FIRST LEASE AMENDMENT
AGREEMENT, made this ____ day of _________, 2000 between CMF CAPITAL COMPANY,
L.L.C., having an address at c/o BDG Management, Inc., 0000 Xxxxxxx Xxxxxxxx,
Xxxxxxx, Xxx Xxxx 00000 (the "Landlord") and ATC HEALTHCARE SERVICES, INC.,
having an address at 0000 Xxxxxx Xxxxxx, Xxxx Xxxxxxx, Xxx Xxxx 00000 (the
"Tenant").
W I T N E S E T H
WHEREAS, Landlord's predecessor in interest, Matterhorn USA, Inc. and Tenant
entered into a lease agreement, dated December 20, 1999 (the "Lease") for the
rental of approximately 11,785 rentable square feet at 0000 Xxxxxx Xxxxxx, Xxxx
Xxxxxxx, Xxx Xxxx (the "Original Demised Premises"); and
WHEREAS, the parties are desirous of amending the Lease so as to
increase the amount of space leased by Tenant from Landlord (the additional
space is sometimes hereinafter referred to as the "Expansion Space") upon the
terms and conditions provided herein.
NOW, THEREFORE, in consideration of the mutual promises and
covenants contained herein, it is hereby agreed as follows:
1. The total rentable square foot area as indicated in the Lease is hereby
amended and increased from 11,785 rentable square feet to 13,770 rentable square
feet, which premises consists of the areas shown on Schedule "A" annexed hereto
and made a part hereof.
2. The Base Rent is hereby amended and increased by the amount of Forty
Seven Thousand Six Hundred Forty ($47,640.00) Dollars per annum ($3,970.00 per
month).
3. Tenant's Pro Rata Share set forth in subparagraph 1.02.2 of the Lease
shall be increased from 3.74% to 4.37%.
4. The following paragraph shall be added to the Lease in connection with
Landlord's Work for the Expansion Space:
4.02.1Landlord shall have no obligation to alter, improve, decorate, or
otherwise prepare the Expansion Space for Tenant's occupancy except
that Landlord shall perform such items of work, so as to modify the
existing conditions at the Expansion Space pursuant to the attached
plans, valued at up to $2,997.50 (hereinafter "Landord's Expansion
Space Initial Work"). Any and all costs for Landlord's Expansion
Space Initial Work shall be borne by Tenant and paid to Landlord as
Additional Rent. In the event that Landlord's Expansion Space
Initial Work costs less than $2,997.50, Tenant shall not be entitled
to any abatement or reimbursement whatsoever for the unused amount
allocated for Landlord's Expansion Space Initial Work. Landlord
shall proceed with such Landlord's Expansion Space Initial Work with
due diligence, subject to delays by causes beyond its reasonable
control and to the vacating and surrendering of all or part of the
Expansion Space by any present occupant thereof. If Landlord is
required by the terms hereof to do any such work without expense to
Tenant and the cost of such work is increased due to any delay
resulting from any act or omission of Tenant, it agents or
employees, Tenant shall forthwith pay the Landlord as additional
rent an amount equal to such increase in cost. For the purposes of
this First Lease Amendment, the Expansion Space shall be deemed
"substantially ready for occupancy" when the major construction
aspects of Landlord's Expansion Space Initial Work are substantially
completed, although minor items are not completed. Such minor
uncompleted items may include touch-up plastering or painting,
so-called "punch list" items or any other uncompleted construction
or improvement which does not unreasonably interfere with Tenant's
ability to carry on its business in the Expansion Space. Tenant
shall periodically inspect Landlord's Expansion Space Initial Work,
as hereinafter provided, and make any objections thereto without
delay so as to mitigate changes, delays and costs.
5. Section 4.03 of the Lease is hereby amended as follows: (i)
$3,535,500.00 shall be replaced with $4,131,000.00. (ii) $282,840.00 shall be
replaced with [$330,480.00]. (iii) $35,355.00 shall be replaced with [ ].
6. The effective date of this First Lease Amendment shall be the date that
Landlord gives notice to Tenant that the Expansion Space is substantially ready
for occupancy or upon the date that Tenant is actually occupying the Expansion
Space, whichever is earlier. Notwithstanding anything to the contrary herein, if
Landlord shall be delayed in substantially completing Landlord's Expansion Space
Work due to any acts and/or omissions of Tenant, including but not limited to
(i) Tenant's request for materials, finishes or installations other than
Landlord's standard, (ii) Tenant's changes in any plans, (iii) the performance
of work by a person, firm or corporation employed by Tenant and delays in the
completion of said work by said person, firm or corporation, (iv) Tenant's
delays in submitting any plans or specifications, and approving plans or
specifications or estimates, or in supplying information, (v) by reason of any
additional non-standard work requested by Tenant, then the effective date of
this First Lease Amendment shall be accelerated by the number of days of such
delay. Notwithstanding anything to the contrary herein, Tenant shall continue to
pay all rent and comply with all other terms and conditions of the Lease upon
the execution of this First Lease Amendment until the effective date of this
First Lease Amendment, at which time said terms and conditions shall be amended
as expressly provided herein.
7. Tenant shall be entitled to an additional eight (8) car spots in the
underground parking lot.
8. Tenant represents that it has dealt with no broker other than Xxxxxx &
Xxxxxxx, Inc. (hereinafter the "Broker") in connection with this First Lease
Amendment and Tenant hereby agrees to indemnify and hold Landlord harmless of
and from any and all losses, costs, damages or expense (including, without
limitation attorneys' fees and disbursements) incurred by Landlord by reason of
any claim of or liability to any other broker who claims to have dealt with
Tenant in connection with this First Lease Amendment. Landlord shall pay the
Broker such brokerage fee as may be due it pursuant to and in accordance with
Landlord's separate agreement with the Broker.
9. The security set forth in Section 36.01 of the Lease shall be increased
from $47,140.00 to $________________.
10. It is expressly understood and agreed that submission by Landlord of
the within First Lease Amendment is for review and execution by Tenant and shall
confer no rights nor impose any obligation on either party unless or until both
Landlord and Tenant shall have executed this First Lease Amendment and
duplicates and originals thereof shall have been delivered to the respective
parties hereto.
11. Except as otherwise set forth herein, all other terms and conditions
of the Lease are ratified, confirmed and remain in full force and effect.
IN WITNESS WHEREOF, the parties have signed and delivered this First
Lease Amendment as of the date first above written.
CMF CAPITAL COMPANY, L.L.C.
By: GE CAPITAL REALTY GROUP, INC.
its servicer
By:________________________________
Name:
Title:
ATC HEALTHCARE SERVICES, INC.
By:________________________________
Name:
Title:
SCHEDULE A
[Plan of Original Demised Premises and Expansion
Space to be Attached]
