Consumer Price Index (CPI) for Urban Wage Earners and Clerical
Workers, All Items, Washington, D.C. as published in the United States
Department of Labor, Bureau of Labor Statistics Consumer Price Index for
the United States and Selected areas
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(Base 1967=100) for the month which is four months prior to the last
month of the current twelve-month term, and the denominator of which
shall be such CPI for the month which is four months prior to the first
month of such current twelve-month term. The resulting product shall be
the Basic Rent payable during the next twelve-month term.
(b) The resulting new Basic Rent, which in each instance, shall in no
event be less than the Basic Rent payable during the preceding twelve
months, shall be payable in twelve equal monthly installments on the
first day of each month of the applicable year.
(c) In the event the CPI is discontinued, ceases to incorporate a
significant number of the items now incorporated therein, or if a
substantial change is made in such CPI, the parties hereto shall attempt
to agree on an alternative formula and if agreement cannot be reached,
the matter shall be submitted to arbitration under the rules of the
American Arbitration Association then in effect.
(d) Such annual adjustments shall be limited to a maximum increase of
eight percent (8%) per annum and a minimum of two percent (2%) per
annum.
All monthly installments of Basic Rent are payable in advance of the
first of each calendar month during the term hereof. A rent installment
for one full month shall be paid at the time of execution and delivery
of this Lease. If this Lease shall commence on a date other than the
first day of a month, the Rent for such month shall be pro-rated and a
portion of the first rental payment shall be credited to the second
month's rent. The
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balance of the second month's rent shall be paid by the Tenant on the
first day of the second month. The aforementioned rent includes an
apportionment of the core, or common, areas attributable to the leased
premises. Tenant's applicable share of the common or core areas of the
building has been computed to be twelve percent (12%) of the usable
area."
4. SECTION 3.2 TENANT IMPROVEMENTS. Subsection 3.2 is hereby deleted and the
following provision is inserted in lieu thereof:
"Tenant shall be provided with an allowance of $11.45 per rentable
square foot to be applied toward the Tenant Improvement costs. All
Tenant Improvements are in addition to the finished building shell as
defined in Exhibit B attached hereto.
Tenant shall furnish to Landlord its completed space plan drawings
(which shall be prepared by Landlord's space planner) no later than one
hundred eighty (180) days prior to the commencement date of the Lease.
Said space plan shall be attached as Exhibit C hereto. Within thirty
(30) days after receipt of space plan drawings, Landlord shall furnish
to Tenant completed construction drawings reflecting the details as
shown in the space plan. Tenant shall have fifteen (15) days to approve
the construction drawings. Said construction drawings shall be attached
as Exhibit D hereto.
Should the construction drawings be an accurate reflection of the space
plan and Tenant fails to approve them within fifteen (15) days, or
should Tenant not provide Landlord with the space plan on or before one
hundred eighty (180) days prior to Lease Commencement, any delay in
completing the Leased Premises shall not in
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any manner affect the commencement date of this Lease or the Tenant's
liability for the payment of rent from the commencement date, and under
these circumstances, Landlord agrees to make the Leased Premises ready
for Tenant's occupancy not later than the commencement date of this
Lease, plus the number of days' delay resulting from Tenant's failure
to comply with the provisions of this Section.
Should the total Tenant Improvement costs exceed the $11.45 per rentable
square foot allowance, then Tenant may elect to:
a) pay in full the cash difference;
b) defer said excess against the additional allowance mentioned in
Paragraph 5 of this Rider; or
c) Amortize the excess in equal monthly payments of principle and
interest over the remainder of the Lease Term at an annual interest rate
of ten percent (10%)."
5. ADDITIONAL ALLOWANCE. In addition to the above stated Tenant Improvement
allowance, Tenant shall have an additional allowance of Two Hundred
Seventy-Six Thousand Dollars ($276,000.00) to be applied toward leasehold
improvements. Tenant shall have the use of this sum over the term of this
Lease and may use the entire amount in full or may use any portions thereof
until the full $276,000.00 has been depleted. All such improvements shall
be subject to the provisions of Section 3.3(b) of this Lease and to the
following provisions:
Should Tenant elect not to have ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ Construction Company,
Inc. complete the Tenant Improvement work, Tenant shall use a contractor
or contractors who shall have been approved in writing by Landlord, such
approval not to be unreasonably withheld.
