FIRST AMENDMENT OF LEASE
------------------------
DATE: January 16th, 1998
LANDLORD: LEONIA ASSOCIATES, L.L.C.
a New Jersey Limited Liability Company
ADDRESS OF LANDLORD: c/o Sterling Management Corp.
00 Xxxxx Xxxxxx
Xxxx, XX 00000
TENANT: COMPUTER OUTSOURCING SERVICES, INC., a New
York Corporation,
ADDRESS OF TENANT: 0 Xxxxxxxx Xxxxxxx
Xxxxxx, Xxx Xxxxxx 00000
LEASE DATE: June 2, 1997
BUILDING: 0 Xxxxxxxx Xxxxxxx
Xxxxxx, XX 00000
Landlord and Tenant, being bound unto a lease, dated the Lease Date,
for a portion of the Building (the "Lease"), hereby agree to modify and amend
the Lease in the following manner:
1. DEMISED PREMISES OR PREMISES. As of January 1, 1998 (the "Effective
Date"), Paragraph (7) of the Preamble to the Lease shall be deleted in its
entirety and the following is substituted therefor:
"(7) Demised Premises or Premises: Approximately SIXTY SEVEN
THOUSAND (67,000) gross rentable square feet on the First
(1st) and Second (2nd) Floors (the entire Building)
delineated on Exhibit A annexed hereto, which includes an
allocable share of the Common Facilities as defined in
Paragraph 42(c), which size is stipulated and agreed to by
the parties hereto."
2. EXHIBIT A. As of the Effective Date, Exhibit A annexed to the Lease
is hereby deleted in its entirety and revised Exhibit A annexed hereto shall be
substituted therefor for all purposes under the Lease.
3. FIXED BASIC RENT. Paragraph (9) of the Preamble to the Lease is
hereby modified to provide that Fixed Basic Rent for the remainder of the Term
shall be payable as follows:
I. Fixed Basic Rent for January 1, 1998 through March 31, 1998 shall
mean:
(A) Yearly Rate: SEVEN HUNDRED TWENTY FIVE THOUSAND AND 00/100
($725,000.00) DOLLARS plus an amount equal to twenty-five point four
(25.4%) percent of the Real Estate Taxes for the Building.
(B) Monthly Installment: SIXTY THOUSAND FOUR HUNDRED SIXTEEN AND
66/100 ($60,416.00) DOLLARS plus an amount equal to twenty-five point
four (25.4%) percent of the Real Estate Taxes for the Building, which
shall be payable monthly on the first day of each month, in advance,
in the amount of $2,750.00. In the event the actual amount of the Real
Estate Taxes for the building for the first quarter of 1998 is greater
or less than that paid by Tenant pro rata for the Additional Space,
the appropriate adjustment shall be made by and between Landlord and
Tenant as soon as practicable after the final 1998 xxxx is issued.
II. Fixed Basic Rent for April 1, 1998 through June 30, 1998 shall
mean:
(A) Yearly Rate: SEVEN SIXTY SEVEN THOUSAND FIVE HUNDRED AND
00/00 ($767,500.00) DOLLARS plus an amount equal to twenty-five point
four (25.4%) percent of the Real Estate Taxes for the Building.
(B) Monthly Installment: SIXTY THREE THOUSAND NINE HUNDRED
FIFTY-EIGHT AND 33/100 ($63,958.33) DOLLARS plus an amount equal to
twenty-five point four (25.4%) percent of the Real Estate Taxes for
the Building, which shall be payable monthly on the first day of each
month, in advance, in the amount of $2,750.00. In the event the actual
amount of the Real Estate Taxes for the building for the second
quarter of 1998 is greater or less than that paid by Tenant pro rata
for the Additional Space, the appropriate adjustment shall be made by
and between Landlord and Tenant as soon as practicable after the final
1998 xxxx is issued.
III. Fixed Basic Rent for July 1, 1998 through September 30, 1998
shall mean:
(A) Yearly Rate: EIGHT HUNDRED TWENTY SEVEN THOUSAND AND 00/100
($827,000.00) DOLLARS plus an amount equal to twenty-five point four
(25.4%) percent of the Real Estate Taxes for the Building.
(B) Monthly Installment: SIXTY EIGHT THOUSAND NINE
HUNDRED
SIXTEEN AND 66/100 ($68,916.66) DOLLARS plus an amount equal to
twenty-five point four (25.4%) percent of the Real Estate Taxes for
the Building, which shall be payable monthly on the first day of each
month, in advance, in the amount of $2,750.00. In the event the actual
amount of the Real Estate Taxes for the building for the third quarter
of 1998 is greater or less than that paid by Tenant pro rata for the
Additional Space, the appropriate adjustment shall be made by and
between Landlord and Tenant as soon as practicable after the final
1998 xxxx is issued.
IV. Fixed Basic Rent for Four Years and Three Months, commencing
October 1, 1998 through December 31, 2002, shall mean THREE
MILLION EIGHT HUNDRED THREE THOUSAND SEVEN HUNDRED FIFTY AND
001/00 ($3,803,750.00) DOLLARS.
