Exhibit 10.1
LEASE MODIFICATION AGREEMENT
This Lease Modification Agreement ("Agreement"), effective as of March 29, 1997
is made by and between Xxxxx X. Xxxxxxx ("Landlord") and Uno Restaurants, Inc
("Tenant").
WHEREAS, Xxxxx X. Xxxxxxx and Uno Restaurants, Inc. entered into a
lease ("Lease") dated March 30, 1987; and
WHEREAS, said Lease was modified on November 17, 1992; and
WHEREAS, Landlord and Tenant desire to extend the Term of the Lease
under the same terms and conditions, except as modified herein.
NOW THEREFORE, in consideration of mutual promises made by and between
the parties, said Lease is extended and modified as follows:
1. The Recital Section of the Lease is modified as follows:
(a) On the fifth line of the Recital section, after the
word "Massachusetts" insert "02116".
(b) On the fifth line of the Recital section, delete the
number "20,000" and insert "21,164" in its place.
(c) On the seventh line of the Recital section, delete
the words "and roof thereof,"
(d) On the seventh line of the Recital section, delete
the comma after the word ("Premises") and insert a
period in its place and delete the words "together
with the.............and elevators, if any."
(e) Insert the following paragraph after the first
paragraph of the Recital section: "The Premises
contains hallways, foyers, corridors, stairways,
restrooms, entry/exit ways, and an elevator which
shall be considered to be common areas ("Common
Area") for the nonexclusive use by Landlord, Tenant,
subtenants, customers, invitees, contractors, guests,
prospective mortgagees and prospective buyers.
Furthermore, Common Area includes the roof areas of
the Premises for the exclusive use of the Landlord
and Tenant."
2. Section 1 of the Lease is hereby deleted and the following is
substituted in its place:
"TERM:
(a) The term ("Term") of this Lease is hereby extended
for a period of fifteen (15) years commencing on
March 30, 1997 and shall terminate on March 29, 2012,
unless sooner terminated as provided herein.
(b) Provided Tenant is not in default of its obligations
under this Lease beyond any applicable cure period,
Tenant shall have the right to extend the Term of the
Lease for two (2) successive periods of five (5)
years each ("Option Periods") under the same terms,
provisions, and conditions as those in the Term
except for Minimum Rent. In order to exercise an
Option Period, Tenant shall notify Landlord on the
later to occur of (a) 6 months prior to the
expiration of the Term or Option Period; or (b)
within 14 business days after receipt of an option
notice ("Option Notice") from Landlord. An Option
Notice is a notice from Landlord given no earlier
than one (1) month prior to the end of the then
current Term or Option Period notifying Tenant that
the Term or Option Period is about to expire."
3. Section 2 of the Lease is amended as follows:
(a) Delete the last sentence of the Section starting with
"Tenant shall also............as Tax Rent."
(b) Schedule A of the Lease is amended by deleting
Section 1 and 2 and substituting the following in its
place:
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"INITIAL TERM ANNUAL BASE RENT MONTHLY BASE RENT
3/30/97-3/29/02 $162,000.00 $13,500.00
3/30/02-3/29/07 186,300.00 15,525.83
3/30/07-3/29/12 214,245.00 17,853.75
Option Periods:
3/30/12-3/29/17 246,382.00 20,531.83
3/30/17-3/29/22 283,339.00 23,611.58"
4. The heading for Section 3 of the Lease is modified so that it reads as
follows:
"TAXES, OPERATING COSTS AND COMMON AREA EXPENSES:"
5. The first paragraph of Section 3 of the Lease hereby deleted and the
following is substituted in its place:
"Tenant shall pay, directly to the governmental authority in
which the Premises is located, all real estate taxes and all
personal property taxes ("Taxes") imposed upon the Premise."
6. Insert the following at the end of the second paragraph of
Section 3 of the Lease: "Landlord shall cooperate with Tenant
to allow Tenant to institute any abatement proceedings seeking
a reduction or adjustment of real estate taxes. Such abatement
shall be at Tenant's sole cost and expense."
7. The last paragraph of Section 3 of the Lease is hereby deleted in its
entirety and the following is substituted in its place:
"Tenant shall be responsible for providing and paying any and
all operating expenses ("Operating Expenses") and Common Area
Maintenance Costs ("CAM") (including but not limited to
structural repairs as provided in Section 7 of the Lease and
utilities as provided in Section 6 of the Lease for all
reasonable and ordinary repairs and maintenance to the
Premises and land. Such Operating Expenses and CAM shall cover
all of the mechanical, electrical, elevator and utility
systems, as well as any structural components of the Premises.
Notwithstanding, Tenant's expenditures for capital
improvements to the Premises is hereafter subject to an annual
cap on such expenditures as stated in Section 10 of this
Agreement. Tenant may charge subtenants additional rent for
their prorata share of Taxes, Operating Expenses, and CAM for
the Premises. Notwithstanding, Tenant may require subtenants
in the office spaces to perform ordinary and reasonable
repairs and maintenance within the subleased offices at the
subtenants' sole cost and expense."
8. Section 4 of the Lease is modified as follows:
Delete the period after the word "law" and insert a comma in
its place and add the words "including but not limited to
subleasing the office suites on the second through the sixth
floor of the Premises."
9. At the end of the Section 6 of the Lease, insert the following
paragraph:
"Tenant may charge subtenants additional rent for their
prorata share of utilities for the Common Areas of the
Premises. Notwithstanding, the subtenant spaces are separately
metered for electric lights, power and heating, ventilating
and air conditioning and each subtenant is responsible for
such costs incurred."