-5-
Tenant will comply at its own expense with all present and future
governmental requirements arising out of, in connection with, or
necessitated by such improvements.
Prior to commencing such improvements, Tenant shall:
a) PLANS AND SPECIFICATIONS. Submit to Landlord or its agent for
Landlord's written approval (such approval not to be unreasonably
withheld) the plans and specifications for such improvements. No
work shall be commenced thereunder without such written approval
and all work to be done by Tenant shall be performed in strict
accordance with said approved plans and specifications.
b) PERMITS. Obtain the necessary consents and licenses from
applicable governmental authorities having jurisdiction over the
work to be done.
c) CONTRACTS. Enter into a contract with the contractor who will do
the work. The contract will provide, among other things, that the
work shall be done in a good workmanlike manner in accordance with
the plans and specifications previously approved and consents and
licenses previously obtained and the contract shall provide that
the contractor will look solely to Tenant for payment. Landlord
shall have the right within ten (10) days after receipt from Tenant
of the proposed contract to notify Tenant that Landlord elects to
have ▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇▇ Construction Company, Inc. do the work on
the same terms and conditions as those stated in the contract
submitted by Tenant.
d) COMPLIANCE WITH LAWS. Tenant, at its own cost and expense, shall
properly comply with all applicable
-6-
laws, ordinances, orders, and rules and regulations and shall
reimburse Landlord for any expenses incurred on account of the
failure by Tenant to comply with any such requirements, and any
expenses so incurred by Landlord as aforesaid shall be deemed
additional rent under this Lease and due and payable by Tenant
to Landlord on the first day of the month immediately following
the payment of the same by Landlord.
e) INSURANCE. The contractor employed by Tenant to do the work shall
be fully covered by workmen's compensation insurance and the
certificate thereof shall be furnished to Landlord before
commencement of any work by any such contractor or persons as
aforesaid. Tenant covenants and agrees to indemnify and hold
Landlord harmless from any and all claims for personal injury,
death, or property damage occasioned during the progress or as a
result of any or all of the work done as aforesaid in, or about the
demised premises.
Tenant shall further furnish to Landlord vouchers, invoices, and
supporting data as Landlord may reasonably require with respect to such
work. Upon completion by Tenant of the improvements, and the submission
to Landlord of satisfactory evidence of the cost thereof, Landlord shall
reimburse Tenant for the cost of such improvements up to the maximum
amount of $276,000.00.
6. SECTION 3.5 SIGNAGE. Notwithstanding any other provisions contained in
Section 3.5 of this Lease to the contrary, Tenant shall be permitted, at
Tenant's sole cost and expense, to install two (2) signs identifying
Tenant's corporate name or logo on the penthouse or top floor facade
-7-
of the building, subject to approval by Landlord of the size, color,
method of mounting, and all subject to any local, county or state codes.
Any structural modifications made necessary to support such identification
shall be at the Tenant's expense. In the event such identification
requires illumination, any electrical installation required shall be paid
for by Tenant. All maintenance and service required shall be Tenant's
responsibility.
7. SECTION 4.1 UTILITY SERVICES. Notwithstanding any other provisions
contained in Section 4.1 of this Lease to the contrary, Tenant shall be
provided after-hours HVAC and Electrical Service at the hourly rate of
$25.00 per hour, per floor, during the first five (5) lease years. Prior
to the sixth (6th) lease year, Landlord and Tenant shall mutually agree to
the hourly rate for lease years six (6) through ten (10). Factors which
both parties will consider in determining said hourly rates are (a) the
average annual hourly rate for standard building hours for the first five
(5) lease years based on Landlord's energy costs for the Building; and
(b) estimated future energy costs for the Building.
