Exhibit 10.53
TWELFTH AMENDMENT TO LEASE
This Amendment made as of the 18th day of August, l997 is by and between
Grove Street Associates of Jersey City Limited Partnership, a New Jersey limited
partnership having an office at c/o Cali Realty Corporation, 00 Xxxxxxxx Xxxxx,
Xxxxxxxx, Xxx Xxxxxx 00000 (hereinafter called "Landlord"), and Xxxxxxxxx,
Xxxxxx & Xxxxxxxx Securities Corporation, a Delaware corporation having an
office at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 (hereinafter called
"Tenant").
WITNESSETH
WHEREAS, Landlord and Tenant have previously entered into a Lease as
described on the attached Schedule #1 covering certain premises in the building
at 0 Xxxxxxxx Xxxxx, Xxxxxx Xxxx, Xxx Xxxxxx (the "Building"); and
WHEREAS, Tenant wishes to lease a portion of the space on the 12th floor
of the Building.
WHEREAS, The parties hereto wish to terminate the lease applicable to the
Temporary Space as set forth in the Fifth Amendment to Lease at midnight July
31, 1997.
WHEREAS, Landlord and Tenant desire to amend the Lease as set forth
herein.
NOW, THEREFORE, in consideration of the foregoing, the sum of Ten Dollars
($10.00) and other good and valuable consideration the receipt and sufficiency
of which are hereby acknowledged, Landlord and Tenant do hereby agree to amend
and modify the Lease as follows:
1. All defined terms used in this Amendment shall have the meanings ascribed
to them in the Lease unless otherwise defined herein.
2. The recitals set forth above are incorporated herein by reference.
3. Landlord hereby leases to Tenant and Tenant hereby hires from Landlord
approximately 4,809 rentable s.f. which represents a portion of the
rentable area on the 12th floor of the Building (the "12th Floor Space")
as shown shaded on the attached Exhibit A. Tenant has fully inspected the
12th Floor Space, is satisfied with the condition thereof, and agrees to
accept possession of the 12th Floor Space in its current "AS-IS"
condition, subject to reasonable wear and tear and damage by fire or other
cause.
4. The term applicable to the 12th Floor Space shall commence on September 1,
1997 and shall expire on the Expiration Date of the Lease.
5. The first sentence of Section 1.02 of the Lease is hereby amended to read
in its entirety as follows:
"The premises hereby leased to Tenant are described on the attached
Schedule #2."
6. In addition to the fixed rent to be paid to Landlord by Tenant for the
Premises as previously set forth in the Lease, Lessee shall pay Landlord
fixed rent for the 12th Floor Space as follows:
(i) SEVEN THOUSAND SIX HUNDRED FORTY-SIX AND 31/100 DOLLARS ($7,646.31)
per month for the period commencing September 1, 1997 and ending
July 13, 1999;
(ii) NINE THOUSAND ONE HUNDRED SEVENTY-SEVEN AND 18/100 DOLLARS
($9,177.18) per month for the period commencing July 14, 1999 to
July 13, 2004;
(iii) ELEVEN THOUSAND TWELVE AND 61/100 DOLLARS ($11,012.61) per month for
the period commencing July 14, 2004 to July 13, 2009.
The fixed rent shall be payable in the same manner and under the same
terms and conditions as the fixed rent currently provided in the Lease.
7. As of September 1, 1997, Section 5.01(e) of the Lease is amended to
provide that Tenant's Proportionate Share shall be 67.32% (66.55% +
0.77%), and that the agreed upon rentable square foot area of the Demised
Premises shall be deemed to be 418,661 square feet.
8. As of September 1, 1997, Section 5.07(k) of the Lease is amended to
provide that Tenant's Operational Proportionate Share shall be 68.06%
(67.28% + 0.78%).
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9. The garage parking space allocation applicable to the 12th Floor Space is
four (4) spaces. At any time during the Term, Tenant may elect to lease
all or less than all of these spaces by sending written notice to Lessor
of its intention to lease same. Upon Tenant's election to lease the garage
parking spaces, Tenant agrees to pay Lessor the monthly rate Lessor is
then charging other tenants in the Building for each space so leased.
