EXHIBIT 10.13.3
FOURTH MODIFICATION OF LEASE AGREEMENT
This Fourth Modification of Lease Agreement ("Agreement"),
made this day of November, 2002, by and between METROPLEX ASSOCIATES, a New
Jersey partnership, having an address c/o of Atlantic Realty Development
Corporation, 00 Xxxxxxxxxx Xxxxxx Xxxxx, Xxxxxxxxxx, Xxx Xxxxxx 00000 (the
"Landlord"), and HANOVER CAPITAL MORTGAGE CORPORATION., a Missouri corporation,
having an address at Metroplex Corporate Center I, 000 Xxxxxxxxx Xxxxx, Xxxxxx,
Xxx Xxxxxx 00000 (the "Tenant").
W I T N E S S E T H:
WHEREAS, by lease dated March 9, 1994 (the "Original Lease"),
Landlord leased to Tenant and Tenant hired from Landlord certain premises (the
"Original Space") having a gross rentable area of approximately 5,834 square
feet constituting a portion of the third floor of the building (the "Building")
known as Metroplex Corporate Center I, 000 Xxxxxxxxx Xxxxx, Xxxxxx, Xxx Xxxxxx
00000; and
WHEREAS, by document entitled "First Modification and
Extension of Lease Agreement", dated February 28, 1997 (the "First
Modification"), the term of the Lease was extended until 6:00 p.m. on June 30,
2002; and
WHEREAS, by document entitled "Second Modification and
Extension of Lease Agreement", dated April 22, 2002 (the "Second Modification"),
the term of the Lease was extended until 6:00 p.m. on April 30, 2005; and
WHEREAS, by document entitled "Third Modification of Lease
Agreement", dated May 8, 2002 (the "Third Modification"), Landlord leased to
Tenant certain additional space having a gross rentable area of approximately
777 square feet located on the third floor of the Building (the "Additional
Space"); and
WHEREAS, the Original Space and the Additional Space are
herein collectively referred to as the "Premises"); and
WHEREAS, the Original Lease, the First Modification, the
Second Modification and the Third Modification are herein collectively referred
to as the "Lease"; and
WHEREAS, Landlord and Tenant desire to further modify the
Lease as hereinafter provided;
NOW, THEREFORE, for and in consideration of the above
premises, the mutual covenants hereinafter contained, and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Landlord and Tenant hereby agree as follows:
1. Premises. Upon the New Space Commencement Date (as
said term is hereinafter defined), the definition and description of the
Premises in the Lease shall be modified and amended (i) to delete the Additional
Space, and (ii) to include certain additional premises having a gross rentable
area of approximately 3,890 square feet constituting a portion of the second
floor of the Building (the "New Space"), which New Space is more particularly
described on Exhibit A annexed hereto. As a result of the foregoing, the
definition and description of the Premises in the Lease, shall, as of the New
Space Commencement Date, refer to the Original Space described in the Original
Lease together with the New Space described herein, and shall have a gross
rentable area of approximately 9,724 square feet.
2. Term. (a) The term for the New Space shall commence
on the date (the "New Space Commencement Date") Landlord delivers possession of
the New Space to Tenant with the New Space Work (as said term is hereinafter
defined), exclusive of so-called "punchlist" items, substantially completed. The
New Space Work shall be deemed substantially completed at such time as the only
items of New Space Work to be completed are those which will not
substantially interfere with Tenant's use and occupancy of the New Space.
Notwithstanding the foregoing, should Landlord be delayed in delivering
possession of the New Space to Tenant, or in substantially completing the New
Space Work, by reason of Tenant's delay, lack of cooperation, request for
changes in the New Space Work, or the performance of work by anyone employed or
engaged by Tenant, or by reason of any other act or omission of Tenant, the New
Space Commencement Date shall be the date which is the earlier of (i) the date
when Landlord delivers possession of the New Space to Tenant with the New Space
Work, exclusive of so-called "punchlist" items, substantially completed as
hereinabove provided, or (ii) the date when Landlord would have delivered
possession of the New Space to Tenant with the New Space Work, exclusive of
so-called "punchlist" items, substantially completed but for the occurrence of
any Tenant delay referred to above. The term for the New Space shall be
co-terminus with the term of the Lease (ie, expiring at 6:00 p.m. on April 30,
2005).
