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Exhibit 10.14
SECOND AMENDMENT TO LEASE AGREEMENT
AMENDMENT dated February 6, 1995 to Lease Agreement dated the 23rd day
of April, 1992 between 0000 Xxxxxxxx Realty Co. (the "Landlord") and The
Princeton Review, Inc. (the "Tenant"), as amended (the "Lease").
W I T N E S E T H:
WHEREAS, the Landlord and the Tenant desire to further amend the Lease
to provide for the Tenant to lease a portion of the western half of the fourth
floor not previously demised under the Lease, formerly occupied by Atcom, (the
"New Fourth Floor West Premises"), of the building (the "Building") known as
0000 Xxxxxxxx, Xxx Xxxx, XX in which the premises that are demised under the
Lease are situated, all as set forth on Exhibit A annexed hereto, and to
otherwise amend the Lease, and all on the terms herein and in the Lease set
forth,
NOW, THEREFORE, In consideration of the premises and the mutual
covenants contained herein, the sufficiency of which is hereby acknowledged, the
parties hereto hereby agree as follows:
1. Each capitalized term used herein and not defined shall have
the definition set forth in the Lease.
2. (a) The New Fourth Floor West Premises shall be included in
the demised premises under the Lease for all purposes under the Lease, except to
the extent that any provision in the Lease pertains only to the premises demised
under the original Lease, or the first amendment thereto, including, without
limitation, Articles 64, 122, 125, 136(c) (subject to Section 9 below), and 137,
which Articles shall not apply to any premises demised under this Amendment.
Subject to Section 6 hereof, the term of the Lease with respect to the New
Fourth Floor West Premises shall commence on February 1, 1995 and expire on
January 31, 2005.
(b) The term under the Lease shall be extended until January
31, 2005.
3. (a) The minimum annual base rent for the New Fourth Floor West
Premises shall be payable as provided in the Lease as follows:
From February 1, 1995 to January 31, 1996 $40,000.00 per annum;
From February 1, 1996 to January 31, 1997 $41,000.00 per annum;
From February 1, 1997 to January 31, 1998 $42,000.00 per annum;
From February 1, 1998 to January 31, 1999 $43,000.00 per annum;
From February 1, 1999 to January 31, 2000 $44,000.00 per annum;
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From February 1, 2000 to January 31, 2001 $45,000.00 per annum;
From February 1, 2001 to January 31, 2002 $46,000.00 per annum;
From February 1, 2002 to January 31, 2003 $47,000.00 per annum;
From February 1, 2003 to January 31, 2004 $48,000.00 per annum; and
From February 1, 2004 to January 31, 2005 $49,000.00 per annum.
(b) The minimum annual base rent for the original premises on
the northern side of the third floor shall be payable as provided in the Lease
as follows:
From July 1, 2002 to June 30, 2003 $104,000.00 per annum;
From July 1, 2003 to June 30, 2004 $106,400.00 per annum;
From July 1, 2004 to January 31, 2005 $108,800.00 per annum, prorated
for seven months.
(c) The minimum annual base rent for the New Third Floor
Premises (as defined in the first amendment) shall be payable as provided in the
Lease as follows: from March 1, 2004 to January 31, 2005, $110,743.00.
(d) The minimum annual base rent for the Fourth Floor Premises
(as defined in the first amendment) shall be payable as provided in the Lease as
follows: from March 1, 2004 to January 31, 2005, $24,000.00.
4. In applying Article 134 to the New Fourth Floor West Premises,
the percentage shall be 6.25%, and with regard to the New Fourth Floor West
Premises, under Article 134 the Base Tax Year shall be the 1994/1995 New York
City fiscal year.
5. The lease of the New Fourth Floor West Premises shall become
effective upon the earlier of the date that the Architect certifies that the
Landlord's New Work (hereinafter defined) on the New Fourth Floor West Premises
is substantially complete or Tenant's taking possession thereof. The "Architect"
is the architect who prepares the plans and specifications for the Landlord's
New Work.