10. a. The cost of electric current which is supplied by Landlord for use
by Tenant in the 12th Floor Space, other than for air conditioning
purposes, shall be reimbursed to the Landlord at terms,
classification and rates normally charged by the public utilities
corporation serving that part of the municipality where the Premises
are located.
b. Landlord shall, prior to the Commencement Date, estimate the
electric power demand of the electric lighting fixtures and the
electric equipment of Tenant to be used in the 12th Floor Space to
determine the average monthly electric consumption thereof. During
the Term, Tenant shall pay to Landlord, in advance, on the first day
of every month in conjunction with Tenant's monthly payments of
fixed rent, the amount estimated by Landlord as Tenant's monthly
consumption. Said amounts shall be treated as Additional Rent due
hereunder. Proportionate sums shall be payable for periods of less
than a full month if the term commences or ends on any other than
the first or last day of the month. Within sixty (60) days of the
Commencement Date thereof, Tenant agrees that Landlord's electrical
engineering consultant shall make a survey of electric power demand
of the electric lighting fixtures and the electric equipment of
Tenant used in the 12th Floor Space to determine the average monthly
electric consumption thereof, and the costs of said survey shall be
borne by Tenant. The findings of said consultant as to the average
monthly electric consumption of Tenant shall, unless objected to by
Tenant within thirty (30) days, be conclusive and binding on
Landlord and Tenant. After Landlord's consultant has submitted its
report, Tenant shall pay to Landlord, within ten (10) days after
demand therefor by Landlord, any underpayment (based on the monthly
consumption found by such consultant as compared to Lessor's
estimate) as owing from the Commencement Date, and the then expired
months, to include the then current month and thereafter, on the
first day of every month, in advance, the amount set forth as the
monthly consumption in said report. Any overpayments made by Tenant
shall be credited against the next electrical charges then payable
to Lessor. If Tenant objects to Landlord's consultant's survey,
Tenant shall nevertheless pay and continue to pay the amount
determined by Landlord's consultant until the issue is finally
resolved, but Tenant may, at its expense, seek the services of an
independent electrical consultant who shall make a survey as
provided above. If Landlord and Tenant's consultant cannot agree as
to Tenant's consumption within thirty (30) days of Tenant's
consultant's findings, either Landlord or Tenant may request the
American Arbitration Association in Somerset, New Jersey to appoint
an electrical engineering consultant whose decision shall be final
and binding on Landlord and Tenant, and whose cost shall be shared
equally. Upon the issue being finally resolved, any overpayment made
by Tenant shall promptly be refunded by Landlord and any
underpayment in Tenant's payments shall promptly be paid to
Landlord.
11. With respect to the Twelfth Lease Amendment, Article 32 "Broker" is hereby
deleted and the following shall apply to the leasing of the 12th Floor
Space: "Landlord and Tenant represent and warrant to each other that no
broker brought about this transaction, and the parties agree to indemnify
and hold each other harmless from any and all claims of any broker
(claiming to have dealt with the indemnifying party) arising out of or in
connection with the negotiations of or entering into of this Amendment by
Tenant and Landlord. Landlord represents that there is no commission due
to Xxxxxxx and Xxxxxxxxx in connection with this transaction pursuant to
any prior agreement between Landlord and Xxxxxxx and Wakefield.
12. Tenant represents and warrants that this Lease and the undersigned's
execution of same has been duly authorized and approved by the
corporation's Board of Directors. The undersigned officer of the
corporation represents and warrants he is an officer of the corporation
with authority to execute this Lease on behalf of the corporation.
Landlord represents and warrants that this Amendment and the undersigned's
execution of same has been duly authorized and approved by all necessary
partnership and corporate actions. The undersigned officer of the
corporate general partner of Landlord represents and warrants that he is
an officer of the corporation with authority to execute this Amendment on
behalf of the corporate general partner of Landlord, and that the
corporate general partner of Landlord is authorized to execute this
Amendment on behalf of Landlord.
13. The lease applicable to the Temporary Space on the 12th floor of the
Building shall terminate on August 31, 1997.
