EXHIBIT 10.3
SEVENTH AMENDMENT TO LEASE
This Seventh Amendment to Lease (the "Seventh Amendment") is made and
entered into as of this 14th day of August, 1998, by and between DUKE REALTY
LIMITED PARTNERSHIP, an Indiana limited partnership, by and through its general
partner, DUKE REALTY INVESTMENTS, INC., an Indiana corporation, authorized to do
and doing business in the State of Missouri ("Landlord") and EXPRESS SCRIPTS,
INC. ("Tenant").
WHEREAS, Riverport, Inc. and Xxxxxxx Development Company - Irvine
Partnership in Commendam (collectively, the "Original Landlord") and Tenant
entered into a lease dated March 3, 1992 (including all Exhibits and Addenda
thereto, the "Original Lease") for a certain 64,000 square foot office/warehouse
building (the "Building") to be designed and constructed by Landlord in
accordance with plans and specifications referenced in the Lease;
WHEREAS, in November, 1992, Original Landlord transferred all its right,
title, and interest in the Building to Sverdrup/MDRC Joint Venture ("Successor
Landlord") and said Successor Landlord assumed all of Original Landlord's duties
and obligations under the Lease;
WHEREAS, Successor Landlord and Tenant entered into a first Amendment to
Lease dated December 29, 1992 (the "First Amendment") whereby Tenant agreed to
pay for the cost of changes to the specifications of the Building in the amount
of $47,987.00 by fully amortizing that amount over the balance of the term of
the Lease;
WHEREAS, Successor Landlord and Tenant entered into a Second Amendment to
Lease dated May 28, 1993 (the "Second Amendment") to add an additional parking
lot for 310 cars to the Premises;
WHEREAS, Successor Landlord and Tenant entered into a Third Amendment to
Lease dated October 15, 1993 (the "Third Amendment") to add an additional 12,365
square feet to the Premises (the "Additional Space"); and
WHEREAS, Successor Landlord and Tenant entered into a Fourth Amendment to
Lease dated March 24, 1994 (the "Fourth Amendment") to increase the size of the
Property and to add an additional 55,000 square feet (the "Expansion Space") to
the Building; and
WHEREAS, Successor Landlord and Tenant entered into a Fifth Amendment to
Lease dated June 30, 1994 (the "Fifth Amendment") whereby Tenant agreed to pay
for the cost of changes to the specifications of the Building in the amount of
$126,911.00 by fully amortizing that amount over the balance of the term of the
Lease and deleted the Additional Space as part of the Premises (but with the
agreement the Third Amendment would constitute a lease in and of itself for the
Additional Space as provided in the Fifth Amendment); and
WHEREAS, Successor Landlord and Tenant entered into a Sixth Amendment to
Lease dated January 31, 1995 (the "Sixth Amendment") whereby Tenant and Landlord
agreed to make the changes set forth in IOC#3 and IOC #4 attached thereto
totaling $61,101.00 of additional cost:
WHEREAS, on or about September 26, 1997, Successor Landlord transferred all
of its right, title and interest under the Lease and in and to the Premises and
in and to the deemed separate Lease ("Additional Space Lease") with respect to
the Additional Space (being approximately 12,365 square feet of space in
Landlord's Building located at 00000 Xxxxxxxxx Xxxxx and commonly known as the
"Riverport Distribution Center") to Landlord; and
WHEREAS, Landlord and Tenant have as of the date hereof entered into a
separate and distinct Office Lease ("Office Lease") for space in a building to
be constructed by Landlord for Tenant's use on Xxx 0X xx Xxx 0 xx Xxxx/Xxxxxxxxx
Xxxx Xx. 0; and
WHEREAS, Landlord and Tenant wish to extend the term of the Additional
Space Lease until ten (10) days following the Commencement Date of the Office
Lease.
NOW, THEREFORE, in consideration of the premises and other good and
valuable consideration, the receipt and sufficiency of where are hereby
acknowledged, Landlord and Tenant agree as follows:
1. The termination date of the Additional Space Lease (but said Lease only)
is hereby extended from December 1, 1998 to the later of (i) August 1, 1999 or
(ii) the date which is sixty (60) days following the Commencement Date (as
defined in the Office Lease) of the Office Lease.
2. Except as specifically amended herein, all the terms of the Lease and
the Additional Space Lease shall remain in full force and effect and shall not
be modified hereby.
IN WITNESS WHEREOF, Landlord and Tenant have set forth their hands as of
the day and year first above written.
LANDLORD
DUKE REALTY LIMITED PARTNERSHIP,
an Indiana limited partnership
By: DUKE REALTY INVESTMENTS, INC.,
(SEAL) an Indiana corporation,
its general partner
ATTEST:
By: /s/ Xxxxxx Xxxxx
Xxxxxx Xxxxx
/s/ Xxxxx X. Xxxxxxx Vice President
Xxxxx X. Xxxxxxx St. Louis Industrial Group
Assistant Secretary
TENANT
EXPRESS SCRIPTS, INC.,
(SEAL) a Missouri corporation
ATTEST: By: /s/ Xxxxxx X. Xxxxxxxx
Printed: Xxxxxx X. Xxxxxxxx
Title: Senior Vice President of Administration
/s/ Xxxxx X. Xxxxxx
Xxxxx X. Xxxxxx
Assistant Secretary
(PLEASE PRINT NAME AND TITLE)
LANDLORD:
STATE OF MISSOURI )
) SS.
COUNTY OF ST. LOUIS )
On this 14th day of August, 1998, before me appeared XXXXXX X. XXXXX, to me
personally known, who, being by me duly sworn did say that he is the Vice
President General Manager St. Louis Industrial Group of DUKE REALTY INVESTMENTS,
INC., general partner of DUKE REALTY LIMITED PARTNERSHIP, an Indiana Limited
Partnership, and that the seal affixed to the foregoing instrument is the
corporate seal of said corporation, and that said instrument was signed and
sealed in behalf of said corporation, by authority of its Board of Directors for
and with the authority of DUKE REALTY LIMITED PARTNERSHIP; and said XXXXXX X.
XXXXX acknowledged said instrument to be the free act and deed of said
corporation and said partnership.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official
seal in the County and State aforesaid, the day and year first above written.
/s/ Xxxxx X. Xxxxxx
Notary Public
TENANT:
STATE OF MISSOURI )
) SS.
COUNTY OF ST. LOUIS )
On this day of August, 1998, before me appeared Xxxxxx X. Xxxxxxxx, to me
personally known, who, being by me duly sworn did say that he is the Senior Vice
President of EXPRESS SCRIPTS, INC., a corporation of the State of Missouri, and
that the seal affixed to the foregoing instrument is the corporate seal of said
corporation, and that said instrument was signed and sealed in behalf of said
corporation, by authority of its Board of Directors; and said Xxxxxx X. Xxxxxxxx
acknowledged said instrument to be the free act and deed of said corporation.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my
official seal in the County and State aforesaid, the day and year first above
written.
Xxxxxxxx X. Xxxxx
Notary Public
