Exhibit 10.1
SEVENTH AMENDMENT OF LEASE
THIS AMENDMENT, made and entered into as of 9/19/97 by and between FMOB
ASSOCIATES ("Landlord") and INFONAUTICS CORPORATION, a Pennsylvania
Corporation ("Tenant").
WHEREAS, by lease dated June 1994 (the "Initial Lease"), Landlord leased
to Tenant and Tenant leased from Landlord a portion of a building located at
900 West Valley Road, Wayne, Pennsylvania, consisting of 7,756 square feet of
space in Building 900 as more particularly described in the Lease (the
"Original Premises").
WHEREAS, by that certain first amendment to lease dated January, 1995
(the "First Amendment") Landlord leased to Tenant an additional (i) 1,522
square feet of space in Building 1000 as more particularly described in the
First Amendment ("First Expansion Space"), and (ii) 1,247 square feet of
space in Building 1000 a more particularly described in the First Amendment
("Second Expansion Space").
WHEREAS, by that certain second amendment to lease dated June 30, 1995
(the "Second Amendment") Landlord leased to Tenant an additional 5,462 square
feet of space in Building 1100 more particularly described in the Second
Amendment ("Third Expansion Space"), and Landlord and Tenant extended the
Initial Term Expiration Date to July 31, 2000.
WHEREAS, by that certain third amendment to lease dated as of November
13, 1995, Landlord leased to Tenant Suite 1101 consisting of approximately
1,509 square feet of space in Building 1100 as more particularly described in
the Third Amendment ("Fourth Expansion Space").
WHEREAS, by that certain fourth amendment to lease dated as of May 22,
1996, Landlord and Tenant agree to the terms of a utility access agreement.
WHEREAS, pursuant to the terms of the Third Amendment, the Initial Lease
was amended to redefine the term "Demised Premises" to include the Original
Premises, the First Expansion Space, the Second Expansion Space, the Third
Expansion Space and the Fourth Expansion Space thereby increasing the total
square footage of the Demised Premises to 17,496 square feet of the Tenant's
Proportionate Share to 10.83%. The Fifth Expansion Space thereby increases
the total square footage of the Demised Premises to 21,040 square feet and
Tenant's Proportionate Share to 13.03%.
WHEREAS, by that certain fifth amendment to lease dated April 18, 1996
(the "Fifth Amendment"), Landlord leased to Tenant Suites 801, 802 and 804
consisting of approximately 3,544 square feet of space in Building 800 as
more particularly described in the Fifth Amendment ("Fifth Expansion Space").
WHEREAS, by that certain Sixth Amendment to lease dated 4/14/97 (the
"Sixth Amendment") Landlord leased to Tenant the following suites:
Suite 402 (Focus) - 3,569 SF
Suite 701 (Textile) - 1,575 SF
Suite 702 (CSR) - 3,610 SF
Suite 504 (Vacant) - 1,263 SF
Suite 503 (J. Miller) - 1,566 SF
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TOTAL 11,583 SF
as more particularly described in the Sixth Amendment ("Sixth Expansion
Space").
WHEREAS, Tenant desires to lease from Landlord and Landlord desires to
lease to Tenant Suite 401, 900 W. Valley Road, consisting of approximately
1,641 SF as more particularly outlined in Exhibit "A" attached hereto as
("Seventh Expansion Space").
NOW THEREFORE, in consideration of the sum of $1.00, in hand well and
truly paid, and other good and valuable consideration, the receipt of which
is hereby acknowledged, and in further consideration of the mutual premises
and covenants herein contained, the parties, intending to be legally bound,
agree:
1. The Initial Lease, as amended, is sometimes referred to herein as
the "Lease". All other capitalized terms used in this Amendment shall have
the same meaning as assigned to them in the WHEREAS clauses of this Amendment
or the Lease, unless otherwise specifically noted. The provisions of the
WHEREAS clauses are incorporated herein as if fully set forth.
