Exhibit 10.7
THIRD LEASE AMENDMENT
STATE OF TEXAS
COUNTY OF DALLAS
THIS THIRD LEASE AMENDMENT is entered into as of the 1st day of
December, 1994 (the "Amendment Date"), by and between WESTERN ATLAS
INTERNATIONAL, INC., hereinafter referred to as "Landlord", and
CARRINGION LABORATORIES, INC., hereinafter referred to as "Tenant".
W I T N E S S E T H:
WHEREAS, by a lease dated August 30, 1991 (the "Lease Agreement"),
Landlord leased to Tenant the Leased Premises described in such Lease
Agreement; and
WHEREAS, the Lease Agreement was amended by a First Lease
Amendment, dated as of April 16, 1992 (the "First Amendment"), by and
between Landlord and Tenant; and
WHEREAS, the Lease Agreement was amended by a Second Lease
Amendment, dated as of September 23, 1993 (the "Second Amendment"), by
and between Landlord and Tenant; and
WHEREAS, the parties here to desire to further amend the Lease
Agreement as hereinafter provided for.
NOW, THEREFORE, for and in consideration of the premises and other
good and valuable consideration the receipt and adequacy of which are
hereby acknowledged, the parties hereto hereby agree that the said
Lease Agreement is amended and modified as follows:
1. Lease Term. Subparagraph 1(h) of the Lease Agreement is hereby
deleted in its entirety and the following is substituted in lieu
thereof:
(h) "Lease Term": The period commencing on the Amendment
Date and ending on January 31, 2000, unless sooner
terminated as provided in the Lease Agreement.
2. Minimum Rent. Subparagraph 1(k) of the Lease Agreement is here in
its entirety and the following is substituted lieu thereof:
(k) "Minimum Rent" shall mean the amount per monthly
rental per month specified below commencing on the
Amendment Date and continuing on or before the
first day of each month of the Lease Term hereof:
Monthly Annual
Months Rental $/Sq. Ft.
------ ------ ---------
Dec. 1994 $ -0- -0-
Jan. 1995 $ -0- -0-
Feb. 1995 - Jan. 1996 $21,631 $ 10.75
Feb. 1996 - Jan. 1997 $21,631 $ 10.75
Feb. 1997 - Jan. 1998 $22,637 $ 11.25
Feb. 1998 - Jan. 1999 $23,643 $ 11.75
Feb. 1999 - Jan. 2000 $23,643 $ 11.75
3. Overtime HVAC Charge. The phrase "$50.00 per hour" in subparagraph
1(m) of the Lease Agreement is hereby amended to read as follows:
"$10.00 per hour so long as the building central plant is
being operated for another tenant, of the building and if
such central plant is not being operated for another such
tenant, $25.00 per hour."
4. Supplemental After-Hours Air Conditioning System. Paragraph 5 of the
Lease Agreement is hereby amended by adding the following sentence to
the end of such Paragraph 5:
"Landlord shall on or prior to February 1, 1995, at
Landlord's sole cost, install a supplemental after-hours
air conditioning system for approximately 1,200 square
feet of the Leased Premises, in which case Tenant shall
be responsible for metered electrical usage of such air
conditioning system)"
5. Base Year. The Base Year defined in Paragraph 8 of the Lease
Agreement is hereby amended to delete "1992" (which reference was
amended by the Second Lease Amendment to "1993") and substitute in lieu
thereof "1994".
6. Audit of Operating Costs. Paragraph 8 of the Lease Agreement is
hereby amended by adding the following subparagraph to the end of such
Paragraph 8:
"Tenant shall have the right to examine and audit Landlord's
books and records pertaining to Landlord's determination of
Tenant's proportionate share of Excess Operating Costs by giving
Landlord written notice within one hundred and twenty (120) days
after Tenant's receipt of Landlord's statement to Tenant of
Tenant's proportionate share of Excess Operating Expenses for any
calendar year pursuant to the provisions of Paragraph B hereof.
Any such audit shall be conducted within one hundred and twenty
(120) days from the date of Tenant's notice and shall be
conducted during normal business hours in such a manner as not to
interfere with Landlord's operations. In the event such audit
reasonably concludes that Landlord has overstated the actual
Tenant's proportionate share of Excess Operating Costs by more
than five percent (5%) in any calendar year, Landlord shall
reimburse Tenant for the reasonable cost of such audit."
7. Cancellation Option. Paragraph 1 of Rider No, 1 to the Lease
Agreement is hereby deleted in its entirety.
8. Option to Extend. The references to "three (3) years" in Rider No. 2
to the Lease Agreement are hereby amended to be "five (5) years".
The Lease Agreement as hereby amended is hereby ratified and
confirmed by the parties hereto as being in full force and effect.
This Third Lease Amendment shall be binding on the parties hereto
and their respective successors and assigns; subject, however, to the
terms of the Lease Agreement as hereby amended.
EXECUTED as of the day first hereinabove set out.
LANDLORD TENANT
WESTERN ATLAS INTERNATIONAL. INC. XXXXXXXXXX LABORATORIES, INC.
By: /s/ By: /s/
----------------------------- -----------------------------
Name: ___________________________ Name: _______________________
Title: __________________________ Title: ______________________
