Exhibit 10.11
THIRD AMENDMENT TO LEASE
THIS THIRD AMENDMENT TO LEASE (the "Third Amendment dated as of July 2,
1997, is made by and between, successor trustee to Chicago Title and Trust
Company. not individually but as Trustee under a Trust Agreement dated February
1, 1977 and known as Trust No. 1069185 ("Lessor") and AGI Incorporated, an
Illinois corporation ("Lessee").
RECITALS:
A. Lessor and Lessee are parties to a certain Lease (the "Original
Lease"), dated May 29, 1985, demising the real estate commonly known as 0000
Xxxx Xxxxxx, Xxxxxxx Xxxx, Xxxxxxxx, including the industrial building located
thereon.
B. The Lease was amended by an Agreement to Lease (the "Amendment to
Lease") dated October 1, 1987, between Lessor and Lessee, which, among other
things, extended the term of the Lease through September 30, 1992 and provided
for options to renew the Lease for four (4) consecutive periods of five (5)
years each.
C. The Lease was further amended by a Second Amendment to Lease (the
Second Amendment") dated April 30, 1992, between Lessor and Lessee, which, among
other things, extended the term of the Amended Lease through September 30, 1997
and provided for options to renew the Amended Lease for three (3) consecutive
periods of five (5) years each. (The Original Lease, the Amendment to Lease and
Second Amendment are collectively hereinafter referred to as the "Amended
Lease".)
D. Pursuant to Section 2 of the Second Amendment, Lessee exercised the
option to renew the term of the Amended Lease through September 30, 2002.
X. Xxxxxx and Lessee desire to further amend and clarify the Amended
Lease, all as provided herein.
F. All capitalized terms not defined herein shall have the meanings
ascribed to them in the Amended Lease.
NOW, THEREFORE, in consideration of the foregoing and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Lessor and Lessee' further amend the Amended Lease as follows:
1. Extension of Term. The term of the Amended Lease is extended for a
-----------------
five (5) year period, commencing October 1, 1997 and ending on September 30,
2002 (the "Extension Period").
1
2. Rent.
----
(a) Notwithstanding anything to the contrary contained in the Amended
Lease, the annual Net Rent (as defined in the Amended Lease) for the Extension
Period will be as follows:
---------------------------------------------------------------------
Total Annual
Lease Year Net Rent Monthly Rent
---------- -------- ------------
---------------------------------------------------------------------
October 1, 1997- $470,563.68 $39,213.64
September 30, 2002
---------------------------------------------------------------------
(b) Lessor and Lessee acknowledge and agree that the Net Rent for the
Extension Period has been calculated in accordance with the provisions of
Section 3 of the Second Amendment.
3. Continuing Effect. As amended hereby, the Amended Lease remains
-----------------
unmodified and in full force and effect.
IT IS EXPRESSLY UNDERSTOOD AND AGREED that this Third Amendment to Lease
is executed by the undersigned Trustee, not personally, but solely as Trustee
under the terms of that certain Trust Agreement dated February 1, 1977, and
known as Trust No. 1069185. The covenants, undertakings, representations and
agreements herein made are made and intended not as personal covenants,
undertakings, representations and agreements of the Trustee or its
beneficiaries, individually, or for the purpose of binding them personally, but
this instrument is executed arid delivered by Chicago Title and Trust Company,
as Trustee, solely in the exercise of its powers conferred upon it as such
Trustee under said Agreement and no personal liability or personal
responsibility is assumed by, nor shall at any time be asserted or enforced
against Chicago Title and Trust Company, as Trustee or its beneficiaries, on
account thereof; or on account of any covenant, undertaking, representation,
warranty or agreement herein contained, either expressed or implied, and all
such personal liability, if ally, is hereby expressly waived arid released by
the parties hereto, and by all persons claiming by or through or under said
parties.
2
IN WITNESS WHEREOF, the parties hereto have executed this Third Amendment
to Lease as of the day and year first written above.
