1
EXHIBIT 10.16
FOURTH AMENDMENT OF LEASE
THIS FOURTH AMENDMENT OF LEASE (this "Amendment") dated as of
January 14, 1997 between 0000 XXXXXXXX ASSOCIATES L.P., a Delaware limited
partnership having an office c/o Mendik Realty Company, Inc., 000 Xxxxxxx
Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("Landlord") and THE MUTUAL LIFE INSURANCE
COMPANY OF NEW YORK, a New York corporation having an office at 0000 Xxxxxxxx,
Xxx Xxxx, Xxx Xxxx 00000 ("Tenant").
WITNESSETH:
WHEREAS, by Agreement of Lease, dated as of December 17, 1990
(the "Original Lease"), as amended by an Amendment of Lease, dated as of April
26, 1996 (the "First Amendment"), a Second Amendment of Lease. dated as of
August 6. 1996 (the "Second Amendment") and a Third Amendment of Lease, dated as
of December 18, 1996 (the "Third Amendment"; the Original Lease, as amended by
the First Amendment, the Second Amendment and the Third Amendment, is
hereinafter collectively referred to as the "Lease"), Landlord leased to Tenant,
and Tenant hired from Landlord, certain premises (the "Premises") as more
particularly described in the Lease, in the building known as and by the address
0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx (the "Building"); and
WHEREAS, Tenant has requested, and Landlord has agreed, on the
terms and conditions hereinafter contained, to modify the Lease as hereinafter
provided.
NOW, THEREFORE, in consideration of the mutual covenants
contained herein and in the Lease, of Ten Dollars ($10) and of other good and
valuable consideration, the mutual receipt and legal sufficiency of which are
hereby
2
acknowledged, the parties hereto, for themselves, their legal representatives,
successors and assigns, hereby agree as follows:
1. Unless otherwise defined herein, all capitalized terms used herein
shall have the meanings ascribed to such terms in the Lease.
2. Effective as of the date hereof, the lease is hereby amended as
follows:
(i.) In Section 3(C) of the Second Amendment, the phrase
"June, 1997 through May, 1998" is hereby deleted and the phrase "January, 1998
through December, 1998" is hereby inserted in lieu thereof.
(ii.) In Section 4(C) of the Second Amendment (x) the phrase
"first twelve (12)" is hereby deleted and (y) the following is hereby inserted
at the end of Section 4(C): "to be applied in twelve (12) equal monthly
installments against Fixed Rent payable with respect to the Seventh Floor
Premises for the months of January, 1998, through December, 1998."
(iii.) In each of Sections 3(E)(1) and 4(E)(1) of the Second
Amendment, the phrase "One Million Two Hundred Thirty Thousand Four Hundred
Eighty Dollars ($1,230,480)" is hereby deleted and the phrase "One Million Two
Hundred Ninety Thousand Four Hundred Eighty Dollars ($1,290,480)" is hereby
inserted in lieu thereof.
(iv.) In each of Sections 3(E)(2) and 4(E)(2) of the Second
Amendment, the phrase "$1,230,480" is hereby deleted and the phrase "$1,290,480"
is hereby inserted in lieu thereof.
3. Each party represents and warrants to the other that it has not
dealt with any broker or person in connection with this Amendment other than
Xxxxxxx &
2
3
Wakefield, Inc. ("Broker"). The execution and delivery of this Amendment by each
party shall be conclusive evidence that such party has relied upon the foregoing
representation and warranty. Tenant shall indemnify and hold Landlord harmless
from and against any and all claims for commission, fee or other compensation by
any person or broker (other than Broker) who shall claim to have dealt with
Tenant in connection with this Amendment and for any and all costs incurred by
Landlord in connection with such claims, including, without limitation,
reasonable attorneys' fees and disbursements. Landlord shall indemnify and hold
Tenant harmless from and against any and all claims for commission, fee or other
compensation by any person or broker (including, without limitation, the Broker)
who shall claim to have dealt with Landlord in connection with this Amendment
and for any and all costs incurred by Tenant in connection with such claims,
including, without limitation, reasonable attorneys' fees and disbursements. The
provisions of this Paragraph shall survive the Expiration Date.
4. The provisions of Section 37.2 of the Lease are hereby
incorporated by reference in this Amendment, as if set forth in full in this
Amendment, except that all references therein to the Lease shall be deemed to be
references to the Lease as amended by this Amendment.
5. The Lease, as amended by this Amendment, constitutes the
entire understanding between the parties hereto with respect to the Premises and
may not be waived, changed, modified or discharged orally but only by an
agreement in writing signed by the party against whom enforcement of any such
waiver, change, modification or discharge is sought.
3
4
6. This Amendment shall not be binding on or enforceable
against either party unless and until both parties shall have executed and
delivered a fully executed counterpart of this Amendment.
7. As modified by this Amendment, the Lease and all covenants,
agreement terms and conditions thereof shall remain in full force and effect and
are hereby in all respects ratified and confirmed.
IN WITNESS WHEREOF, Landlord and Tenant have duly executed
this Amendment as of the day and year first above written.
0000 XXXXXXXX ASSOCIATES L.P.
By: Mendik 1740 Corp., a general partner
By: /s/ Xxxxx Xxxxxxxxx
----------------------------------
Name: Xxxxx X. Xxxxxxxxx
Title: President
THE MUTUAL LIFE INSURANCE
COMPANY OF NEW YORK
By: /s/ Xxxx Xxxxx
------------------------------
Name: Xxxx Xxxxx
Title: VP
4
5
STATE OF NEW YORK )
) ss:
COUNTY OF NEW YORK )
On the 10th day of January, 1997, before me personally came Xxxx Xxxxx, to me
known, who, being by me duly sworn, did depose and say that he resides at 0000
Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000; that he is the Vice President Corporate
Services of THE MUTUAL LIFE INSURANCE COMPANY OF NEW YORK, the corporation
described and which executed the foregoing instrument; and that he signed his
name thereto by order of the board of directors of said corporation.
/s/ Xxxxxxxx X. Xxxxxxxx
Notary Public
Stamped:
Xxxxxxxx X. Xxxxxxxx
Notary Public, State of New York
No. 00-0000000
Qualified in New York County
Term Expires February 28, 0000
XXXXX XX XXX XXXX )
) ss:
COUNTY OF NEW YORK )
On the 14th day of January 1997 before me personally came Xxxxx X. Xxxxxxxxx, to
me known, who, being by me duly sworn, did depose and say that he resides at
0000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx; that he is President of Mendik 1740 Corp.,
the corporation which is a general partner of 0000 XXXXXXXX ASSOCIATES L.P., the
limited partnership described in and which executed the foregoing instrument;
and that he
6
signed his name thereto by order of the board of directors of said corporation
and as the act and deed of said partnership.
/s/ Xxxxxxxx X. Xxxxxx
----------------------
Notary Public
Stamped:
Xxxxxxxx X. Xxxxxx
Notary Public, State of New York
No. 01005837979
Qualified in New York County
Commission Expires
October 13,1998
2
