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Exhibit 10.14
LEASE AMENDMENT
THIS LEASE AMENDMENT is made this day
of 1998, by and between XXXXXX X. XXXXXXXX, XX.
("LESSOR") and DECISIONONE CORPORATION ("LESSEE") against the following
background.
BACKGROUND
On or about October, 1994, LESSOR leased to General Diagnostics, Inc.
approximately 45,000 square feet of space in the Xxxxxxxx Building located at
000 Xxxxx Xxxx Xxxxx, Xxxxx, Xxxxxxxxxxxx through December 31, 1999.
Subsequent thereto, LESSEE, through a Lease Assignment and Assumption
Agreement with General Diagnostics, Inc. dated March 3, 1998, assumed the
rights and obligations of General Diagnostics, Inc. under said Lease.
A clause within said Lease allows LESSEE a Right of Renewal for an
additional five year period with fixed rental rates upon the Lease termination
date of December 31, 1999.
LESSEE has proposed a reconfiguration of their existing space while
extending the term of the Lease through the aforementioned renewal period.
NOW THEREFORE, in order to amend that certain Lease Agreement dated
October, 1994 as amended ("LEASE") and intending to be legally bound hereby, the
parties hereto agree as follows:
1 The term of the LEASE, is hereby amended to be for a term of seven years
and four months commencing September 1, 1998 and ending December 31, 2005.
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2 LESSOR and LESSEE hereby confirm and agree that the rentable area of the
Demised Premises equals 45,000 square feet as marked on the drawing
attached as SCHEDULE "A" hereto and incorporated herein by reference.
LESSOR and LESSEE hereby further confirm and agree that the rentable area
of the Xxxxxxxx Building of which the Demised Premises are a part equals
130,998 square feet.
3 From and after September 1, 1998, LESSEE shall pay minimum annual rent as
set forth on the Schedule of Rents attached hereto and marked SCHEDULE "B"
and incorporated herein by reference. In addition, LESSEE shall pay, as
additional rent, LESSEE'S proportionate share of the service charges
incurred by LESSOR for the Xxxxxxxx Building, also based on 45,000 square
feet or 34.35% of the total service charges for the building. For the
months of October, November and December 1998, LESSOR agrees to xxxxx the
minimum rent by a total of $36,562.50 or $12,187.50 for each month. During
the abatement period, LESSEE will continue to pay operating costs for the
entire 45,000 square feet as set forth in SCHEDULE "B". Said operating
costs shall contain an allowance for management of the premises which
shall equal 5% of the "BASE RENTAL" for the Demised Premises.
4 LESSOR will provide up to $750,000.00 for a Leasehold Incentive Fund for
the purposes hereinafter set forth in this Lease Amendment. The sums
expended from the Leasehold Incentive Fund will be repaid to LESSOR in the
form of additional rent payable in monthly installments as an additional
part of the monthly rent in an amount equal to the sum necessary to
amortize the entire Leasehold Incentive Fund over the entire LEASE term
including interest at an annual rate of 9%.
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5 LESSEE is currently entitled to use 70 parking spaces as part of their
allotted parking ratio. LESSOR shall provide LESSEE full use of an
additional 35 parking spaces which shall be so designated and reserved
bringing the total parking spaces allotted to LESSEE to 105 spaces.
6 LESSOR will provide from the above described Leasehold Incentive Fund for
any/all of the following costs which may be associated with the existing
space including both hard and soft costs associated with construction and
tenant finishes (tenant improvements) to existing space, including voice
and data cabling, voice and data equipment, fixtures, moving, leasing
commissions, project management, and the like. The following items shall
be paid for from the Leasehold Incentive Fund but the total costs of such
items shall be limited so that the maximum allowance (including sales
taxes and delivery charges, if any) for all of these items shall be
$365,000.00 which was arrived at using the amounts set forth below. Any
excess costs above $365,000.00 for all of these items shall be paid by
LESSEE.