LESSOR:
THE CHICAGO TRUST COMPANY, successor trustee to
CHICAGO TITLE AND TRUST COMPANY, not
individually, but as Trustee under Trust
Agreement dated February 1, 1977, and known as
Trust No. 1069185
By: /s/ Xxxxxxx Xxxxxxxxxx
-------------------------------------
Name: Xxxxxxx Xxxxxxxxxx
-----------------------------------
Its: Asst. Vice President
------------------------------------
LESSEE:
AGI INCORPORATED, an Illinois corporation
By: /s/ Xxxxx X. Xxxxxxxxx
-------------------------------------
Name: Xxxxx X. Xxxxxxxxx
-----------------------------------
Its: V.P. Finance
------------------------------------
3
[LETTER HEAD APPEARS HERE]
September 24, 1997
Xx. Xxxxxx X. Xxxxxxxx
0000 Xxxxx Xxxxx Xxxxx
Xxxxxxxxx, Xxxxxxxxxx 00000
Xxxxx Xxxxxxxxx
Vice President-Finance
AGI Incorporated
0000 X. Xxxx Xxxxxx
Xxxxxxx Xxxx, XX 00000
Dear Don and Xxxxx:
I am forwarding to each of you a copy of the Second Amendment to Memorandum
of Lease, dated July 9, 1997, between the Chicago Trust Company, Successor
trustee to Chicago Title & Trust Company, as Trustee under Trust Agreement dated
February 1, 1977 and known as Trust No. 1069185, as Lessor, and AGI
Incorporated, as Lessee. It was recorded July 17, 1997 as document 97-514840.
The Second Amendment makes reference to the Third Amendment to Lease, which
extends the term of the Lease to September 30, 2002.
Very truly yours,
/s/ Xxxxxxx X. Xxxx
Xxxxxxx X. Xxxx
HJL/mb
Enclosures
STATE OF ILLINOIS )
) ss
COUNTY OF XXXX )
I, ___________________________________________, a Notary Public in and for
said County, in the State aforesaid, DO HEREBY CERTIFY THAT XXXXXXX XXXXXXXXXX,
of CHICAGO TITLE AND TRUST COMPANY, who is personally known to me to be the same
person whose name is subscribed to the foregoing instrument, as such Asst. Vice
President, appeared before me this day in person, and acknowledged that she
signed and delivered the said instrument as his own free and voluntary act and
as the act of said company for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal, this 8th day of July, 1997.
[SEAL APPEARS HERE] [SIGNATURE ILLEGIBLE]
-----------------------------
Notary Public
My Commission Expires:
4
STATE OF ILLINOIS )
) ss
COUNTY OF XXXX )
I, Xxxxxxx X. XxXxxxxx, a Notary Public in and for said County, in the
State aforesaid, DO HEREBY CERTIFY THAT Xxxxx X. Xxxxxxxxx, of AGI INCORPORATED,
an Illinois corporation, who is personally known to me to be the same person
whose name is subscribed to the foregoing instrument, as such
_______________________, appeared before me this day in person, and acknowledged
that she signed and delivered the said instrument as his own free and voluntary
act and as the act of said company for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal, this 2nd day of July, 1997.
[SEAL APPEARS HERE] /s/ Xxxxxxx X XxXxxxxx
-----------------------------
Notary Public
My Commission Expires:
5
SECOND AMENDMENT TO MEMORANDUM OF LEASE
---------------------------------------
This Second Amendment to Memorandum of Lease made as of this of 9th July,
1997, by and between THE CHICAGO TRUST COMPANY successor trustee to Chicago
Title and Trust Company, not individually, but as Trustee under Trust Agreement
dated February 1, 1977 and known as Trust Number 1069185, as Lessor and AGI
Incorporated, an Illinois corporation, as Lessee.
W I T N E S S E T H
- - - - - - - - - -
The parties hereto previously entered into a Memorandum of Lease, (the
"Lease") dated May 29, 1985, recorded with the Recorder of Xxxx County, Illinois
as Document No. 85-041318, which referred to a Lease, dated May 29, 1985 between
Lessor and Lessee, of certain real estate situated in the County of Xxxx, State
of Illinois and more particularly described on Exhibit A, attached hereto and
made a part hereof ("Demised Premises").
Additionally, the parties hereto previously entered into an Amendment to
Memorandum of Lease, (the "First Amendment") dated May 27, 1992, recorded with
the Recorder of Xxxx County, Illinois as document number 92-381246 which
referred to certain Amendment to Lease dated October 1, 1987 between Lessor and
Lessee and that certain Second Amendment to Lease dated April 30, 1992 between
Lessor and Lessee for the Demised Premises.
By virtue of that certain Third Amendment to Lease dated July 2, 1997
between Lessor and Lessee, the term of the Lease has been extended to
September 10, 2002.
IN WITNESS WHEREOF, the parties hereto have duly executed this Second
Amendment to Memorandum of Lease as of the day and year first written above.
