EXHIBIT 10.16
FIFTH AMENDMENT TO LEASE
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This Fifth Amendment to Lease (the "Fifth Amendment") is entered
into as of September 5, 2002 by and between SC Wakefield 200, Inc., a Delaware
corporation, successor in interest to Wakefield 100 LLC, a Minnesota limited
liability company, ("Landlord") and Comverse Technology, Inc., a New York
corporation ("Tenant") and amends that certain Lease between Landlord and Tenant
dated November 5, 1990 and amended by a First Amendment to Lease dated as of
March 31, 1993, a Second Amendment to Lease dated as of August 31, 1994 as
modified by the Supplement to Second Lease Amendment, a Third Amendment to Lease
dated as of June 7, 1996, and a Fourth Amendment to Lease dated as of December
21, 1998 (as amended, the "Lease") for certain premises containing approximately
199,033 rentable square feet (the "Premises") in the building known as, and with
an address of, 000 Xxxxxxxxxxxx Xxxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx (the
"Building"). Capitalized terms used in this Fifth Amendment, but not defined
herein, shall have the meanings ascribed to them in the Lease.
BACKGROUND
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Based on the results of an audit of Landlord's Operating
Expenses for the calendar years ending December 31, 1999 and December 31, 2000
performed by KBA Lease Services (File No. COMVR 1001 as referenced in a letter
dated January 11, 2002 from said KBA Lease Services), Landlord and Tenant have
agreed that Tenant is entitled to a credit of $100,000 (the "Operating Expense
Credit").
Landlord and Tenant desire to amend the Lease to reflect the
Operating Expense Credit due Tenant, to delete certain references with respect
to Landlord's Work and to modify certain other provisions in the Lease effective
as of the date hereof.
AGREEMENTS
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Now, therefore, in consideration of the mutual covenants set
forth herein, Landlord and Tenant agree as follows.
1. Operating Expense Credit. Upon the execution and delivery of
this Fifth Amendment by Tenant to Landlord, Landlord shall deliver a check to
Tenant for the Operating Expense Credit amount. Landlord and Tenant hereby
acknowledge that said check in the amount of $100,000 represents the full and
final satisfaction of all amounts owed to Tenant by Landlord with respect to any
and all overpayments made on account of Landlord's Operating Expenses under the
Lease through the calendar year ending December 31, 2000.
2. Landlord's Work. Tenant hereby acknowledges that all of the
Landlord's Work defined in Section 3.1 and Appendix C of the Lease in the
Premises and the Building has been fully completed in accordance with the
provisions of the Lease and that Landlord is not obligated to perform any
additional Landlord's Work in the Premises or the Building during the remaining
Term of the Lease. In that connection, from and after the date hereof, Sections
3.1.1 through 3.1.3, and Appendix C (Finish Work Schedule) of the Lease
detailing Landlord's Work and the items of work included and excluded from
Landlord's Finish Work Allowance with respect to the initial improvements to the
Premises, shall be of no further force and effect and are hereby deleted in
their entirety.
3. Asbestos Removal. In the event Tenant desires (i) to remove
any vinyl asbestos tiles currently existing in the Premises or (ii) to renovate
or modernize or upgrade the improvements in the Premises and said process
necessitates the removal of asbestos that would not otherwise require removal,
then the asbestos removal shall be done at Tenant's sole cost and expense and in
accordance with the provisions of the Lease governing Tenant Work including,
without limitation, Section 3.2 of the Lease. Notwithstanding the foregoing, if
in the process of performing Landlord's obligations under Section 5.2 of the
Lease, a repair or capital improvement is made under said Section that involves
the removal of asbestos, then the cost of said removal shall be included in
Landlord's Operating Expenses to the extent permitted under Sections 4.4.1 and
4.4.2 of the Lease, and otherwise said cost shall be paid for by Landlord.
4. Ratification. Except as amended hereby, the Lease as
originally executed and previously amended, is hereby ratified and confirmed.
Executed as a sealed Massachusetts instrument as of the date
first written above.
TENANT:
COMVERSE TECHNOLOGY, INC.
By: /s/Xxxxx Xxxxxxxxx
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Name: Xxxxx Xxxxxxxxx
Title: Chief Financial Officer
LANDLORD:
SC WAKEFIELD 200, Inc.
By: /s/Xxxxx X. Xxxxxx
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Name: Xxxxx X. Xxxxxx
Title: Authorized Signatory
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