(b) On the New Space Commencement Date, the Lease shall
be terminated with respect to the Additional Space. All Fixed Rent, additional
rent and other charges required to be paid by Tenant with respect to the
Additional Space shall be paid and all of Tenant's other obligations under the
Lease with respect to the Additional Space shall be performed, up to and
including the New Space Commencement Date. Tenant shall, on or before the New
Space Commencement Date, surrender the Additional Space to Landlord in the
condition in which the Premises are required to be surrendered by Tenant in
accordance with the provisions of the Lease. Failure of Tenant to comply with
its obligations pursuant to this Section 2(b) shall constitute a default by
Tenant under the Lease. In addition, in the event Tenant fails to surrender the
Additional Space to Landlord as aforesaid on or before the New Space
Commencement Date, in addition to any damages to which Landlord may be entitled
or other remedies Landlord may have by law, Tenant shall pay to Landlord a
rental for the period it remains in possession of the Additional Space after the
New Space Commencement Date, at the rate of (i) twice the Fixed Rent then being
paid by Tenant allocable to the Additional Space, plus (ii) all items of
additional rent and other charges then being paid by Tenant allocable to the
Additional Space. Nothing herein contained shall be deemed to give Tenant any
right to remain in possession of the Additional Space after the New Space
Commencement Date. Landlord shall not be required to deliver possession of the
New Space to Tenant unless and until Tenant has complied with its obligations
pursuant to this Section 2(b); however, in no event will the New Space
Commencement Date be delayed as a result thereof.
3. Fixed Rent. (a) Commencing on the New Space
Commencement Date and continuing through April 30, 2005, Tenant shall pay to
Landlord Fixed Rent for the New Space in an amount equal to the product of the
gross rentable area of the New Space multiplied by $15.50 per square foot (ie.
3,890 square feet x $15.50 = $60,295.00 per annum/$5,024.58 per month). In
addition to the Fixed Rent payable for the New Space as hereinabove set forth,
Tenant shall continue to pay to Landlord Fixed Rent for the Original Space at
the rates set forth in the Second Modification.
(b) Fixed Rent shall be payable in equal monthly
installments, as aforesaid, in advance on the first day of each and every
calendar month of the term of the Lease in lawful money of the United States of
America in the office of Landlord or at such other place as may hereafter be
designated by Landlord. Fixed Rent shall be paid to Landlord without notice or
demand and without deduction, setoff or other charge therefrom or against the
same.
4. Proportionate Share. The Lease is amended to provide
that effective as of the New Space Commencement Date, provided that Tenant has
vacated the Additional Space in accordance with the terms hereof, Tenant's
Proportionate Share, as defined in Article 3 of the Original Lease, shall be
changed from 5.25 % to 7.73 %. If Tenant has not vacated the Additional Space in
accordance with the terms hereof, Tenant's Proportionate Share shall be 8.35 %
until such time as Tenant vacates the Additional Space in accordance with the
terms hereof.
5. Insurance. The Lease is supplemented to provide that
Tenant shall, at its cost and expense, procure all policies of insurance for the
purpose of insuring the New Space in accordance with the terms set forth in
Article 4 of the Original Lease. Policies of such insurance,
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or certificates thereof, together with reasonable evidence of premium payment
therefor, shall be delivered to Landlord upon execution of this Agreement.
6. Additional Rent. All provisions for the payment of
additional rent set forth in the Lease, including, without limitation, all
provisions pertaining to the payment of "Operating Costs" and "taxes" (as said
terms are defined in Article 18 of the Lease) shall continue to apply without
modification, except as may be set forth herein.
