Exhibit 10.1
FIRST AMENDMENT TO LEASE AGREEMENT
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THIS FIRST AMENDMENT TO LEASE AGREEMENT (this "Amendment")
is made as of this 9th day of April, 2001, by and between ANY
TRAVEL, INC., an Arizona corporation ("Landlord") having a
notice address at 000 Xxxxx Xxxxxx, Xxxxxxxxxx, Xxxxxxxxxxxx
00000, and SUNQUEST INFORMATION SYSTEMS, INC., a Pennsylvania
corporation ("Tenant") having offices at 0000 Xxxxxxxxxx Xxxx.,
Xxxxxxxxx, Xxxxxxxxxxxx 00000 and 0000 X. Xxxxxxxx Xxxx., Xxxxxx,
Xxxxxxx 00000.
W I T N E S S E T H:
WHEREAS, Landlord and Tenant entered into that certain triple net
lease agreement, dated as of the 17th day of September, 1991 (the
"Lease"), whereby Landlord leased to Tenant the Premises
identified therein during an original lease Term expiring on
September 16, 1996; and
WHEREAS, as permitted under and pursuant to the Lease, Tenant
exercised its option to renew and extend the Lease for the five-
year Renewal Term set forth in the Lease, which Renewal Term is
currently set to expire on September 16, 2001; and
WHEREAS, pursuant to the terms and conditions set forth herein,
the parties are desirous of further renewing and extending the
Lease for an additional period of five years beyond the Renewal
Term.
NOW, THEREFORE, for good and valuable consideration, the
receipt and legal sufficiency of which are hereby acknowledged,
the parties hereto, intending to be legally bound hereby, do
hereby agree as follows:
1. DEFINITIONS. Each capitalized term used in this Amendment
shall have the same meaning as is ascribed to such capitalized
term in the Lease, unless otherwise provided for herein.
2. EXTENSION OF LEASE TERM. The term of the Lease is extended
and renewed beyond the Renewal Term for a period of an additional
five (5) years, to follow consecutively upon the end of the
Renewal Term, to September 16, 2006 (the "Second Renewal Term").
Upon extension and/or renewal of the Lease pursuant to this
paragraph, the Lease shall be deemed and shall forthwith be
renewed with the same force and effect as if the expiration date
of the Lease as so extended had been originally specified in the
Lease as the expiration date of the Lease and all of the terms,
covenants, conditions and provisions of the Lease shall continue
in full force and effect, except as otherwise provided in this
Amendment.
3. RENT. Section 3.1 of the Lease is amended by adding the
following at the end of said section: "Subject to annual
adjustment for changes in the cost of living computed as set
forth in Section 3.2 below, effective September 17, 2001 and
thereafter, Tenant promises and agrees to pay to Landlord in
lawful money of the United States of America, a net annual Rent
of One Million Two Hundred Forty Nine Thousand Four Hundred Fifty
Two Dollars ($1,249,452) for each year of the Second Renewal
Term, payable in monthly installments of One Hundred Four
Thousand One Hundred Twenty One Dollars ($104,121) each; provided
that, notwithstanding anything to the contrary set forth in
Section 3.2, the Rent as set forth in this sentence for the first
year of the Second Renewal Term shall also be increased (but not
decreased) by multiplying the Rent set forth in this sentence by
a fraction, the numerator of which will be the most recent
Consumer Price Index on or before September 17, 2001 and the
denominator of which will be the most recent Consumer Price Index
on or before September 17, 2000."
4. MISCELLANEOUS REFERENCES. Section 3.2(d) of the Lease is
amended by deleting the words "of the Term" therefrom. Section
3.2(e) of the Lease is amended by adding the words "and each
succeeding year of any Renewal Term" after the words "all
succeeding years of the Term," and by adding the words "or
Renewal Term, as applicable," after the words "for the preceding
year of the Term." Section 3.4(a) of the Lease is amended by
adding the words "or Renewal Term, as applicable" after the word
"Term" in the last sentence thereof. Section 5.2 of the Lease is
amended by replacing the word "term" therein with the words
"Term, and any Renewal Term,". Sections 3.5, 13.2 and 14.3 and
15.2 of the Lease are amended by adding the words "and/or any
Renewal Term" after the word(s) "Term" in said sections. The
provisions of this paragraph 4 shall be effective as of September
17, 1991.
5. NOTICES. Effective as of the date of this Amendment,
Section 17.1 of the Lease is revised to reflect the current
addresses of the parties for purposes of notice under the Lease,
as follows:
If to Landlord:
Xxxx X. Xxxxxxx, Executive Vice President
Any Travel, Inc.
000 Xxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
If to Tenant:
Sunquest Information Systems, Inc.
0000 Xxxxxxxxxx Xxxx.
Xxxxxxxxx, XX 00000
Attn: Chief Financial Officer
with a copy to:
Sunquest Information Systems, Inc.
0000 X. Xxxxxxxx Xxxx.
Xxxxxx, XX 00000
Attn: Chief Executive Officer
6. REFERENCES TO RENEWAL TERM. All references in the Lease to
"Renewal Term" shall be deemed to include the Renewal Term (as
defined in the Lease), and the Second Renewal Term.
7. LEASE RATIFICATION. The parties hereby affirm and ratify in
all other respects, except as herein modified or amended, the
Lease. To the extent that any provisions in the Lease are
inconsistent with any terms in this Amendment, the terms of this
Amendment shall govern.
8. ENTIRE AGREEMENT. This Amendment and the Lease constitute
the entire agreement of the parties and supersede all prior
proposals and discussions.
9. BINDING EFFECT. The Lease, as amended hereby, shall
continue in full force and effect, subject to the terms and
provisions thereof and hereof. This Amendment shall be binding
upon and inure to the benefit of Landlord, Tenant and their
respective successors and permitted assigns.
IN WITNESS WHEREOF, and intending to be legally bound
hereby, the parties have duly executed the Amendment as of this
9th day of April, 2001.
ANY TRAVEL, INC.:
By: /s/ Xxxx X. Xxxxxxx
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Title: Executive Vice President
SUNQUEST INFORMATION SYSTEMS, INC.:
By: /s/ Xxxx X. Xxxxxx
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Title: President & Chief Operating Officer
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