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Exhibit 10.52 (k)
SIXTH LEASE MODIFICATION AND EXTENSION AGREEMENT
SIXTH LEASE MODIFICATION AND EXTENSION AGREEMENT (this "Agreement")
made this 5th day of March, 1997, by and between TETERBORO ASSOCIATES, a New
Jersey limited partnership, having its principal office at 00 Xxxx Xxxxxx,
Xxxxxxxxxx, Xxx Xxxxxx 00000 (the "Landlord") and MISS XXXXX, INC., having an
office at 0000 Xxxxxxxx, Xxx Xxxx, Xxx Xxxx (the "Tenant").
W I T N E S S E T H:
WHEREAS, on April 1, 1975, Empire Carpet Corporation ("Empire") and
Tenant entered into a lease for premises located at 000 Xxxxx Xxxxxx, Xxxxxxxxx,
Xxx Xxxxxx (the "Initial Lease"); and
WHEREAS, by letters dated January 17, 1978 and February 11, 1981,
the Initial Lease was extended to March 30, 1986; and
WHEREAS, the Initial Lease as so extended was further modified by
letters dated March 5, 1982 and August 15, 1983 adding a total of 31,200 square
feet of warehouse space to the space initially demised; and
WHEREAS, the Initial Lease as so extended and modified was assigned
by Xxxxxxxxx World Industries, Inc. (as successor-in-interest to Empire) to
Landlord by Assignment dated March 7, 1984; and
WHEREAS, the Initial Lease as so extended and modified was further
modified and extended pursuant to Lease Modification and Extension Agreement
dated January 24, 1985, pursuant to which, inter alia, the lease term was
further extended to March 31, 1991; and
WHEREAS, by Lease Amendment dated August 8, 1985, the Initial Lease
as so amended and modified was further modified to add an additional 50,400
square feet of warehouse space to the space previously demised and was modified
in various other respects; and
WHEREAS, by Second Lease Modification and Extension Agreement dated
December 18, 1986 the Initial Lease as so amended and modified was further
modified to add an additional 67,500 square feet of warehouse space to the space
previously demised, extending the term of the lease through December 31, 1992
and was modified in various other respects; and
WHEREAS, by Third Lease Modification and Extension Agreement dated
January 18, 1989, the Initial Lease as so amended and modified was further
modified to extend the term of the lease through December 31, 1996 and was
modified in various other respects; and
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WHEREAS, by Fourth Lease Modification and Extension Agreement dated
June, 1991, the Initial Lease as so amended and modified was further modified to
extend the term of the lease through December 31, 2001 and was modified in
various other respects; and
WHEREAS, by Fifth Lease Modification and Extension Agreement dated
May 30, 1995, the Initial Lease as so amended and modified was further modified
to add an additional 21,600 square feet of space to the space previously
demised, for a total of 192,300 square feet comprising and constituting the
"Warehouse Space" and was modified in various other respects (the Initial Lease
as so modified and extended as described in this and the foregoing "WHEREAS"
clauses is hereinafter referred to as the "Lease"); and
WHEREAS, the parties are desirous of amending the Lease in order to
provide for the leasing by Landlord to Tenant of an additional 26,400 square
feet of space (the "Expansion Space") as designated on Exhibit A attached hereto
and made a part hereof and which space is adjacent to the Warehouse Space and is
presently leased to and occupied by Perugina Chocolate & Confections, a division
of Nestle USA, Inc. (except a portion of which is subleased to and occupied by
Tenant pursuant to that certain Sublease Agreement dated July, 1989 between
Tenant and Perugina Chocolate & Confections. Inc., a division of Nestle USA,
Inc.).
NOW, THEREFORE, in consideration of the mutual covenants and
agreements herein contained, the parties hereto do hereby agree as follows:
1. The foregoing recitals are incorporated herein by reference.
2. Landlord leases to Tenant, and Tenant rents from Landlord, in
addition to the Warehouse Space, the Expansion Space. It is understood that the
term of the Lease for the Expansion Space shall commence on March 10, 1997 (the
"Commencement Date"), and thereafter be coincidental with the term of the Lease.