2. Commencing on November 1, 1997, the Seventh Expansion Space
Commencement Date, the Lease is amended to redefine the term "Demised
Premises" to include the Original Premises, the First Expansion Space, the
Second Expansion Space, the Third Expansion Space, the Fourth Expansion, the
Fifth Expansion, the Sixth Expansion and the Seventh Expansion Space for all
purposes, provided that the following provisions shall apply to the Seventh
Expansion Space only notwithstanding any contrary provisions of the Lease:
(i) the term of the lease of Seventh Expansion Space shall be Forty Eight
(48) Months, (ii) the Extension Option provided in the Initial Lease shall
not apply to the Seventh Expansion Space; (iii) the first and second
termination options provided in the Initial Lease shall not apply to the
Seventh Expansion Space, (iv) Tenant's Proportionate Share with respect to
the Seventh Expansion Space only shall be 1.02% (1,641/161,519 sq. ft.)
increasing the total square footage to 34,267 sq. ft. and Tenant's
proportionate share to 21-22%; and (v) Base Rent for the Seventh Expansion
Space shall be $31,999.50 per year, payable in advance in equal monthly
installments of $2,666.63.
3. Landlord's Work.
a. Landlord and Tenant agrees that Tenant is leasing this Seventh
Expansion Space in its current "As-Is" condition with the exception that
Landlord will contribute a fit-out allowance of $1.00/SF per year ($6,564.00)
representing Landlord's sole construction allowance contribution to Tenant.
All other improvements to the space Tenant wishes to perform shall be at
Tenant's sole cost and expense with such improvements being submitted in
writing to Landlord for Landlord's approval of the work, such approval not to
be unreasonably withheld.
4. Tenant shall, at Tenant's sole cost and expense, keep the Seventh
Expansion Space and every part thereof in good condition and repair, damage
thereto from fire or other casualty and ordinary wear and tear,
condemnation, and from the negligence or misconduct of Landlord, its agents,
employees, invitees, contractors, subcontractors, and others for whom
Landlord is legally responsible, alone excepted. The parties hereto affirm
that Landlord has made no representations to Tenant respecting the condition
of the Seventh Expansion Space or the Building except as specifically herein
set forth in writing.
5. Tenant and Landlord agree that Tenant has no further expansion
options under the Lease.
6. ALL TIMES HEREIN AND IN THE LEASE ARE AND REMAIN OF THE ESSENCE.
7. Except as modified herein, all terms and conditions of the Lease
shall remain in full force and effect. In the event of any inconsistency
between the terms of this Amendment and the terms of the Lease, the terms of
this Amendment shall prevail. The Lease and this Amendment represent the
entire agreement between the parties relating to the lease of the Premises
and shall supersede any other agreements, whether written or oral. There are
no understandings, representations or warranties of any kind, pertaining to
the lease of the Premises which are not expressly set forth in this Amendment
and the Lease. ALL OF THE CONFESSIONS OF JUDGMENTS FOR DAMAGES AND POSSESSION
CONTAINED IN THE LEASE ARE HEREBY RATIFIED, CONFIRMED AND RESTATED BY TENANT
AND ARE INCORPORATED HEREIN BY REFERENCE AS THROUGH SET FORTH IN THEIR
ENTIRETY.
8. Submission of Lease/Lease Amendment to Tenant. The submission by
Landlord to Tenant of this Lease Amendment shall have no binding force or
effect, shall not constitute an option for the leasing of the Demised
Premises, shall not constitute a lease or agreement to enter into a lease
(even if such term is less than three (3) years in duration), nor confer any
rights or impose any obligations upon either party until the execution
thereof by Landlord and the delivery of an executed original copy thereof by
Landlord to Tenant or Tenant's representative.
[Signature Page Following]
IN WITNESS WHEREOF, the parties have hereunto set their hands and seals
on the date first above mentioned.
LANDLORD:
FMOB ASSOCIATES BY WESTVALLEY, INC.
its General Partner
BY: /s/ Jack D. Loew
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President
TENANT:
INFONAUTICS CORPORATION, a
Pennsylvania Corporation
ATTEST: BY: /s/ Ronald A. Berg
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[Corporate Seal] Name: Ronald A. Berg
Vice President-Finance