10. At the end of the Section 7 of the Lease, insert the following
paragraphs:
"Notwithstanding the above paragraph, during the period of
March 30, 1997 through March 29, 2002, Tenant's maximum
responsibility for capital improvements ("Improvements"), as
defined by Generally Accepted Accounting Principles, to the
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Premises shall be limited to the first $50,000.00 for each
year for any such Improvements required for the Premises and
Landlord shall be responsible for any Improvements in excess
of $50,000.00 for each year. During the period of March 30,
2002 through March 29, 2007, Tenant's maximum responsibility
for Improvements shall be limited to the first $25,000.00 for
each year for any such Improvements required for the Premises
and Landlord shall be responsible for all such Improvements in
excess of $25,000.00 for each year. During the period of March
30, 2007 through March 29, 2012 and the Option Periods,
Tenant's maximum responsibility for any Improvements shall be
negotiated but in no event shall Tenant's maximum
responsibility exceed $25,000.00 for each year.
Notwithstanding the foregoing, Tenant's total obligation for
Improvements, shall be cumulative throughout the Term of the
Lease including any Option Periods, and any amounts not
expended for such Improvements shall be carried forward to
succeeding years. By way of example:
Assume that in the first year, Tenant's required
obligation for Improvements is $50,000. Tenant
expends a total of only $30,000. The difference of
$20,000 shall be carried forward to the second year.
If in the second year, Improvements are $75,000, then
Tenant shall be required to pay only $70,000 ($20,000
from the previous year plus $50,000 for the second
year. Conversely, if Tenant's Improvements in the
second year were only $60,000, Tenant would be
required to pay that amount in full and would,
therefore carry the remaining $10,000 over to the
third year and so on.
11. In Section 23 of the Lease, delete the entire subsection titled
"Premises" and substitute the following in its place:
"Premises: The entire first floor and basement space in
the building located at 000-000 Xxxxxxxx
Xxxxxx, containing approximately 7,129
square feet of space, together with
appurtenant rights to all common areas,
entrances, elevators, and roof areas
necessary for Tenant's full enjoyment of the
Premises.
12. In Section 23 of the Lease, delete the entire subsection titled "Base
Rent" and substitute the following in its place:
"Base Rent: Upon Commencement of a new lease as provided
for herein, the Base Rent for the new five
year term, depending upon the termination
date of the existing Lease shall be as
follows if terminated during the period:
4/1/97-3/31/02 Base Rent shall be
$180,000.00
4/1/02-3/31/07 Base Rent shall be
$207,000.00
4/1/07-3/31/12 Base Rent shall be
$238,000.00.
Base Rent in Option Periods:
Base Rent in the first Option Period shall
be 15% above the then current rent. Base
Rent for the second Option Period shall be
15% above that paid in the first Option
Period.
By way of example, if the Landlord
exercises its right to terminate
the Lease in July, 2004, Base Rent
for the first five year period of
the new lease would be $207,000.
Base Rent in the first Option
Period would then be $238,050.00
and in the second Option Period
Base Rent will be $273,758.00
13. At the end of Section 24 of the Lease insert the following:
"In the event of termination of the Lease as provided in
Section 23, all subleases by and
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between Tenant/Sublessor, Uno Restaurants, Inc. and subtenants
listed on Schedule B and any subleases hereafter entered into
shall be assigned by Tenant/Sublessor, Uno Restaurants, Inc.,
to any successor landlord and such successor landlord agrees
to recognize, acknowledge, and abide by the terms of those
subleases.
14. The existing Schedule B is hereby replaced by a new Schedule B attached
hereto and made a part hereof.
Except as modified by this Agreement, the Lease and all terms therein are
reaffirmed and ratified by the parties.
To signify agreement with the foregoing Agreement, Landlord and Tenant have
executed this instrument under seal.
LANDLORD: TENANT:
XXXXX X. XXXXXXX UNO RESTAURANTS, INC.
By: /s/ Xxxxx Xxxxxxx By: /s/ Xxxxxx X. Xxxxxxx
---------------------------- ---------------------------------
Its: Owner Its: Sr. Vice President
---------------------------- ---------------------------------
Date: 1/24/2000 Date: 1/24/2000
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SCHEDULE B
SCHEDULE OF EXISTING TENANTS
AT 000-000 XXXXXXXX XXXXXX
SPACE/SUITE TENANT
------------------------ ---------------------------------------
First floor/Basement Uno Restaurants, Inc.
Second floor - 2A Shock Waves Internet, Inc.
Second floor - 2B TLIC Worldwide, Inc.
Second floor - 2C Advanced Communications, Inc.
Third floor - 3A Interior Design Associates of Boston, Inc.
Third floor - 3B Hospitality Executive Search, Inc.
Third floor - 3C In Touch, Xxxx Xxxxxxxxx, Xxxx Xxxxxx and
Third floor - 3D Xxxxxx Xxxxxxx, Jerry's Tailoring
Xxxxxx xxxxx - 0X xxxxxx
Xxxxxx xxxxx - 0X Xxxxx Medical Resources, Inc.
Fourth floor - 4C Xxxxxxx Xxxxxxx, Xxxxxx Xxxxxxxx, and Xxxxxxxx Xxxxxx
Fifth floor - 5A Language Institute of America, Inc.
Fifth floor - 5B Xxxxxx Xxxxxxxxxx
Fifth floor - 5C Terranet, Inc.
Sixth floor - 6 American Independent Medicals, Inc.
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