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14. At Tenant's request, on or about May 23, 1997, Landlord installed two (2)
pair of doors limiting access to the low-rise elevator bank on the 12th
floor only to Tenant. This area shall be deemed the "12th Floor Elevator
Lobby Space" and is shown cross-hatched on the attached Exhibit B. Tenant
agrees to give Landlord access to this area during the Term to perform any
maintenance, repairs, alteration or replacement. The provisions of Article
21.02 Non-Liability and Indemnification shall apply to the 12th Floor
Elevator Lobby Space as if it were a part of the Demised Premises from May
23, 1997 until the day Tenant returns the 12th Floor Elevator Lobby Space
to Landlord so it once again becomes a part of the Building's Common Area.
EXCEPT as modified herein, the Lease dated July 1, 1987 and all amendments
and sideletters applicable thereto covering the Premises shall remain in full
force and effect as if the same had been set forth in full herein and Tenant and
Landlord hereby ratify and confirm all of the terms and conditions thereof.
Tenant acknowledges that it has no offsets, defenses or counterclaims to its
obligations under the Lease as amended hereby.
THIS Amendment shall be binding upon and inure to the benefit of the
parties hereto and their respective legal representatives, successors and
permitted assigns.
GROVE STREET ASSOCIATES OF XXXXXXXXX, XXXXXX & XXXXXXXX
JERSEY CITY LIMITED PARTNERSHIP, SECURITIES CORPORATION,
(Landlord) (Tenant)
By: Cali Sub IV, Inc.
General Managing Partner
By: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxxxx X. Xxxxxx
---------------------------- --------------------------------
Xxxxx X. Xxxxxx Xxxxxx X. Xxxxxx, Vice President
Vice President - Leasing Director of Administration
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SCHEDULE #1 TO LEASE DATED JULY 1, 0000
XXXXXXXX: Xxxxx Xxxxxx Associates of Jersey City Limited Partnership
TENANT: Xxxxxxxxx, Lufkin & Xxxxxxxx Securities Corporation
DESCRIPTION OF THE LEASE
DATE OF DOCUMENT DOCUMENT SUBJECT
---------------- -------- -------
July 1, 1987 Lease Original Document
July 1, 1987 First Amendment of the Lease 10th Floor Space
July 1, 1987 Side Letter Amendment
June 19, 1989 Side Letter Agreement
March 12, 1992 Second Amendment to Lease Mezz. B - Storage Space
December 27, 1992 Third Amendment to Lease 11th Floor Space
September 29, 1993 Side Letter Agreement
December 23, 0000 Xxxxxx Xxxxxxxxx to Lease Mezz. B - Storage Space
May 1, 1994 Fifth Amendment to Lease 12th Floor - Temp. Space
March 9, 1995 Sixth Amendment to Lease Mezz. B - Temp. Storage Space
June 16, 1995 Seventh Amendment to Lease 14th Flr. - Temp. Storage
Space
April 4, 1996 Eighth Amendment to Lease 14th & 15th Floor Space
April 4, 1996 Ninth Amendment to Lease 14th & 15th Floor Space
December 31, 1996 Tenth Amendment to Lease Floor 12A Space
February 7, 1997 Eleventh Amendment to Lease Dry cooler installation
SCHEDULE #2 to Lease dated July 1, 0000
Xxxxxxxx: Xxxxx Xxxxxx Associates of Jersey City Limited Partnership
Tenant: Xxxxxxxxx, Lufkin & Xxxxxxxx Securities Corporation
Description of the LEASED PREMISES
OFFICE STORAGE TEMPORARY
FLOOR(S) SPACE SPACE SPACE
-------- ----- ----- -----
2-9 256,925
10 35,820
-------
2-10 292,745
Lobby 4,800
-------
Lobby, 2-10 297,545
11 36,600
-------
Lobby, 2-11 334,145
Storage(kitchen) 8,194
Storage Space #1 1,800
Storage Space #2 3,747
Storage-Temporary #1 794
Storage-Temporary #2 112
14&15 73,200
12A 6,507 0
Subtotal 413,852 13,741 906
12 4,809 0 0
------- ------ ---
TOTAL S.F. AREAS 418,661 13,741 906
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EXHIBIT A
[FLOOR PLAN OMITTED]
EXHIBIT B
12th Floor Elevator Lobby Space
[FLOOR PLAN OMITTED]