LESSOR:
THE CHICAGO TRUST COMPANY, successor trustee to
[SEAL] CHICAGO TITLE AND TRUST COMPANY,
not personally, but as Trustee under Trust
Agreement dated the 1st day of February, 1977
and known as Trust Number 1069185
By: /s/ Xxxxxxx Xxxxxxxxxx
-----------------------------------------
Its: Asst. Vice President
-------------------------------------
ATTEST:
By: /s/ Xxxxxx Xxxxxxxxx
---------------------------
Its Asst. Secretary
----------------------
LESSEE:
AGI INCORPORATED
By___________________________________________
Its_______________________________________
ATTEST:
By:____________________________
Its__________________________
Tax ID Numbers: Address of property:
00-00-000-000 0000 X. Xxxx Xxxxxx
00-00-000-000 Melrose Park, IL 60160
Prepared by and when recorded mailed to:
Xxxxxxx X. Xxxx, Esq.
Xxxxxxxx & Xxxxx
000 Xxxxx Xxxxx Xxxxxx
Xxxxx 0000
Xxxxxxx, Xxxxxxxx 00000
IN WITNESS WHEREOF, the parties hereto have duly executed this Second
Amendment to Memorandum of Lease as of the day and year first written above.
LESSOR:
CHICAGO TITLE AND TRUST COMPANY,
not personally, but as Trustee under Trust
Agreement dated the 1st day of February, 1977
and known as Trust Number 1069185
By___________________________________________
Its________________________________________
ATTEST:
By:____________________________
Its_________________________
LESSEE:
AGI INCORPORATED
By /s/ Xxxxx X. Xxxxxxxxx
------------------------------------------
Its Vice President-Finance
--------------------------------------
ATTEST:
By: [SIGNATURE ILLEGIBLE]
----------------------------
Its Controller
-------------------------
Tax ID Numbers: Address of property:
00-00-000-000 0000 X. Xxxx Xxxxxx
00-00-000-000 Melrose Park, IL 60160
Prepared by and when recorded mailed to:
Xxxxxxx X. Xxxx, Esq.
Xxxxxxxx & Xxxxx
000 Xxxxx Xxxxx Xxxxxx
Xxxxx 0000
Xxxxxxx, Xxxxxxxx 00000
STATE OF ILLINOIS )
) SS
COUNTY OF XXXX )
I, Xxxxxx Xxxxx, a Notary Public, in and for said County, in the State
aforesaid, DO HEREBY CERTIFY THAT Xxxxxxx Xxxxxxxxxx , personally known to me to
be Asst. Vice President, of CHICAGO TITLE AND TRUST COMPANY, a corporation of
the State of Illinois, and Xxxxxx Xxxxxxxxx, personally known to me to be Asst.
Secretary of said corporation, and personally known to me to be the same persons
whose names are subscribed to the foregoing instrument appeared before me this
day in person and severally acknowledged that they signed and delivered the said
instrument as their own free and voluntary acts and as the free and voluntary
act of said corporation for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal, this 8th day of July, 1997.
[SEAL] /s/ Xxxxxx Xxxxx
-----------------------------
Notary Public
My Commission Expires:
STATE OF ILLINOIS )
) SS
COUNTY OF XXXX )
I, Xxxxxxx X XxXxxxxx, a Notary Public, in and for said County, in the
State aforesaid, DO HEREBY CERTIFY THAT Xxxxx X. Xxxxxxxxx personally known to
me to be V. P Finance of AGI Incorporated, a corporation of the State of
Illinois, and hers, personally known to me to be the ____________________,
Secretary of said corporation, and personally known to me to be the same persons
whose names are subscribed to the foregoing instrument appeared before me this
day in person and severally acknowledge that they signed and delivered the said
instrument as their own free and voluntary acts and as the free and voluntary
act of said corporation for the uses and purposes therein set forth.
GIVEN under my hand and notarial seal, this 9th day of July, 1997.
[SEAL] /s/ Xxxxxxx X XxXxxxxx
-----------------------------
Notary Public
My Commission Expires:
EXCULPATORY CLAUSE FOR
THE CHICAGO TRUST COMPANY, AS TRUSTEE
It is expressly understood and agreed by and between the parties hereto,
anything to the contrary notwithstanding, that each and all of the warranties,
indemnities, representations, covenants, undertakings and agreements herein made
on the part of the Trustee while in form purporting to be the warranties,
indemnities, representations, covenants, undertakings and agreements of said
Trustee are nevertheless each and every one of them, made and intended not as
personal warranties, indemnities, representations, covenants, undertakings and
agreements by the Trustee or for the purpose or with the intention of binding
said Trustee personally but are made and intended for the purpose of binding
only that portion of the trust property specifically described herein, and this
instrument is executed and delivered by said Trustee not in its own right, but
solely in the exercise of the powers conferred upon it as such Trustee; and that
no personal liability or personal responsibility is assumed by nor shall at any
time be asserted or enforceable against The Chicago Trust Company, on account of
this instrument or on account of any warranty, indemnity, representation,
covenant or agreement of the said Trustee in this instrument contained, either
expressed or implied, all such personal liability, if any, being expressly
waived and released.
