Exhibit 10.21
SECOND LEASE AMENDMENT
This Second Lease Amendment is made as of the 14th day of June, 2001, between
XXXXXXX X. XXXXXXXX, XXXX XXX XXXXXXX, XXXXXXX X. XXXX AND XXXXXXXX, LTD., a
Washington Limited Partnership ("Landlord") and OCULAR SCIENCES, INC., a
California corporation ("Tenant").
RECITALS
1. WHEREAS, Landlord and Tenant are the parties to a Lease dated May 18,
1995, commencing November 1, 1995, by which Landlord let to Tenant the
Premises comprised of the entire building located at 000 Xxxxxx Xxxxxx,
Xxxxx Xxx Xxxxxxxxx, Xxxxxxxxxx outlined in Paragraph 1 of the Lease.
2. WHEREAS, the Tenant agreed to modify the Lease on the terms and
conditions set forth in the First Lease Amendment dated January 25, 1999,
as so amended (the "Lease").
3. WHEREAS, the Lease by its terms expires on December 31, 2002 and the
Tenant agrees to extend the term of the Lease on the terms and conditions
set forth hereinafter.
AGREEMENT
NOW, THEREFORE, IN CONSIDERATION of the mutual covenants and agreements herein
contained and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Landlord and Tenant agree as follows:
1. The term of the Lease will be extended for a period of approximately
fifty-four and one-half (54.5) months, commencing June 15, 2001 and
expiring on December 31, 2005.
2. For the extension period, the monthly Base Rent contained in the Lease
is hereby amended and the following Base Rent schedule is substituted
therefor:
June 15, 2001 through December 31, 2001 $78,283.00 per month
January 1, 2002 through December 31, 2002 $80,552.00 per month
January 1, 2003 through December 31, 2003 $125,934.00 per month
January 1, 2004 through December 31, 2004 $129,330.00 per month
January 1, 2005 through December 31, 2005 $136,145.00 per month
3. The total square footage of the Premises will be adjusted from 152,145
rentable square feet to 113,454 rentable square feet. The adjustment
comes from the Tenant's surrender of the second floor of the building
as indicated by the attached floor plan, Exhibit A.
4. Tenant's Proportionate Share of the Project shall be changed from 100%
to 74.57%.
5. Landlord will not be responsible for any improvements to the Premises.
Tenant shall be responsible for all costs, up to $25,000, associated
with the demising the Premises
including, but not limited to, construction of a demising wall and
electrical separation of the original premises into two distinct
spaces.
6. Tenant shall have the right to 130 parking spaces with 27 of those
spaces as reserved parking spaces. The unreserved spaces will be on a
non-exclusive first come, first serve basis. The reserved parking
allotment shall be defined and detailed in Exhibit B.
7. Tenant shall have the option to further extend the Lease for one period
of an additional two (2) years ("Extension Term") on the terms and
conditions of the Lease except as provided below:
(a) Tenant shall provide Landlord with 300 days prior written
notice of its exercise of such option to extend the Lease,
which notice shall be irrevocable.
(b) Tenant shall not be in material default of Lease at the time
of the notice or at the time of commencement of Extension
Term.
(c) The square footage during the Extension Term shall be
increased to 152,145 square feet comprising the entire
Building.
(d) The Base Rent for the first year of the Extension Term shall
be $196,267 per month. The Base Rent for the second year of
the Extension Term shall be $203,874 per month.
(e) There shall be no further rights to extend the Lease.
(f) Tenant shall accept the Premises in its "as is" condition.
Landlord shall not be obligated to pay for any improvements.
(g) Tenant's Proportionate Share of the Project shall increase to
100%.
(h) If Tenant fails to exercise the option strictly in accordance
with these terms, the option shall be deemed waived.
8. This Amendment sets forth the entire agreement between the parties with
respect to the matters set forth herein. There have been no additional
oral or written representations or agreements. Under no circumstances
shall Tenant be entitled to any Rent abatement, improvement allowance,
leasehold improvements, or other work to the Premises, or any similar
economic incentives that may have been provided to the Tenant in
connection with entering into the Amendment, unless specifically set
forth in this Amendment.
9. Except as herein modified or amended, the provisions, conditions and
terms of the Lease shall remain unchanged as amended and hereby remain
in full force and effect.
10. In case of any inconsistency between the provisions of the Lease and
this Amendment, the provisions of this Amendment shall govern and
control. Under no circumstances shall this Amendment be deemed to grant
Tenant any further right to extend the Lease.
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11. Tenant hereby agrees to indemnify and hold Landlord harmless from all
claims of any real estate brokers who may have represented Tenant in
connection with this Amendment.
IN WITNESS WHEREOF, Landlord and Tenant have duly executed this Amendment as of
the day and year first written above.
LANDLORD: TENANT:
XXXXXXX X. XXXXXXXX, XXXX OCULAR SCIENCES, INC., a
XXX XXXXXXX, XXXXXXX X. XXXX California corporation
AND MCDONALD, LTD., a
Washington limited partnership
Xxxxxxx X. XxXxxxxx
Name: /s/ S.D. McDonald Name: /s/ Xxxxx Xxxxxxx
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Title: Title: VP Operations
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Xxxx Xxx Xxxxxxx
Name: /s/ Xxxx Xxx Xxxxxxx
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Title: Trustee
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Xxxxxxx X. Xxxx
Name: /s/ Xxxxxxx X. Xxxx
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Title:
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MCDONALD, LTD.
Name: /s/ S.D. XxXxxxxx
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Title:
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