(A) Yearly Rate: EIGHT HUNDRED NINETY FIVE
THOUSAND AND 00/100 ($895,000.OO) DOLLARS.
(B) Monthly Installment: SEVENTY FOUR THOUSAND
FIVE HUNDRED EIGHTY THREE AND 33/100 ($74,583.33) DOLLARS.
V. Fixed Basic Rent for Six Years, commencing January 1, 2003
through December 31, 2008 shall mean SIX MILLION ONE HUNDRED
SEVENTY FOUR THOUSAND AND 00/100 ($6,174,000.00) DOLLARS.
(A) Yearly Rate: ONE MILLION TWENTY NINE THOUSAND
AND 00/100 ($1,029,000.00) DOLLARS.
(B) Monthly Installment: EIGHTY FIVE THOUSAND
SEVEN HUNDRED FIFTY 00/100 ($85,750.00) DOLLARS.
4. TENANT'S PERCENTAGE. Commencing January 1, 1998, Paragraph (10) of
the Preamble to the Lease shall be deleted in its entirety and the following is
substituted therefor:
"(10) Tenant's Percentage: One hundred (100%)
percent, which percentage is stipulated
and agreed to by the parties hereto, subject
to adjustment as provided for in Paragraph 42(e)."
5. PARKING SPACES. As of the Effective Date, Paragraph 12 of the
Preamble of the Lease shall be deleted in its entirety and the following
substituted therefor:
"(12) Parking Spaces shall mean all of the parking
spaces reserved for the Building."
6. MONTHLY OPERATING COSTS ESTIMATES. Commencing January 1, 1998, the
amount of estimated monthly payments for Operating Costs paid by Tenant pursuant
to Paragraph 23(B)(b) of the Lease shall be changed from TEN THOUSAND and 00/100
($10,000.00) DOLLARS to THIRTEEN THOUSAND SEVEN HUNDRED FIFTY and 00/100
($13,750.00) DOLLARS.
7. LANDLORD'S WORK - Landlord agrees, that at Landlord's expense, it
will do substantially all of the work in the additional Seventeen Thousand
(17,000) gross rental square feet (the "Additional Space") to be occupied by
Tenant hereunder in accordance with Exhibit B, annexed hereto and made a part
hereof ("Landlord's Work"). Except as set forth in Exhibit B, Landlord shall
have no obligation to perform any other Landlord's Work in the Additional Space,
and Tenant specifically agrees that it will accept the Additional Space in its
current "as is" condition. In the event the cost of Landlord's Work, inclusive
of all hard and soft costs, is less than ONE HUNDRED EIGHTY FIVE THOUSAND
($185,000.00) DOLLARS, the amount of differential between Landlord's actual cost
and said amount will be paid to Tenant by Landlord in the form of a rent credit
to be applied to the Fixed Basic Rent for October 1998 or sixty (60) days after
the substantial completion of Landlord's Work, whichever is later.
8. RENT CREDIT FOR CHECK METER. In lieu of the check meters to have
been provided by Landlord pursuant to Paragraph 22 of the Lease, prior to this
agreement, the Landlord grants Tenant a rent credit of TEN THOUSAND ($10,000.00)
DOLLARS to be applied to the monthly rent installment for Fixed Basic Rent for
the month of October 1998.
9. ACKNOWLEDGMENT OF PRIOR BUILDOUT CONTRIBUTION. Tenant acknowledges
receipt and payment of Landlord's obligation to contribute EIGHT HUNDRED
THOUSAND ($800,000.00) DOLLARS towards Tenant's buildout as provided in
Paragraph 27(b) of the Lease.
10. SCOPE OF CLEANING SERVICES. Anything contained in Paragraphs 20
and 22 to the contrary notwithstanding, the Tenant shall have the right, upon
written notice to the Landlord, to increase or decrease the scope of cleaning
services to be provided by Landlord, in which event the cost of same to be paid
by Tenant shall be adjusted accordingly.
11. BUILDING STANDARD ELECTRIC SERVICE.
I. Paragraph 22(a)(i) of the Lease is hereby deleted in its entirety
and the following substituted therefor:
"(a) Landlord agrees to redistribute Building Standard Office
Electrical Service (as hereinafter defined) to the Premises consistent with the
requirements as set forth in this Lease (not exceeding the present electrical
capacity at the Premises) upon the following terms and conditions:
(i) Tenant shall pay to Landlord all of the electrical power
consumed in the Demised Premises and Building as determined by the rate
structure then existing for the utility company supplying the electrical energy
to the Demised Premises and the Building, inclusive of common areas. Said
payments shall be due as Additional Rent with the next installment of Fixed
Basic Rent therefor becoming due."