EXHIBIT A
PARCEL 1-A:
THAT PART OF THE EAST 356.50 FEET OF THE WEST 1235.10 FEET OF THE SOUTH EAST
FRACTIONAL 1/4, NORTH OF THE INDIAN BOUNDARY LINE OF SECTION 33, TOWNSHIP 40
NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING BETWEEN TWO LINES
DRAWN AT RIGHT ANGLES THROUGH POINTS WHICH ARE RESPECTIVELY 738 FEET NORTH oF
THE NORTH LINE OF NORTH AVENUE AS DEDICATED AND 1551.64 FEET SOUTH OF THE NORTH
LINE OF THE AFORESAID QUARTER SECTION OF SAID SECTION 33, EXCEPTING THEREFROM A
PARCEL OF LAND DESCRIBED BY BEGINNING AT THE SOUTH WEST CORNER OF THE ABOVE
DESCRIBED TRACT OF LAND; THENCE NORTH ALONG THE WEST LINE THEREOF, 200 FEET;
THENCE SOUTHEASTERLY 170.95 FEET TO A POINT 30 FEET NORTH OF THE SOUTH LINE AND
18 FEET EAST OF THE WEST LINE OF THE ABOVE DESCRIBED TRACT OF LAND: THENCE SOUTH
30 FEET; THENCE WEST 18 FEET TO THE PLACE OF BEGINNING; IN XXXX COUNTY, ILLINOIS
PARCEL 1-B:
A PARCEL OF LAND IN THE AFORESAID SOUTH EAST FRACTIONAL 1/4 OF SAID SECTION 33,
DESCRIBED BY BEGINNING AT THE NORTH WEST CORNER OF THE ABOVE DESCRIBED TRACT OF
LAND; THENCE NORTH 155 FEET ALONG THE WEST LINE OF THE ABOVE DESCRIBED TRACT OF
LAND EXTENDED NORTH; THENCE SOUTHEASTERLY 121.34 FEET To A POINT 18 FEET EAST OF
THE EXTENDED WEST LINE AND 35 FEET NORTH OF THE NORTH LINE OF THE ABOVE
DESCRIBED TRACT OF LAND; THENCE SOUTH 35 FEET; THENCE WEST 18 FEET TO THE PLACE
OF BEGINNING, IN XXXX COUNTY, ILLINOIS.
PARCEL 2-A:
THAT PART OF THE EAST 381 FEET OF THE WEST 1235.10 FEET OF THE SOUTH EAST
FRACTIONAL 1/4 NORTH OF THE INDIAN BOUNDARY LINE, OF SECTION 33, TOWNSHIP 10
NORTH, RANGE 12, EAST OF THE THIRD PRINCIPAL MERIDIAN, LYING SOUTH OF A LINE
DRAWN THROUGH A POINT ON THE EAST LINE OF THE AFORESAID WEST 1235.10 FEET WHICH
IS 618 FEET NORTH OF THE NORTH LINE OF NORTH AVENUE AS DEDICATED; EXCEPTING
THEREFROM A STRIP OF LAND 60 FEET WIDE NORTHWESTERLY OF AND ADJOINING THE INDIAN
BOUNDARY LINE AND ALSO EXCEPTING THE WEST 11 FEET OF THE NORTH 213.02 FEET OF
THE TRACT DESCRIBED; ALSO EXCEPTING: THAT PART OF THE EAST 7 FEET OF THE WEST
861.1 FEET OF THE SOUTH EAST FRACTIONAL 1/4, NORTH OF THE INDIAN BOUNDARY LINE
OF SECTION 33, TOWNSHIP 40 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN,
DESCRIBED AS FOLLOWS: BEGINNING AT THE INTERSECTION OF THE NORTH LINE OF NORTH
AVENUE AS DEDICATED WITH THE EAST LINE OF THE WEST 854.1 FEET OF SAID 1/4
SECTION; THENCE NORTH ALONG SAID LINE 402.49 FEET; THENCE EAST AT RIGHT ANGLES 7
FEET; THENCE SOUTH ALONG THE EAST LINE OF THE WEST 861.1 FEET AFORESAID; 402.54
FEET TO THE NORTH LINE OF NORTH AVENUE; THENCE WEST ALONG THE NORTH LINE OF
NORTH AVENUE 7 FEET TO THE POINT OF BEGINNING, IN XXXX COUNTY, ILLINOIS.
