AMENDMENT TO
GROUND LEASE AGREEMENT
THIS AMENDMENT TO GROUND LEASE AGREEMENT amends, effective as of May 31,
1997 (the "Amendment Date"), that certain Ground Lease Agreement ("Lease") dated
July 15, 1995 by and between ALBEMARLE CORPORATION ("Lessor") and MEMC PASADENA,
INC. ("Lessee").
Lessor and Lessee hereby agree as follows:
1. As of the Amendment Date, the real property described in the attached
Exhibits B-1(A) and B-2(A) is added to the definition of "Land". The
addition of such real property does not, however, change any of the
terms of the Ground Lease Agreement, including the Initial Term or any
Extension Term.
2. As of the Amendment Date, Section 2.1 is revised to read as follows:
"Rent. Lessee hereby tenders to Lessor and Lessor hereby accepts
from Lessee the sum of $ 143,383.00, which constitutes paid up
rent for the duration of the Lease Term for the approximately
15.8692 acres comprising the Land. This consists of $50.00 per
acre for the 12.3 acres originally leased to Lessee as of the
Commencement Date and $40,000 per acre for the approximately
3.5692 acres which have been added to the Land pursuant to this
Amendment No. 1 to the Lease."
3. As to the 3.5692 acres which have been added to the Land pursuant to
this Amendment No. 1 to the Lease, Lessee will not build any permanent
improvements within five (5) feet of the northern property line of
Tract 2 (as shown in Exhibit B-1(A)). If Lessee decides to fence this
northern property line, then Lessee will, at its own cost and expense,
remove any and all improvements (whether permitted or otherwise) that
Lessee has made within this five (5) foot setback and any fence
constructed by Lessee will be constructed outside of this five (5)
foot setback.
4. All other terms and conditions of the Lease remain unchanged.
MEMC PASADENA, INC. ALBEMARLE CORPORATION
By: /s/ William R. Cooke By: /s/ Thomas G. Avant
___________________________________ ____________________________________
Title: President & COO Title: Senior Vice President
Date: 6/19/97 Date: 7/9/97
MEMC ELECTRONIC MATERIALS, INC.
By: /s/ Charles W. Cook, Jr.
___________________________________
Title: Corporate Vice President
Date: 4 June 97
Exhibit B-1(A)
TRACT ONE - 0.8420 ACRES
COMMENCING at City of Houston Monument No. 5856 - 1603 (X=3,216,934.19 feet and
Y = 705,634.38 feet);
THENCE North 15 degree 11' 08" West, a distance of 9,145.34 feet to a railroad
spike set for the northwest corner and PLACE OF BEGINNING of the herein
described tract (X=3,214.538.60 feet and Y=714,460.39 feet);
THENCE North 87 degree 19' 42" East , a distance of 548.35 feet to a railroad
spike set for a corner of the herein described tract;
THENCE South 78 degree 16' 37" East , a distance of 96.86 feet to a 1/2 inch
iron rod set for a corner of the herein described tract;
THENCE North 87 degree 22' 58" East , a distance of 119.13 feet to a 1/2 inch
iron rod set for a corner of the herein described tract;
THENCE South 07 degree 40' 01" East , a distance of 127.05 feet to a 1/2 inch
iron rod set for a corner of the herein described tract;
THENCE South 02 degree 41'44" East , a distance of 33.81 feet to a concrete nail
set for a corner of the herein described tract;
THENCE South 87 degree 30' 46" West , a distance of 51.39 feet to a 1/2 inch
iron rod found for a corner of the herein described tract;
THENCE South 02 degree 59' 13" East, a distance of 52.20 feet to a 1/3 inch iron
rod found for a corner of the herein described tract;
THENCE South 87 degree 19' 52" West , a distance of 79.68 feet to a 1/2 inch
iron rod found for a corner of the herein described tract;
THENCE North 02 degree 31' 12" West , a distance of 206.51 feet to a 1/2 inch
iron rod found for a corner of the herein described tract;
THENCE North 86 degree 32' 10" West, generally along the north line of a 12.2947
acre tract leased to MEMC Pasadena, Inc., a distance of 94.34 feet to a railroad
spike found for a corner of the herein described tract;
THENCE South 87 degree 20' 18" West , continuing generally along the north line
of a 12.2947 acre tract leased to MEMC Pasadena, Inc., a distance of 562.70 feet
to a railroad spike found for the northwest corner of the said 12.2947 acre
tract and the most westerly southwest corner of the herein described tract;
THENCE North 12 degree 58' 31" West, a distance of 2.23 feet to a 1/2 inch iron
rod set for a cut-back corner of the herein described tract;
THENCE North 37 degree 07' 06" East, a distance of 16.54 feet to the PLACE OF
BEGINNING of TRACT ONE, containing 0.8420 acres (36,676 square feet) of land.
Exhibit B-2(A)
TRACT TWO - 2.7272 ACRES
COMMENCING at City of Houston Monument No. 5856-1603 (X=3,216.934.19 feet and Y=
705,634.38 feet);
THENCE North 11 degree 58' 05" West , a distance of 8,241.39 feet to a railroad
spike set for the northwest corner and PLACE OF BEGINNING of the herein
described tract (X=3,215,225.19 feet and Y=713,696.63 feet);
THENCE South 02 degree 38' 27" East, a distance of 294.79 feet to a 1/2 inch
iron rod set for a corner of the herein described tract;
THENCE South 87 degree 22' 58" West, a distance of 386.61 feet to a 1/2 inch
iron rod set for a corner of the herein described tract;
THENCE North 02 degree 37' 02" West, a distance of 46.00 feet to a 1/2 inch iron
rod set for a corner of the herein described tract;
THENCE South 87 degree 22' 58" West, a distance of 85.78 feet to a 1/2 inch iron
rod set for a corner of the herein described tract;
THENCE North 02 degree 19' 57" West, a distance of 33.61 feet to a + scribed in
concrete set for a corner of the herein described tract;
THENCE North 02 degree 19' 47" West, a distance of 106.04 feet to a + scribed in
concrete for a corner of the herein described tract;
THENCE North 02 degree 19' 17" West, a distance of 72.60 feet to a 1/2 inch iron
rod found for a corner of the herein described tract;
THENCE North 87 degree 50' 10" East, a distance of 428.10 feet to a 1/2 inch
iron rod round for a corner of the herein described tract;
THENCE North 02 degree 24' 25" West, a distance of 41.14 feet to a chain link
fence corn post for a corner of the herein described tract;
THENCE North 88 degree 59' 08" East, a distance of 43.03 feet to the PLACE OF
BEGINNING of TRACT TWO, containing 2.7272 acres (118,796 square feet) of land.