Tenant agrees to accept the Expansion Space on the Commencement Date in its then
"AS IS" condition, Landlord having no obligation to make any restoration or
repair, except the space will be delivered vacant, broom-clean with all systems
in good operating condition. Landlord agrees to use its best efforts to obtain
possession of the Expansion Space by March 10, 1997. If Landlord has not
obtained possession of the Expansion Space by March 10, 1997, then the
Commencement Date shall be extended until Landlord can deliver possession of the
Expansion Space to Tenant but not later than April 10, 1997. If Landlord has not
obtained possession of the Expansion Space by April 10, 1997, either Landlord or
Tenant may cancel this Agreement by written notice to the other party.
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3. Section 1 of the Lease is amended to provide that, effective as
of the Commencement Date, the phrase "the Demised Premises" shall be deemed to
mean and refer to the aggregate leased space constituting the Warehouse Space
and the Expansion Space, except as the context otherwise requires.
4. Section 2 of the Lease is amended to provide that the term of the
Lease is further extended for a period of six (6) years so that the term of the
Lease shall expire at midnight on December 31, 2007.
5. Section 4 of the Lease is amended to provide that in addition to
the Minimum Rent currently provided for, Tenant covenants to pay Landlord,
without previous demand therefor, a minimum annual rental (the "Minimum Rent")
for the Expansion Space, effective as of the Commencement Date, of Seventy-Nine
Thousand Two Hundred Dollars ($79,200.00), payable in equal monthly installments
of Six Thousand Six Hundred Dollars ($6,600.00) in advance on the first day of
each and every month during the Lease term. The Minimum Rent shall be
apportioned for any partial month.
The Minimum Rent for the Warehouse Space and the Expansion Space
during the extended Lease term of six (6) years from January 1, 2002 through
December 31, 2007, payable in equal monthly installments in advance on the first
day of each and every month during the Lease term, is as follows:
Commencing Minimum Rent Minimum Rent
(per annum) (per month)
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January 1, 2002 -
December 31, 2003 $1,312,200.00 $109,350.00
January 1, 2004 -
December 31, 2005 $1,366,875.00 $113,906.25
January 1, 2006 -
December 31, 2007 $1,421,550.00 $118,462.50
6. Section 4A(c) of the Lease is hereby amended and restated as
follows:
Tenant's proportionate share is agreed to be 100.00%.
7. The thirteenth (13th) line of Section 10 of the Lease is hereby
amended and restated as follows:
term hereof (i.e. Tenant agrees to pay 100.00% of
8. The amount of the Letter of Credit that the Tenant shall maintain
on deposit with the Landlord pursuant to the Lease shall by increased to Nine
Hundred Fifty Thousand Dollars ($950,000) (U.S.). Tenant shall deliver such
increased Letter of
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Credit to Landlord at such time as Tenant is required to either furnish a new
letter of credit or extend or replace the existing Letter of Credit under the
Lease.
9. Landlord and Tenant represent to each other that they have dealt
with no brokers in connection with the transaction contemplated hereby and will
indemnify each other from the claims of any brokers arising by reason of the
execution of this Agreement or the consummation of the transaction contemplated
hereby.
10. A new Paragraph 33 is added to the Lease as follows:
33. Right to Terminate. Tenant may, at its option elect to terminate
the Lease effective midnight December 31, 2001 provided Tenant
delivers to Landlord written notice of its election to terminate the
Lease no earlier than January 1, 2001 and no later than February 28,
2001, together with a check payable to the order of Landlord in an
amount equal to the sum of (i) four and one-half (4-1/2) months of
Tenant's rent called for in this Agreement for the year 2002 and
(ii) four and one-half (4-1/2) months of Tenant's real estate taxes
in the amount currently being paid by Tenant at the time Tenant
elects to terminate the Lease.
11. Except as herein amended, all of the terms and conditions of the
Lease are hereby ratified and confirmed and shall be deemed to apply to the
Demised Premises, as expanded by the Expansion Space.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement
as of the date first set forth hereinabove.
TETERBORO ASSOCIATES
By: Xxxxx Realty Corp.,
General Partner
By: /s/ [ILLEGIBLE]
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Name:
Title:
MISS XXXXX, INC.
By: /s/ [ILLEGIBLE]
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Name:
Title:
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