Exhibit 10.17
THIRD AMENDMENT TO LEASE
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(Extension of Lease Term)
THIS THIRD AMENDMENT TO LEASE ("Amendment") is executed as of the 13th
day of September, 2002, between BAY COLONY CORPORATE CENTER LLC, a Delaware
limited liability company ("Landlord") and LIONBRIDGE TECHNOLOGIES, INC., a
Delaware corporation ("Tenant").
RECITALS
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A. Shorenstein Management, Inc., as Trustee of SRI Two Realty Trust
("SMI"), as landlord, and Tenant, as tenant, entered into a written lease, dated
February 13, 1997, pursuant to which Tenant leased from SMI a portion of the
fourth (4th) floor of the building located at 000 Xxxxxx Xxxxxx, Xxxxxxx,
Xxxxxxxxxxxxx (the "Building"). The lease was amended by (i) a letter agreement,
between SMI and Tenant, dated March 28, 1997, which confirmed the commencement
date of the lease, (ii) a letter agreement, between Landlord (as successor to
SMI) and Tenant, dated January 29, 1999, pursuant to which the address for
notices to Landlord under the lease was changed, (iii) a First Amendment to
Lease, between Landlord and Tenant, dated June 29, 1999, pursuant to which
certain premises on the second (2nd) floor of the Building were substituted for
the original premises under the lease and the term of the lease was extended
through August 31, 2002 (which is the last day of the thirty-sixth (36th) full
calendar month following the substitution of the second (2nd) floor premises for
the original premises) and (iv) a Second Amendment to Lease, between Landlord
and Tenant, dated December 10, 1999, pursuant to which additional space located
on the second (2nd) floor of the Building was added to the lease. The lease, as
so amended, is referred to hereinafter as the "Lease." The premises presently
covered by the lease are referred to hereinafter as the "Premises." Capitalized
terms not otherwise defined herein shall have the meaning given them in the
Lease.
B. Landlord and Tenant presently desire to amend the Lease to provide
for the extension of the Lease term, for a portion of the Premises only, for an
additional period of four (4) years, commencing on September 1, 2002, and ending
on August 31, 2006.
NOW, THEREFORE, in consideration of the foregoing, the parties hereto
agree as follows:
1. Extension of Term as to Renewal Premises; Expiration of Lease as to
Terminated Premises. Effective as of the date hereof, the Lease term specified
in Paragraph 2.b. of the Lease is extended, as to the portion of the Premises
outlined on attached Exhibit A (the "Renewal Premises") only, for an additional
four (4) year period, commencing on September 1, 2002, and ending on August 31,
2006. The term of the Lease as to the portion of the Premises that is not
included in the Renewal Premises (the "Terminated Premises") shall expire on the
August 31, 2002 (the "Terminated Premises Expiration Date").
The parties acknowledge that, effective as of September 1, 2002, the
Terminated Premises will be leased by Landlord to Deutsche Financial Services
Corporation, a Nevada corporation ("Deutsche"), and that, as of such date,
Tenant is subleasing the Terminated Premises from Deutsche pursuant to a written
sublease, dated July 18 2002, between Tenant and Deutsche (the
"Deutsche/Lionbridge Sublease"). Accordingly, notwithstanding the expiration of
the Lease term as to the Terminated Premises and the provisions of Paragraph 20
of the Lease, Tenant shall not be required to vacate and surrender the
Terminated Premises to Landlord, but may remain therein after the Terminated
Premises Expiration Date in accordance with the provisions of the
Deutsche/Lionbridge Sublease.
2. Replacement of Exhibit A. Effective as of September 1, 2002, (a) the
Premises under the Lease shall consist solely of the Renewal Premises and (b)
Exhibit A attached hereto shall be substituted for Exhibit A presently attached
to the Lease.
3. Premises As-Is. Tenant shall accept the Renewal Premises in their
as-is condition and Landlord shall have no responsibility for performing any
improvements or renovations to the Premises as a result of the extension of the
Lease term as to the Renewal Premises.