Allowance for Voice and Data Cable $ 35,000.00
Allowance for Furniture $170,000.00
Allowance for Telecom Equipment $ 50,000.00
Allowance for Security $ 20,000.00
Allowance for Commissions $ 45,000.00
Allowance for Moving $ 20,000.00
Allowance for Project Management $ 25,000.00
LESSEE, shall arrange the purchase of each of the above items and submit
the final bills to LESSOR for payment.
The remaining portion of the $750,000.00 Leasehold Incentive Fund or
$385,000.00 shall be applied towards the total construction costs,
estimated to be $625,000.00, necessary to "turnkey" the facility for
business as presented in the plans and specifications hereafter
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described. The portion of the construction costs which exceeds the
LESSEE'S portion of the construction allowance shall be the responsibility
of the LESSOR, and not passed on to the LESSEE.
7 LESSEE has provided plans and specifications covering the desired
modifications to the premises to be funded from the Leasehold Incentive
Fund. Said plans and specifications have been approved by the parties and
are incorporated herein by reference as if they were set forth herein at
length.
8 LESSOR shall provide for the construction and improvements to the demised
premises in accordance with said plans and specifications. LESSOR shall
use his best efforts to complete said construction and improvements within
sixty (60) days from the date of execution of this Lease Amendment. LESSEE
shall have the right to approve the selection of any and all contractors,
subcontractors, architects or engineers associated with the construction
or acquisition of improvements to be paid from the Leasehold Incentive
Fund. LESSEE's approval shall not be unreasonably withheld. Any delays
caused by this approval process shall be added to the aforesaid sixty (60)
day period.
9 LESSOR agrees that if at any time during the term of the LEASE, as
amended, LESSOR wishes to lease all or any portion of the space not
occupied by LESSEE within the Xxxxxxxx Building but contiguous to the
Demised Premises to third party tenants (other than tenants presently in
the Xxxxxxxx Building), then LESSOR shall offer in writing ("OFFER") to
lease such space to LESSEE which OFFER shall identify the portion of the
Xxxxxxxx Building subject to the OFFER ("OFFERED SPACE") and the date on
which the OFFERED SPACE will become available. If any space in the
Xxxxxxxx Building is currently subject to existing
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options or rights of first refusal, this present right shall accrue only
after the lapse of such pre-existing option or right. After delivery of an
OFFER, LESSEE shall have ten business days to respond to such OFFER. Rent
and other terms and conditions for LESSEE's leasing of the OFFERED SPACE
shall be the same rent and the same terms and conditions as then
applicable to the Demised Premises under the LEASE, as amended. If LESSEE
shall accept the OFFER, the OFFERED SPACE shall become part of the Demised
Premises at the same rate and upon the same terms and conditions as then
applicable to the remainder of the Demised Premises under the LEASE, as
amended. If LESSEE shall reject the offer, or shall fail to accept it in
writing within ten business days after the receipt thereof, then LESSOR
shall be free to lease the OFFERED SPACE to third parties free and clear
of LESSEE's option and rights under this Paragraph 12. The fact that
LESSEE rejects an offer or fails to accept it in a timely fashion shall
have no affect on LESSEE's ongoing right of first offer for any
subsequently available space in the Xxxxxxxx Building which is contiguous
to the Demised Premises.
10 LESSEE agrees that simultaneously with the execution of this LEASE
AMENDMENT, it will execute and deliver to LESSOR a "SUBORDINATION,
NON-DISTURBANCE AND ATTORNMENT AGREEMENT" and "LESSEE'S ESTOPPEL
CERTIFICATE" in the form attached hereto and marked SCHEDULE "C".
11 The terms and conditions set forth on the attached and marked up "RIDER
TO LEASE BETWEEN DECISIONONE CORPORATION AND XXXXXX X. XXXXXXXX, XX. DATED
- September 1998" (marked "SCHEDULE D") are hereby incorporated herein by
reference as fully as if they were expressly set forth at length.