PARCEL 2-B:
A TRIANGULAR PARCEL OF LAND, IMMEDIATELY NORTH OF AND ADJOINING THE ABOVE
DESCRIBED TRACT OF LAND DESCRIBED BY BEGINNING AT A POINT ON THE NORTH LINE OF
SAID TRACT WHICH IS 29.54 FEET EAST OF THE NORTH WEST CORNER THEREOF AS FIRST
DESCRIBED; THENCE WEST 5.04 FEET; THENCE NORTH ON THE EAST LINE OF WEST 878.60
FEET OF THE SOUTH EAST FRACTIONAL 1/4 OF SAID SECTION 33, A DISTANCE OF 100
FEET; THENCE SOUTHERLY 100.07 FEET TO THE PLACE OF BEGINNING; IN XXXX COUNTY,
ILLINOIS.
PARCEL 3:
THAT PART OF THE EAST 356.5O FEET OF THE WEST 1235.10 FEET OF THE SOUTH EAST
FRACTIONAL 1/4 NORTH OF THE INDIAN BOUNDARY LINE; OF XXXXXXX 00, XXXXXXXX 00
XXXXX, XXXXX 00, XXXX OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED BY BEGINNING AT
A POINT ON THE EAST LINE OF DESCRIBED TRACT WHICH IS 618 FEET NORTH OF THE NORTH
LINE OF NORTH AVENUE AS DEDICATED; THENCE WEST AT RIGHT ANGLES TO SAID EAST
LINE, 351.46 FEET; THENCE NORTHWESTERLY 100.07 FEET TO A POINT ON THE EAST LINE
OF WEST 878.60 FEET OF AFORESAID QUARTER SECTION WHICH IS 100 FEET NORTH OF
FIRST ABOVE DESCRIBED LINE EXTENDED WEST; THENCE NORTH ALONG DESCRIBED LINE 220
FEET; THENCE SOUTHEASTERLY ON A LINE FORMING AN ANGLE OF 6 DEGREES 02 MINUTES 40
SECONDS MEASURED FROM SOUTH TO SOUTH EAST WITH THE EAST LINE OF AFORESAID WEST
878.60 FEET A DISTANCE OF 170.95 FEET TO A POINT ON THE EAST LINE OF WEST 896.60
FEET OF SAID QUARTER SECTION; THENCE SOUTH ALONG SAID LINE 30 FEET; THENCE EAST
ALONG A LINE 120 FEET NORTH OF AND PARALLEL WITH THE FIRST ABOVE DESCRIBED LINE
338.50 FEET TO THE XXXX XXXX XX XXXX 0000.00 FEET OF THE SOUTH EAST FRACTIONAL
1/4 OF SECTION 33, AFORESAID; THENCE SOUTH ALONG SAID LINE 120 FEET TO PLACE OF
BEGINNING, ALL IN THE VILLAGE OF MELROSE PARK, IN XXXX COUNTY, ILLINOIS.
PARCEL 4:
EASEMENT APPURTENANT TO AND FOR THE BENEFIT OF PARCEL 2-A AS CREATED BY GRANT
FROM CLEARING INDUSTRIAL DISTRICT INCORPORATED, TO XXX XXXX REALTY COMPANY,
DATED MAY 28, 1950 AND RECORDED JULY 3, 1950 AS DOCUMENT 17251273, FOR INGRESS
AND EGRESS, OVER THE FOLLOWING DESCRIBED LAND: THE NORTH 156 FEET OF THAT PART
OF THE EAST 11.00 FEET OF THE WEST 861.1 FEET OF THE SOUTH EAST FRACTIONAL 1/4,
NORTH OF THE INDIAN BOUNDARY LINE, OF SECTION 33, TOWNSHIP 40 NORTH, RANGE 12,
EAST OF THE THIRD PRINCIPAL MERIDIAN, DESCRIBED AS FOLLOWS: BEGINNING AT THE
INTERSECTION OF THE NORTH LINE OF NORTH AVENUE AS DEDICATED, WITH THE EAST LINE
OF THE WEST 850.1 FEET OF SAID QUARTER SECTION; THENCE NORTH ALONG SAID LINE
402.46 FEET, THENCE EAST AT A 11.00 FEET; THENCE SOUTH ALONG THE EAST LINE OF
THE WEST 861.1 FEET AFORESAID, 402.54 FEET TO THE NORTH LINE OF NORTH AVENUE,
THENCE WEST ALONG THE NORTH LINE OF NORTH AVENUE 11.00 FEET TO THE POINT OF
BEGINNING, IN XXXX COUNTY, ILLINOIS.
P.I.N. Nos.
00-00-000-000
00-00-000-000
