THIRD AMENDMENT TO LEASE EXHIBIT 10.50
THIS THIRD AMENDMENT TO LEASE (the Third Amendment ) is made,
entered into, and effective as of the 23rd day of April, 1996, by and
between NORTH RIVERSIDE ASSOCIATES LIMITED PARTNERSHIP, an Illinois
limited partnership ( Landlord ), and SPORTMART, INC., a Delaware
corporation ( Tenant ).
RECITALS:
A. By that certain Lease with a reference date of October 31,
1988 (the Original Lease ), by and between Landlord and Tenant,
Landlord leased to Tenant certain premises consisting of approximately
39,347 square feet of retail space (the Store or the Mart ) located
in the shopping center commonly known as Sportmart Plaza (the
Shopping Center ) at 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxx Xxxxxxxxx,
Xxxxxxxx.
B. The Original Lease was amended by the following documents
executed by and between Landlord and Tenant (i) that certain First
Lease Amendment dated December 2, 1988 (the First Amendment ), and
(ii) that certain Second Amendment to Lease dated March 31, 1996 (the
Second Amendment ). The Original Lease, the First Amendment and the
Second Amendment are collectively referred to herein as the Lease .
C. Landlord and Tenant are mutually desirous of amending the
Lease in order to, among other things: (i) lengthen the original Term
of the Lease and to grant Tenant certain options to extend the
modified Term of the Lease; (ii) modify the Minimum Rent payable
under the Lease; and (iii) grant Tenant a cash payment as an
inducement for lengthening the original Term of the Lease.
D. Initially capitalized terms not otherwise defined herein
shall have the meanings attributed to them in the Lease.
NOW, THEREFORE, in consideration of the foregoing Recitals, the
mutual covenants hereinafter set forth, and for other good and
valuable consideration, the receipt and sufficiency of which are
hereby acknowledged by each party hereto, Landlord and Tenant hereby
agree as follows:
AGREEMENT
1. Term and Initial Term Expiration Date. Effective as of the
date hereof Section 1.5 of the Lease shall be deleted in its entirety
and replaced with the following new Section 1.5:
1.5 Term: Initial Term Expiration Date:
Two Hundred Forty (240) months following the
Commencement Date (i.e., June 30, 2009).
2. Options. Effective as of the date hereof Section 1.6 of
the Lease shall be deleted in its entirety and replaced with the
following new Section 1.6:
1.6 Options: Two (2) additional five (5) year periods.
3. Minimum Rent. Effective as of the date hereof Section 1.7
of the Lease shall be deleted in its entirety and replaced with the
following new Section 1.7:
1.7 Minimum Rent:
(1) Commencement Date through June 30, 1996: Nine and
91/100 Dollars ($9.91) per square foot of Leasable
Floor Area of the Store ($389,928.77 based on
39,347 square feet).
(2) July 1, 1996 through June 30, 1999: Nine and
50/100 Dollars ($9.50) per square foot of Leasable
Floor Area of the Store ($373,796.50 based on
39,347 square feet).
(3) July 1, 1999 through June 30, 2004: the lesser of
(i) Nine and 91/100 Dollars ($9.91) per square
f o o t of Leasable Floor Area of the Store
($389,928.77 based on 39,347 square feet), or (ii)
t h e annual Minimum Rent payable during the
preceding thirty-six (36) month period, multiplied
by the CPI Increase for the immediately preceding
thirty-six (36) month period.
(4) July 1, 2004 through the Initial Termination Date
(i.e., June 30, 2009): the lesser of (i) Ten and
5 0 /100 Dollars ($10.50) per square foot of
Leasable Floor Area of the Store ($413,143.50
based on 39,347 square feet), or (ii) the annual
Minimum Rent payable during the preceding sixty
(60) month period, multiplied by the CPI Increase
for the immediately preceding sixty (60) month
period.
(5) July 1, 2009 through June 30, 2014 (the first
Option Period): the lesser of (i) the annual
Minimum Rent payable during the preceding sixty
(60) month period multiplied by one hundred twelve
percent (112%), or (ii) the annual Minimum Rent
payable during the preceding sixty (60) month
period, multiplied by the CPI Increase for the
immediately preceding sixty (60) month period.
(5) July 1, 2014 through June 30, 2019 (the second
Option Period): the lesser of (i) the annual
Minimum Rent payable during the preceding sixty
(60) month period multiplied by one hundred twelve
percent (112%), or (ii) the annual Minimum Rent
payable during the preceding sixty (60) month
period, multiplied by the CPI Increase for the
immediately preceding sixty (60) month period.