6. The Tenant shall have the option from time to time to cancel
and terminate the Lease with respect to any of the following: the premises
demised under the original Lease, the New Third Floor Premises, the Fourth Floor
Premises and/or the New Fourth Floor West Premises, effective upon any date from
and after February 1, 2000, on the following conditions: Tenant shall send
written notice to the Landlord at least six months prior to the effective
termination/cancellation date (TIME BEING OF THE ESSENCE) by registered or
certified mail,
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return receipt requested, specifying the portion of the premises demised under
the Lease with respect to which the Lease is to be canceled and the date set for
cancellation. Such option may be exercised with respect to different spaces at
different times. Upon notice properly given under this paragraph 6, provided
Tenant shall have made the appropriate payment set forth below, then the Lease
shall terminate with respect to the portion of the premises specified in the
notice as if the termination date were the date initially set forth herein for
the expiration of the lease of that portion of the premises. The payments are as
follows:
EFFECTIVE DATE BETWEEN PAYMENT
Original third floor north
premises: 2/1/00 to 1/31/01 $62,500
2/1/01 to 1/31/02 $37,500
2/1/02 to 1/31/03 $12,500
2/1/03 to 1/31/05 $-0-
New Third Floor Premises: 2/1/00 to 1/31/01 $100,000
2/1/01 to 1/31/02 $75,000
2/1/02 to 1/31/03 $50,000
2/1/03 to 1/31/04 $25,000
2/1/04 to 1/31/05 $-0-
Fourth Floor Premises: 2/1/00 to 1/31/01 $16,000
2/1/01 to 1/31/02 $12,000
2/1/02 to 1/31/03 $8,000
2/1/03 to 1/31/04 $4,000
2/1/04 to 1/31/05 $-0-
New Fourth Floor West Premises:
2/1/00 to 1/31/01 $62,500
2/1/01 to 1/31/02 $50,000
2/1/02 to 1/31/03 $37,500
2/1/03 to 1/31/04 $25,000
2/1/04 to 1/31/05 $12,500
In the event of any such cancellation, Landlord shall construct a new demising
wall that shall, on the side facing into the premises demised under the Lease,
match the decor of the premises demised under the Lease.
7. The Landlord shall at its own cost and expense: (a) perform
the renovations in the demised premises in accordance with the plans, notes and
specifications attached hereto, (b) install independent meters (i.e. meters
billed directly by the utility company to Tenant) for the New Fourth Floor
West Premises, all in accordance with the plans and specifications annexed
hereto, (c) if Tenant takes for its own use the Fourth Floor Premises, then upon
Tenant's request, install an interior stairway as designed by Tenant's architect
connecting the Fourth Floor
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Premises to the third floor similar in quality and design to the interior
improvements then existing in such premises, and (d) install panic bar on the
door to the rear stairwell, install new light fixtures and increase lighting,
clean, sand, plaster, and repaint rear stairwell, and (e) refurbish bathrooms
and replace all existing tiles, mirrors and other fixtures (other than toilets
and sinks), as reasonably specified by Tenant (collectively, the "Landlord's New
Work"). The representations, warranties and covenants of the Landlord in Section
136(c) of the Lease shall apply to the Landlord's New Work, as if set forth
hereat in full, with reference thereto. Section 123 of the original Lease and
Section 7 of the first amendment are hereby deleted.
8. From and after the effective date under Section 5 above,
Tenant shall pay monthly water and sewer charges and miscellaneous charges as
follows: for the New Third Floor Premises $35.00 and $50.00, respectively, for
the New Fourth Floor West Premises $10.00 and $12.50, respectively, for the
Fourth Floor Premises $5.00 and $5.00, respectively.
9. Except as amended hereby the Lease remains unamended and in
full force and effect and is hereby ratified and confirmed.
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IN WITNESS WHEREOF, the Tenant has caused this Amendment to be executed
by its duly authorized officer, and the Landlord has caused this Amendment to be
executed by its duly authorized general partner, as of the date first above
written.
THE PRINCETON REVIEW, INC.
By: /s/ Xxxx Xxxxxxx
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Xxxx Xxxxxxx, Vice President
0000 XXXXXXXX REALTY CO.
By: /s/ Xxxxxxx Xxxxx
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Xxxx Xxxxx, General Partner
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