II. Paragraph 22(b) of the Lease is hereby deleted in its entirety
and the following substituted therefor:
"(b) The "Building Standard Electric Service" shall, unless otherwise
provided by agreement in writing between the parties, be defined as the
provision by Landlord of electrical current for usual office requirements,
equipment and heating, ventilating and air-conditioning systems, twenty-four
(24) hours a day, seven (7) days a week. In no event shall Building Standard
Electric Service include electrical current for any computer room installation,
data processing center, or for any requirements needing greater than a 15-amp
line. All installments of electrical fixtures, appliances and equipment within
the Demised Premises shall be subject to Landlord's prior written approval which
approval shall not be unreasonably withheld or unduly delayed. Nothing herein
shall be construed as conferring on Landlord the right or option to cut off
electric service to the Building, except in instances requiring emergency or
necessary repairs, it being intended that electrical service to the elevators
and Demised Premises shall be available on a twenty-four (24) hours basis.
III. The following provision is hereby added to Paragraph 22 of
the Lease:
(d) At Tenant's sole and exclusive cost and option, to be
exercised upon reasonable written notice to the Landlord and the utility company
furnishing electrical service and energy to the Building (the "Utility
Company"), the Tenant shall arrange to obtain all electric, energy and utility
service directly from the Utility Company, and may utilize the then existing
electric feeders, risers and wiring used for such purpose and only to the extent
of Tenant's then authorized connected load. In this event, (i) Landlord shall
not be obligated to supply or pay any part of any cost required for Tenant's
electric, energy and utility service; (ii) the Tenant shall provide Landlord
with proof of payment to the Utility Company of its monthly utility xxxx; (iii)
the failure by the Tenant to make payment in full of its monthly utility xxxx
from the Utility Company within thirty (30) days of the rendering of such xxxx
shall constitute a default under this Lease.
12. OPTION. Paragraph 56(a) of the Lease is hereby amended so that
"$1,183,350.00" is substituted for "$948,750.00" in the last line thereof.
13. DELETIONS. The following provisions of the Lease are hereby
deleted and deemed null and void and of no further force and effect:
(a) Paragraph 27 (a)
(b) Paragraph 47
(c) The last sentence of Paragraph 36.
(d) Paragraph 57 (b)
(e) Paragraph 59
14. INTERPRETATION. In the event of any inconsistencies between this
Amendment of Lease and the Lease, this Amendment of Lease shall govern and be
binding. All words and terms used in this Amendment of Lease shall be construed
without regard to any presumption or other rule requiring construction against
the party causing this instrument to be drafted, since the Tenant has been
afforded an opportunity to submit revisions to the text hereof.
15. COMPLETE AGREEMENT. This Agreement, together with instrument
modified hereby, constitute the complete agreement and understanding between the
parties hereto with respect to the matters set forth herein and therein, and
supersede and terminate any and all prior negotiations or understandings between
the parties hereto. No alteration, amendment or modification of any of the terms
and provisions of this Agreement and the instruments modified hereby shall be
valid unless made pursuant to an instrument in writing signed by each of the
parties hereto. The parties do not intend to confer any benefit hereunder on any
person, firm, corporation or other entity, other than the parties hereto.
16. RATIFICATION OF LEASE. Except as expressly modified and amended by
the Amendment of Lease, all of the terms, provisions and conditions of the Lease
are hereby ratified and confirmed by Landlord and Tenant.
17. BINDING EFFECT. This Amendment of Lease shall inure to the benefit
of and be binding upon the parties hereto and their respective legal
representatives, successors and permitted assigns.
18. CORPORATE AGREEMENT. Each party represents and warrants to the
other that this Amendment of Lease has been duly authorized and approved by its
Board of Directors or Members, as the case may be. The undersigned officer and
representative of the corporation and Manager of the Limited Liability Company
executing this Agreement represent and warrant that they have authority to
execute this Amendment of Lease on behalf of their respective entities.
IN WITNESS WHEREOF, Landlord and Tenant have hereunto set their hands
and seals as of the day and year above first written; the parties affixing their
signatures hereto warrant the one to the other that they possess the requisite
authority to enter into this transaction and to sign this instrument.
ATTEST: LEONIA ASSOCIATES, L.L.C
By: Jeffco Holding Ltd.
a NJ corporation, Manager
By: /s/
------------------------ -----------------------------------
Xxxxxxx X. Xxxx, President
COMPUTER OUTSOURCING SERVICES, INC.
a New York Corporation
By: /s/
------------------------ -----------------------------------
Xxxxxx Xxxxxxx, President
EXHIBIT A
Page 1 of 2
(D R A W I N G)
EXHIBIT A
Page 2 of 2
(D R A W I N G)
EXHIBIT B
Landlord's Work
Page 1 of 3
Landlord shall, at Landlord's sole cost and expense:
1. Build space as per attached plan.
2. Landlord shall replace the components of the existing VAV boxes
located in the Additional Space with new components similar to
those currently existing in the Building.
3. Carpet and paint space to match existing installation.
4. Replace damaged ceiling tiles.
5. Re-arrange lighting as per mutually agreeable construction
drawings.
6. Add necessary electrical outlets as per a mutually agreeable
construction drawings.
7. Art work in lobby subject to Tenant's approval.
EXHIBIT B
Page 2 of 3
(D R A W I N G)
EXHIBIT B
Page 3 of 3
(D R A W I N G)