7. Electric Charges. The Lease is supplemented to
provide that from and after the New Space Commencement Date, in addition to
Tenant's obligation to pay all charges for electricity, light, heat or other
utility used by Tenant at the Original Space, Tenant shall also pay, as
additional rent, all charges for electricity, light, heat or other utility used
by Tenant at the New Space. If electric energy consumed in the New Space is not
separately metered, either by the utility company or by Landlord, and billed to
Tenant, Tenant shall pay Landlord for such electric energy the sum of $4,862.50
per annum (ie, $1.25 per square foot of gross rentable area of the New Space)
in equal monthly installments of $405.21 each on the first day of each month
during the term of the Lease commencing on the New Space Commencement Date. Such
sum of $4,862.50 shall be subject to increase in accordance with increases in
electric charges payable by Landlord. In addition, either Landlord or Tenant
may, at any time, at its sole cost and expense, engage an electrical consultant,
approved by Landlord, to make a survey of the electric energy demand in the New
Space and to determine the average monthly electric consumption in the New
Space. The findings of said consultant as to the average monthly electric
consumption of Tenant shall be deemed conclusive and binding upon the parties.
From and after said consultant has submitted its report, Tenant shall pay to
Landlord, as additional rent, on the first day of each month during the balance
of the term of the Lease (or until another such survey is performed or a
separate electric meter is installed for the New Space), in advance, the amount
set forth in the survey as the monthly electric consumption.
8. Brokerage Commission. Tenant warrants and represents
that it has not dealt or negotiated with any real estate broker or salesman in
connection with this Agreement other than Newmark Real Estate of New Jersey,
L.L.C. (the "Broker") or representatives thereof. Tenant shall and hereby does
indemnify and hold Landlord harmless from and against any real estate
commissions, fees, charges or the like, or claims therefor, including any and
all costs incurred in connection therewith, arising out of the within
transaction payable to any party other than the Broker except to the extent any
such claim or commission is based solely upon Landlord's acts. Landlord shall
pay any commission due to the Broker pursuant to a separate agreement.
9. New Space Work. Landlord shall, at its cost and
expense, perform the following work at the New Space ("New Space Work"): (i)
paint throughout the entire New Space plus two (2) rooms in the Original Space
using Building standard paint, (ii) tape and glue carpet where necessary in the
New Space, and (iii) reinstall lower cabinet door in the New Space. In addition
to the New Space Work, Landlord shall, within a reasonable period of time after
written request by Tenant, at Tenant's cost and expense, core the floor of the
New Space for cables (the "Cable Work"). Landlord's cost to perform the Cable
Work shall be based on Landlord's time and materials. Tenant shall pay Landlord
Landlord's Cost to perform the Cable Work within ten (10) days of being billed
therefor by Landlord. It is expressly understood and agreed to by and between
the parties hereto that, except for the New Space Work, Tenant shall accept
possession of the New Space in its present condition "as is", and Landlord shall
not be obligated to perform any additional work of any type or nature whatsoever
in connection with this Agreement. Tenant shall, at its cost and expense, obtain
any governmental permits and approvals which may be required for its use or
occupancy of the New Space.
10. Right of First Notification. Tenant's Right of First
Notification, set forth in the First Modification and the Second Modification,
shall not apply to the New Space.
11. Defined Terms. The terms used in this Agreement and
not defined herein shall have the respective meanings indicated in the Lease,
unless the context requires otherwise.
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12. No Other Changes. The intent of this Agreement is
only to modify and amend those provisions of the Lease as herein specified.
Except as herein specifically modified, changed and amended, all of the terms
and conditions of the Lease shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have duly executed this
Fourth Modification of Lease Agreement as of the day and year first above
written.
WITNESS: METROPLEX ASSOCIATES
(Landlord)
By: /s/ Xxxxx Xxxxxxx, Partner
___________________________________ ----------------------------
Xxxxx Xxxxxxx, Partner
ATTEST: HANOVER CAPITAL MORTGAGE CORP.
(Tenant)
By: /s/ Xxxx Xxxxxxxx,
By:________________________________ ----------------------------
Xxxx Xxxxxxxx, President
Name:______________________________
Title:_____________________________
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EXHIBIT A
ADDITIONAL SPACE
[FLOOR MAP]
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