8. SECTION 5.1 POLICY REQUIREMENTS. Notwithstanding any other provisions
contained in Section 5.1(b) of this Lease to the contrary, the company or
companies writing any insurance which Tenant is required to carry and
maintain or cause to be carried or maintained pursuant to Section 5.1(b),
as well as the form of such insurance shall at all times be subject to
Landlord's approval and any such company or companies shall be licensed to
do business in the State of Maryland. All companies must have a
policyholders rating of at least A, with a financial rating of XII. Public
liability and all-risk casualty insurance policies evidencing such
insurance shall name Landlord or its designee as additional
-8-
insured, shall be primary and non-contributory, and shall also contain a
provision by which the insurer agrees that such policy shall not be
cancelled except after thirty (30) days written notice to Landlord or its
designee. Each such policy, or a certificate thereof, shall be deposited
with Landlord by Tenant or promptly upon commencement of Tenant's obligation
to procure the same. If Tenant shall fail to perform any of its obligations
under Section 5.1, Landlord may perform the same and the cost of same shall
be deemed Additional Rental and shall be payable upon Landlord's demand.
9. WAIVER OF RIGHT OF RECOVERY. Notwithstanding any other provisions
contained in Section 5.1 of this Lease to the contrary, neither Landlord
nor Tenant shall be liable to the other or to any insurance company (by way
of subrogation or otherwise) insuring the other party for any loss or
damage to any building, structure or other tangible property or loss of
income deriving therefrom, or losses under Workmen's Compensation laws and
benefits, even though such losses or damages might have been occasioned by
the negligence of such party, its agents or employees. However, if by
reason of the foregoing waiver, either party shall be unable to obtain any
such insurance, such waiver shall be deemed not to have been made by such
party.
10. RIGHTS TO LEASE ADDITIONAL SPACE. During the initial term of this Lease,
Tenant shall have the right (provided it has not been in default) to lease:
(a) any contiguous space available for rental except on the first floor,
(b) any non-contiguous space consisting of at least one-half floor
(approximately 8,000 rentable square feet), and
-9-
(c) until July 1, 1988, any space greater than one full floor
(approximately 16,000 rentable square feet) for which Landlord
receives a preliminary expression of interest from another prospective
tenant and for which Landlord intends to proceed with negotiations
with such other tenant.
Landlord agrees to inform Tenant that the space described in (a), (b), or
(c) above is available and the terms upon which the space is available,
except that in the case of (c), the terms shall be the same as those
provided for in this Lease. Tenant shall have five (5) business days after
receipt of Landlord's offer (which may be given either as provided in
Section 9.8 hereof or in person) within which to deliver to Landlord its
acceptance or rejection of Landlord's offer. Tenant acceptance must be all
of any single space offered, and may not be a portion of any such single
space.
The rights under this Section are personal to the Tenant and shall not be
separated from the Lease or transferred by Tenant independently of the
leasehold interest and such rights shall terminate in the event of any
assignment by Tenant of its interest in the Lease, notwithstanding the
provisions of Section 3.9 hereof.
11. MTCII LEASE OBLIGATIONS. Upon occupancy of the premises and Lease
Commencement, the Landlord shall assume all existing Lease obligations that
Tenant has in the Maryland Trade Center II building.
12. ACCESS. Tenant shall have twenty-four (24) hour-a-day access to the
building and the building parking areas every day of the year, with at
least one (1) elevator available at all times. Landlord will provide a
computerized card access monitoring system and security system to the
building.
-10-
13. PARKING. Tenant shall have the use (at no charge) of 3.5 parking spaces
per 1,000 rentable feet leased. Any future expansion shall be at the same
ratio. In addition, Tenant will be provided with three (3) reserved
parking spaces adjacent to Maryland Trade Center III, and six (6)
additional visitor parking spaces in the lot. It will be the
responsibility of the Tenant to maintain and "police" the above nine (9)
reserved parking spaces.
14. SECTION 6.3 SECURITY DEPOSIT AND ADVANCE RENT. Within thirty (30) days of
the full execution of this Lease Agreement, Tenant will pay to Landlord the
sum of One Hundred Thirty-Five Thousand Dollars and Zero Cents
($135,000.00) payable in the following manner:
(a) Forty-Five Thousand Dollars and Zero Cents ($45,000.00) certified
funds to be credited toward partial payment of the first month's rent.
