EXHIBIT 10.1
SEVENTH AMENDMENT TO LEASE
This is a Seventh Amendment to Lease dated as of October 11, 1996 between
John Hancock Mutual Life Insurance Company ("Landlord") and Kronos Incorporated
("Tenant").
W I T N E S S E T H:
WHEREAS, Landlord and Tenant have agreed to amend the Lease to
incorporate additional space on the terms and conditions more particularly set
forth below.
NOW, THEREFORE, for good and valuable consideration, and in
consideration of the covenants and agreements herein contained, the parties
hereby agree to amend the Lease as follows:
1. The plan attached hereto as Exhibit A-4, setting forth the approximate
location of 2,589 square feet on the 6th floor of the Building to be added to
the Premises pursuant to this Seventh Amendment ("Seventh Amendment Additional
Space"), is hereby incorporated into Exhibit A to the Lease.
2. The term "Leased Premises" in Section 1 of the Lease is hereby amended
by deleting therefrom the phrase "70,874 rentable square feet", and substituting
therefor the phrase "73,463 rentable square feet".
3. The definition of "Minimum Annual Rent" set forth in Section 1 of the
Lease is hereby amended by deleting the same and substituting therefor the
following:
"MINIMUM ANNUAL RENT:
Year Sq. Ft. Per RSF Total
4/1/93-3/31/94 62,340 10.95* $682,623.00
4/1/94-10/31/94 62,340 14.75* 919,515.00
annual rate;
536,383.75 for this
7-month period
11/1/94-3/31/95 62,340 14.75* 979,023.00
annual rate:
407,926.25 for this
5-month period
4/1/95-5/31/95 62,340 15.00 994,608.00
3,480 17.10 annual rate;
165,768.00 for this
2-month period
6/1/95-1/31/96 62,340 15.00 1,076,156.00
3,480 17.10 annual rate;
4,292 19.00 717,437.33 for this
8-month period
2/1/96-3/31/96 62,340 15.00 1,091,357.90
3,480 17.10 annual rate;
4,292 19.00 181,892.98 for this
762 19.95 2-month period
4/1/96-10/10/96 62,340 15.25 1,106,942.90
3,480 17.10 annual rate;
4,292 19.00 583,798.65 for this
762 19.95 6-month and 10-day
period
10/11/96-3/31/97 62,340 15.25 1,161,053.00
3,480 17.10 annual rate;
4,292 19.00 550,572.39 for this
762 19.95 5-month and 21-day
2,589 20.90 period
4/1/97-3/31/98 62,340 16.25 1,223,393.00
3,480 17.10
4,292 19.00
762 19.95
2,589 20.90
4/1/98-3/31/99 62,340 17.00 1,270,148.00
3,480 17.10
4,292 19.00
762 19.95
2,589 20.90
4/1/99-3/31/00 62,340 17.00 1,270,148.00
3,480 17.10
4,292 19.00
762 19.95
2,589 20.90
* Except as modified by the terms of Section 36."
4. The term "Total Rentable Area of the Leased Premises" in Section 1 of
the Lease is hereby amended by deleting therefrom "70,874 sq. feet", and
substituting therefor "73,463 sq. feet".
5. The term "Tax Base" in Section 1 of the Lease is hereby amended by
adding thereto the following:
"Notwithstanding the foregoing, the Tax Base for the Seventh Amendment
Additional Space shall be Tax Year 1997."
6. The terms "Tax Percentage" and "Operating Cost Percentage" in Section 1
of the Lease are hereby amended by adding thereto the following:
", and, as to the Seventh Amendment Additional Space, 2.31%"
7. The term "Operating Cost Base" is hereby amended by adding thereto the
following:
"Notwithstanding the following, the Operating Cost Base for the Seventh
Amendment Additional Space shall be Calendar Year 1996."
8. The Seventh Amendment Additional Space shall be deemed to be
incorporated into the Lease as of October 11, 1996, and from and after that
date, the Premises shall be deemed to include the original premises demised
under the Lease and the Seventh Amendment Additional Space, in accordance with
and subject to all of the terms and provisions of the Lease. Accordingly, the
Tenant's rights to the Seventh Amendment Additional Space shall expire as of the
date of expiration of the Lease, or its earlier termination. Any exercise by
Tenant of its option to extend the Lease in accordance with Section 38 thereof
shall include the Seventh Amendment Additional Space.
9. Tenant hereby acknowledges and agrees that the Seventh Amendment
Additional Space shall be delivered by Landlord to Tenant in its "as is, with
all faults" condition, and that Landlord shall have no obligations with respect
to improvement of the Seventh Amendment Additional Space. Nothwithstanding any
provision hereof to the contrary, (a) this Seventh Amendment shall not be
effective until the existing occupant has vacated the Seventh Amendment
Additional Space, (b) Tenant shall have no claim against Landlord in the event
that the space is not available as of October 11, 1996, and (c) Tenant's
occupancy shall at all times be subject to all of the terms and conditions of
the Lease.
10. Landlord and Tenant hereby represent and warrant to each other that the
only broker with whom each of them has had dealings in connection with this
Seventh Amendment is Beacon Management Company. Each party agrees to defend,
indemnify and hold the other party harmless from any breach of the foregoing
representation.
Except as hereinabove amended, the Lease remains in full force and effect.
EXECUTED as a sealed instrument as of the day and year first above written.
LANDLORD:
JOHN HANCOCK MUTUAL LIFE INSURANCE
COMPANY
By: /s/ Meliah Armour
Its: Investment Officer
TENANT:
KRONOS INCORPORATED
By: /s/ Paul Lacy
Its: V.P. Finance and Administration
EXHIBIT A-4
Exhibit A-4 contains a graphic which sets forth the approximate location of
2,589 square feet on the sixth floor of the Building to be added to the premises
pursuant to the Seventh Amendment to the Lease.