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12 LESSEE is hereby given the option to extend the term of this Lease for an
additional term of five (5) years (RENEWAL TERM) upon the same terms and
conditions as set forth in this Lease, except for the adjustment for
"ADDITIONAL RENTAL" set forth on SCHEDULE B. LESSEE agrees to give LESSOR
written notice of election to exercise this option not less than six
months prior to the expiration of the then current term hereof. If the
LESSEE exercises its option to so renew the Term, then the annual rent for
the RENEWAL TERM shall be as set forth on the Remittance Schedule attached
hereto as SCHEDULE B for the years set forth thereon.
13 Except as modified hereby, all other terms and conditions of the LEASE, as
amended, shall continue in full force and effect.
IN WITNESS WHEREOF, the parties have hereunto set their hands and seals
the day and the year first above written.
WITNESS:__________________________ _____________________________(SEAL)
XXXXXX X. XXXXXXXX, XX.
DECISIONONE CORPORATION
ATTEST:___________________________ BY:__________________________(SEAL)
Name: Name:
Title: Title:
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SCHEDULE A
DRAWING OF
DEMISED PREMISES
FOR
DECISIONONE CORPORATION
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SCHEDULE C
SUBORDINATION, NON-DISTURBANCE
AND
ATTORNMENT AGREEMENT
LESSEE'S ESTOPPEL CERTIFICATE
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SCHEDULE D
RIDER TO LEASE
BETWEEN
DECISIONONE CORPORATION
AND
XXXXXX X. XXXXXXXX, XX.
DATED - September 1998
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LEASE AMENDMENT
THIS LEASE AMENDMENT is made this day
of May, 1999, by and between XXXXXX X. XXXXXXXX, XX. ("LESSOR") and
DECISIONONE CORPORATION ("LESSEE") against the following background.
BACKGROUND
On or about October, 1994, LESSOR leased to General Diagnostics, Inc.
approximately 45,000 square feet of space in the Xxxxxxxx Building located at
000 Xxxxx Xxxx Xxxxx, Xxxxx, Xxxxxxxxxxxx through December 31, 1999.
Subsequent thereto, LESSEE, through a Lease Assignment and Assumption
Agreement with General Diagnostics, Inc. dated March 3, 1998, assumed the
rights and obligations of General Diagnostics, Inc. under said Lease.
A clause within said Lease allows LESSEE a Right of Renewal for an
additional five year period with fixed rental rates upon the Lease termination
date of December 31, 1999.
On or about September 25, 1998, the parties reconfigured the leased space
while extending the term of the Lease to December 31, 2005.
The LESSEE has now requested additional space in the building and certain
renovations to the new and existing leased space and the LESSOR has agreed to
amend the Lease.
NOW THEREFORE, in order to amend that certain Lease Agreement dated
October, 1994 as amended ("LEASE") and intending to be legally bound hereby, the
parties hereto agree as follows:
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1 Beginning July 1, 1999 and extending through December 31, 2005, LESSOR
will lease to LESSEE an additional fifty-four hundred (5,400) square feet
of space in the Xxxxxxxx Building and LESSOR and LESSEE hereby confirm and
agree that the rentable area of the Demised Premises now equals 50,400
square feet as marked on the drawing attached hereto as "EXHIBIT 99-A" and
incorporated herein by reference. LESSOR and LESSEE hereby further confirm
and agree that the rentable area of the Xxxxxxxx Building of which the
Demised Premises are a part equals 130,998 square feet.
2 From and after July 1, 1999, LESSEE shall pay minimum annual rent as set
forth on the Schedule of Rents attached hereto and marked "EXHIBIT 99-B"
and incorporated herein by reference. In addition, LESSEE shall pay, as
additional rent, LESSEE'S proportionate share of the service charges
incurred by LESSOR for the Xxxxxxxx Building, also based on 50,400 square
feet or 38.474% of the total service charges for the building. Said
operating costs shall contain an allowance for management of the premises
which shall equal 6% of the "BASE RENTAL" for the Demised Premises.
