SECOND AMENDMENT TO AGREEMENT OF LEASE
EXHIBIT 10.9
SECOND
AMENDMENT TO AGREEMENT OF LEASE
THIS AMENDMENT TO LEASE AGREEMENT (the “Amendment”) is made as of the13TH
day of November, 2002, by and between HEALTH BUSINESS SYSTEMS, INC., a Pennsylvania corporation
with an address of 000 Xxxxx Xxxxx, Xxxxxxxxxx, Xxxxxxxxxxxx 00000 (the “Tenant”) and 000
XXXXX XXXXX, L.P., a Pennsylvania limited partnership having an address at c/o Obermayer Xxxxxxx
Xxxxxxx & Hippel LLP, One Penn Center—19th Floor, 0000 Xxxx X. Xxxxxxx Xxxxxxxxx,
Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000-0000, and successor in interest to all prior landlords (the
“Landlord”).
WITNESSETH:
WHEREAS, Tenant and Landlord’s predecessor landlord through its representative Commonwealth
Management Corporation, entered into an Agreement of Lease (the “Original Lease”) dated
June 20, 1996 for the Premises, as said term is defined in the Original Lease, which has been
expanded pursuant to prior amendments to the Original Lease (along with the Original Lease, all the
modifications thereto, including but not limited to that certain amendment dated April 24, 2000
(the “Amendment” and collectively with the Original Lease, the “Lease”) regarding
the rental of the Premises which are a portion of the office building located at 000 Xxxxx Xxxxx,
Xxxxxxxxxx, Xxxxxxxxxxxx (the “Building”); and
WHEREAS, the parties wish to amend some of the provisions of the Lease, including an
extension of the term of the Lease.
NOW THEREFORE, in witness of the foregoing, for good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
1. Premises. The parties hereto agree that the Lease shall be amended to reflect that
the Premises comprise approximately 22,487 square feet, which number shall be used to
calculate all applicable rent or payments by the Tenant.
2. Tenant’s Proportion of Expenses Relating to the Premises and Building. The parties
hereto agree that the Premises comprise 43.60% of the Building, and as such, said
percentage shall be the Tenant’s share of expenses relating to the Building (the “Tenant’s
Share”).
3. Term of Lease. The term of the Lease shall be extended until September 30, 2008.
4. Rent. As of October 1, 2003, the Tenant shall pay rent as detailed below:
| Year | Rate | Monthly Rent | ||||||
10/1/03-9/30/04 |
12.50 | $ | 23,423.96 | |||||
10/1/04-9/30/05 |
12.50 | $ | 23,423.96 | |||||
| Year | Rate | Monthly Rent | ||||||
10/1/05-9/30/06 |
13.00 | $ | 24,360.92 | |||||
10/1/06-9/30/07 |
13.25 | $ | 24,829.40 | |||||
10/1/07-9/30/08 |
13.50 | $ | 25,297.88 | |||||
5. Improvement Allowance. Tenant may deduct up to Three Thousand Five Hundred Dollars
($3,500.00) from the Rent payment due October 1, 2003, provided such funds are used to improve the
Premises.
6. Utilities. Tenant shall reimburse the Landlord for the proportion of the utilities’
expenses of the Building equal to the Tenant’s Share.
7. Security Deposit. The parties acknowledge that, pursuant to Section 34 of the
Original Lease, Landlord is presently holding Sixteen Thousand Five Hundred Eighty Nine Dollars and
Six Cents ($16,598.06) as the Tenant’s security deposit for the Premises.
8. Real Estate Broker. Landlord represents and warrants that it has not dealt with
any broker or finder in connection with this Amendment except for Xxxxxxx Xxxxxxxxx of the Arden
Group (the “Arden Group”). Tenant represents and warrants that it has not dealt with any
broker in connection with this Amendment nor is any broker entitled to any commission in connection
therewith, except for the Arden Group. Tenant and Landlord each agree to indemnify, defend and hold
the other party harmless from and against any and all claims for a commission or other compensation
in connection with this Amendment, made by any and all brokers or finders, who may claim to have
dealt with or communicated to Tenant or Landlord, as applicable, in connection with this Amendment.
9. Definitions. All capitalized terms used herein, which are not defined herein,
shall have the meanings ascribed to them in the Lease.
10. Counterparts. This Amendment may be executed in counterparts, each of which shall
be considered an original hereof and all of which, when taken together, shall be considered one and
the same document.
11. Effect on Lease. Except as specifically modified herein, the parties hereto
confirm the terms, conditions and covenants of the Lease which remain unmodified and in full
effect.
2
IN WITNESS WHEREOF, the parties hereto hereby set forth their hands and seals.
| TENANT: | |||||
| Attest | HEALTH BUSINESS SYSTEMS, INC. |
||||
| /s/ Illegible | By: | /s/ Xxxxx Xxxxxxxxx | |||
| coo | Name: Xxxxx Xxxxxxxxx | ||||
| Title: President | |||||
| LANDLORD: 000 XXXXX XXXXX, L.P. |
||||
| By: | Pintzuk Organization, | |||
| Agent for Landlord | ||||
| By: | /s/ Xxxxx X. Xxxxx | |||
| Name: | Xxxxx X. Xxxxx | |||
| Title: | President | |||
3