4. Modification to Rent. To reflect the extension of the Lease term as
to the Renewal Premises, effective as of September 1, 2002, the Monthly Rent
provided for in Paragraphs 2.c. and 5 of the Lease shall be modified to be Two
Thousand Fifty Seven Dollars ($2,057.00) per month.
5. Modification of Tenant's Share, Base Year, Base Tax Year and
Tenant's Electrical Charge. To reflect the extension of the Lease term as to the
Renewal Premises, effective as of September 1, 2002, (i) Tenant's Share set
forth in Paragraph 2.e. of the Lease shall be .41%, (ii) the Base Year set forth
in Paragraph 2.f. of the Lease shall be the 2002 calendar year, (iii) the Base
Tax Year set forth in Paragraph
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2.f. of the Lease shall be the fiscal tax year ending June 30, 2002, and (iv)
Tenant's Electrical Charge set forth in Paragraph 2.i. of the Lease shall be
Eighty Eight and 83/100 Dollars ($88.83) per month.
6. Reduction in Security Deposit. Effective as of September 1, 2002,
the Security Deposit provided for in Paragraphs 2.d. and 6 of the Lease shall be
reduced from Eighteen Thousand Seventy-Eight Dollars ($18,078.00) to Four
Thousand One Hundred Fourteen Dollars ($4,114.00). The excess Thirteen Thousand
Nine Hundred Sixty Four Dollars ($13,964.00) presently held by Landlord as a
part of the Security Deposit shall be refunded by Landlord to Tenant on or
before September 30, 2002. Notwithstanding anything to the contrary in this
Paragraph 6, the Security Deposit shall not be reduced pursuant to the terms of
this Paragraph 6 if an Event of Default (or a breach of any provision of this
Lease by Tenant that subsequently matures into an Event of Default) exists as of
September 1, 2002.
7. Brokers. Tenant represents and warrants that it has negotiated this
Amendment directly with Shorenstein Realty Services, L.P., and has not
authorized or employed, or acted by implication to authorize or to employ, any
other real estate broker or salesman to act for Tenant in connection with this
Amendment. Tenant shall indemnify, defend and hold Landlord harmless from and
against any and all claims by any real estate broker or salesman other than
Shorenstein Realty Services, L.P., for a commission, finder's fee or other
compensation as a result of Tenant's entering into this Amendment.
8. Authority. If Tenant is a corporation, partnership, trust,
association or other entity, Tenant and each person executing this Amendment on
behalf of Tenant hereby covenants and warrants that (a) Tenant is duly
incorporated or otherwise established or formed and validly existing under the
laws of its state of incorporation, establishment or formation, (b) Tenant has
and is duly qualified to do business in Massachusetts, (c) Tenant has full
corporate, partnership, trust, association or other appropriate power and
authority to enter into this Amendment and to perform all Tenant's obligations
under the Lease, as amended by this Amendment, and (d) each person (and all of
the persons if more than one signs) signing this Amendment on behalf of Tenant
is duly and validly authorized to do so.
9. No Offer. Submission of this instrument for examination and
signature by Tenant does not constitute an offer to lease or to amend the Lease,
or a reservation of or option for lease or to amend the Lease, and is not
effective as a lease amendment or otherwise until execution and delivery by both
Landlord and Tenant.
10. Lease in Full Force and Effect. Except as provided above, the Lease
is unmodified hereby and remains in full force and effect.
IN WITNESS WHEREOF, the parties have executed this document as of the
date and year first above written.
Landlord: Tenant:
BAY COLONY CORPORATE LIONBRIDGE TECHNOLOGIES, INC., a
CENTER LLC, a Delaware Delaware corporation
limited liability company
By: Shorenstein Realty Services, L.P. By /s/ Xxxxx Xxxxxxxx
a California limited partnership, ------------------------------
its manager Name Xxxxx Xxxxxxxx
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By /s/ Xxxxxxx Xxxxxxxx Title Corporate Buyer
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Its Vice President
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EXHIBIT A
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Outline of Renewal Premises
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[DIAGRAM SHOWING "Renewal Premises"]
Bay Colony
000 Xxxxxx Xxxxxx - Xxxx. 0
Floor 02
Exhibit A