3 LESSOR will make the necessary renovations called for in the plans and
specifications quoted upon by Veneesa Construction Co., Inc. by written
quote dated May 5, 1999, a copy of which is attached hereto as "EXHIBIT
99-C". The sums expended by LESSOR will be repaid to LESSOR in the form of
additional rent payable in monthly installments as an additional part of
the monthly rent as set forth on EXHIBIT 99-B.
4 LESSEE is currently entitled to use 105 parking spaces as part of their
allotted parking ratio. LESSOR shall provide LESSEE full use of an
additional 15 parking spaces including 4
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handicapped spaces which shall be so designated and reserved bringing the
total parking spaces allotted to LESSEE to 120 spaces.
5 In addition to the "fit out" costs referred to above, LESSOR will provide
LESSEE allowances for any/all of the following costs which may be
associated with either the new space or the existing space including both
hard and soft costs associated with construction and tenant finishes
(tenant improvements) to existing space. These additional costs or
allowances which LESSOR shall provide shall include voice and data
cabling, voice and data equipment, fixtures, moving, leasing commissions,
project management, and the like to a maximum cost of $150,000.00. LESSEE,
shall arrange the purchase of each of the above items and submit the final
bills to LESSOR for payment. It is not contemplated that the construction
cost shall exceed the above described quotation. The cost of any change
orders to the construction "fit-out" agreed to herein which are requested
after the date of this Amendment shall be the responsibility of LESSEE.
6 LESSEE has provided plans and specifications covering the desired
modifications to the premises to be funded by LESSOR. Said plans and
specifications have been approved by the parties and are incorporated
herein by reference as if they were set forth herein at length.
7 LESSOR shall provide for the construction and improvements to the demised
premises in accordance with said plans and specifications. LESSOR shall
use his best efforts to complete said construction and improvements within
sixty (60) days from the date of execution of this Lease Amendment. If
construction is not complete by July 1, 1999, the rental schedule set
forth herein shall never-the-less be paid.
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8 LESSEE agrees that simultaneously with the execution of this LEASE
AMENDMENT, it will execute and deliver to LESSOR a "SUBORDINATION,
NON-DISTURBANCE AND ATTORNMENT AGREEMENT" and "LESSEE'S ESTOPPEL
CERTIFICATE" in the form attached hereto and marked "EXHIBIT 99-D".
9 LESSEE'S option, set forth in the previous Lease Amendment, to extend the
term of this Lease for an additional term of five (5) years (RENEWAL TERM)
upon the same terms and conditions as set forth in this Lease, except for
the adjustment for "ADDITIONAL RENTAL" set forth on "EXHIBIT 99-B", is
hereby extended to include the additional space. LESSEE agrees to give
LESSOR written notice of election to exercise this option not less than
six months prior to the expiration of the then current term hereof. If the
LESSEE exercises its option to so renew the Term, then the annual rent for
the RENEWAL TERM shall be as set forth on the Remittance Schedule attached
hereto as "EXHIBIT 99-B" for the years set forth thereon.
10 Except as modified hereby, all other terms and conditions of the LEASE, as
amended, shall continue in full force and effect.
IN WITNESS WHEREOF, the parties have hereunto set their hands and seals
the day and the year first above written.
WITNESS:__________________________ ____________________(SEAL)
XXXXXX X. XXXXXXXX, XX.
DECISIONONE CORPORATION
ATTEST:___________________________ BY:__________________(SEAL)
Name: Name:
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Title: Title:
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EXHIBIT 99-A
DRAWING OF
DEMISED PREMISES
FOR
DECISIONONE CORPORATION
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EXHIBIT 99-D
SUBORDINATION, NON-DISTURBANCE
AND
ATTORNMENT AGREEMENT
LESSEE'S ESTOPPEL CERTIFICATE