For purposes of periodic Minimum Rent increases under this
Section 1.7, the "CPI Increase" is calculated by solving the
following equation for CPII:
CPII = (((CPIend divided CPIstart) - 1) x 5) + 1
where: CPII = CPI Increase
CPIend = the CPI (defined below) for the month of
October immediately preceding the
effective date of the applicable
increase
CPIstart = t h e CPI for the month of October
immediately preceding the thirty-six
(36) or sixty (60) month period (as the
case may be) preceding the effective
date of the applicable increase
Notwithstanding the foregoing, if the CPIstart is greater
than the CPIend (i.e., the CPI has gone down over the
thirty-six (36) or sixty (60) month period, as the case may
be, preceding the rent adjustment date in question), the CPI
Increase shall be deemed to be 1.00.
"CPI" shall mean the Consumer Price Index--United States All
Items for All Urban Consumers (1982-1984=100) published by
the Bureau of Labor Statistics of the Department of Labor.
If the manner in which such Consumer Price Index as
determined by the Bureau of Labor Statistics shall be
substantially revised, an adjustment shall be made in such
revised index, which would produce results equivalent, as
nearly as possible, to those which would have been obtained
if the Consumer Price Index had not been so revised. If the
Consumer Price Index shall become unavailable to the public,
Landlord will substitute therefor a comparable index based
upon changes in the cost of living or purchasing power of
the consumer dollar published by any other governmental
agency, a major bank or other financial institution, a
university or a recognized financial publication.
4. Notice Addresses. Effective as of the date hereof Section
1.2 of the Lease shall be deleted in its entirety and replaced with
the following new Section 1.2:
1.2 Parties and Notice Addresses:
If to Tenant: Sportmart, Inc.
0000 X. Xxxx Xxxx, Xxxxx 000
Xxxxxxxx, Xxxxxxxx 00000
Attention: Legal Department
With copies of all notices to Tenant to be
sent to:
Sportmart, Inc.
0000 X. Xxxx Xxxx, Xxxxx 000
Xxxxxxxx, Xxxxxxxx 00000
Attention: Senior Vice President, Corporate
Development
If to Landlord: North Riverside Associates Limited
Partnership
c/o SM Property Management Co., Inc.
0000 X. Xxxx Xxxx, Xxxxx 000
Xxxxxxxx, Xxxxxxxx 00000
Attention: Legal Department
With copies of all notices to Landlord to be
sent to:
North Riverside Associates Limited
Partnership
c/o SM Property Management Co., Inc.
0000 X. Xxxx Xxxx, Xxxxx 000
Xxxxxxxx, Xxxxxxxx 00000
Attention: Senior Vice President, Corporate
Development
and to Landlord's lender at its address
currently on file with Landlord and Tenant.
5. Inducement Payment. As an inducement for Tenant entering
into this Third Amendment and agreeing that the Initial Term
Expiration Date shall be extended to June 30, 2009, Landlord shall pay
to Tenant, on or before July 1, 1999, the sum of Ninety Seven Thousand
Five Hundred and No/100 Dollars ($97,500.00) (the Inducement
Payment ). Landlord and Tenant agree that the Inducement Payment shall
not be deemed to be, or characterized as, free rent or a rental
abatement under the Lease, but the method of payment of the Inducement
Payment may be selected by Landlord at its sole and absolute
discretion, which method may include, without limitation, a credit
against Minimum Rent or any other payments due from Tenant to Landlord
under the Lease.
6. Full Force. Except as hereby expressly or by necessary
implication modified or amended by this Third Amendment, the parties
hereto acknowledge and agree that all of the terms and provisions of
the Lease shall be and remain in full force and effect. In the event
of any conflict or inconsistency between the terms of the Lease and
this Third Amendment, the terms of this Third Amendment shall govern
and control.
7. No Further Amendment. This Third Amendment may not be
amended, waived or modified in any respect unless the same shall be in
writing and signed by both parties. This Third Amendment constitutes
the entire agreement of the parties and supersedes all prior
agreements, arrangement and contracts, whether oral or written,
concerning the subject matter hereof.
8. Counterparts. This Third Amendment may be executed in
multiple counterparts, each of which shall be deemed an original and
all of which shall constitute one and the same instrument.
IN WITNESS WHEREOF, Landlord and Tenant have executed this Third
Amendment as of the date first above written.
LANDLORD:
NORTH RIVERSIDE ASSOCIATES LIMITED
PARTNERSHIP, an Illinois limited partnership
By: North Riverside Corporation, an Illinois Corporation, its
General Partner
By: /S/XXXXXXXX XXXX
Title: VICE PRESIDENT
TENANT:
SPORTMART, INC.,
a Delaware corporation
By: /S/ XXXXXX XXXXXXXX
Title: PRESIDENT