The balance of the first month's rent ($46,100.62) will be due January
1, 1989.
(b) Ninety Thousand Dollars and Zero Cents ($90,000.00) in the form of an
irrevocable "Letter of Credit" made to the favor of the Landlord,
issued by a local savings and loan or bank (chartered in the state of
Maryland) and available upon demand by Landlord.
Upon occupancy and Lease Commencement, a revised Letter of Credit will
be issued to Landlord, under the same terms and conditions as stated
above, in the amount of Forty-Five Thousand Dollars and Zero Cents
($45,000.00). Said revised Letter of Credit will be held by Landlord
as security deposit during the term of this Lease and in accordance
with Paragraph 6.3 of this Lease Agreement.
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15. SECTION 8.1 SUBORDINATION; ATTORNMENT AND NON-DISTURBANCE. Section 8.1 is
hereby deleted and the following provision is inserted in lieu thereof:
"SUBORDINATION. This Lease shall be subject and subordinate at all times
to the lien of any first mortgage, first deed of trust, ground lease and/or
other instrument of encumbrance heretofore or hereafter placed by the
Landlord upon any or all of the Premises or the remainder of the Property
and of all renewals, modifications, consolidations, replacements and
extensions thereof (each of which is herein referred to as a "Mortgage"),
all automatically and without the necessity of any further action on the
part of the Tenant to effectuate such subordination.
ATTORNMENT AND NON-DISTURBANCE. The Tenant shall, promptly at the
request of the Landlord or the holder of any Mortgage (herein referred
to as a "Mortgagee"),
(a) execute, enseal, acknowledge and deliver such further instrument or
instruments evidencing such subordination as the Landlord or such
Mortgagee may deem necessary or desirable, and
(b) attorn to such Mortgagee, provided that such Mortgagee agrees with
the Tenant that such Mortgagee will, in the event of a foreclosure of
any such first mortgage or deed of trust (or termination of any such
ground lease) take no action to interfere with the Tenant's rights
hereunder, except upon the occurrence of an Event of Default."
16. SECTION 9.3 WAIVER OF TRIAL BY JURY. Section 9.3 is hereby deleted and the
following provision is inserted in lieu thereof:
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"Tenant waives trial by jury in any suit solely for possession for non-
payment of rent or additional rent under the lease, but not for other
matters arising under the lease."
IN WITNESS WHEREOF, the parties hereto have set their hands and seals this
2ND day of FEBRUARY, 1988.
WITNESS: LESSOR: SECOND TRADE CENTER OFFICE
ASSOCIATES LIMITED PARTNERSHIP
/s/ BY: /s/ ▇.▇. ▇▇▇▇▇▇▇
----------- -----------------------------------------------
WITNESS: LESSEE: NYMA, INC.
/s/ By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
---------- -----------------------------------------------
Title: Director, Contracts and Administration
--------------------------------------------
Name Printed: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
--------------------------------------
MARYLAND TRADE CENTER III
OUTLINE SPECIFICATIONS
BUILDING SHELL - Landlord shall deliver the base "building shell" in the
following condition:
- CEILING - 2' x 2' ceiling grid (T-system) - installed at a finished height
of 8'-6".
- DRYWALL - Perimeter Walls and Columns - drywalled - paint ready.
- BASE HVAC SYSTEM - The building core areas and office areas will be
conditioned by a variable air volume (VAV) system - system will consist of
a self-contained air handling unit on each floor which will provide
conditioned air via medium pressure ductwork to fan-powered VAV boxes on
the perimeter and interior zones. The base system will provide adequate
duct work, diffusers and return air grills for normal office use and
building standard configuration.
- ENTRY DOOR - One full height solid core stain grade suite entry door with
lock set.
- WINDOW COVERINGS - 1" horizontal thin slat blinds provided on all exterior
windows.
- BASE SPRINKLER SYSTEM - Wet sprinkler system with standpipe. Base system
to accommodate building standard configuration.
- DESIGN SERVICES - The services of the Landlord's space planner are
available to Tenant. These services will include an initial layout and one
revision.
EXHIBIT "B"
