THIRD LEASE MODIFICATION AGREEMENT
AGREEMENT made as of April 1,
1979 between 60 EAST 42ND ST. ASSOCIATES, a co-partnership having its office at 60 East 42nd Street, New York, New York (hereinafter called Landlord) and LINCOLN BUILDING ASSOCIATES., a co-partnership, having its office at 60 East 42nd
Street, New York, New York (hereinafter called Tenant).
W I T N E S
S E T H:
WHEREAS, the parties entered into an agreement of lease dated October 1, 1958,
whereby Landlord leased to Tenant, and Tenant hired that certain parcel of real property, with the buildings and improvements thereon, known as and by the street numbers 60 East 42nd Street and 301 Madison Avenue, New York, New York, together with
the fixtures, chattels and articles of personal property used in connection with said premises; and
WHEREAS, the lease was
modified by agreement, dated January 1, 1964 (the 1964 Modification), and was further modified by Second Lease Modification Agreement dated as of January 1, 1977 (the 1977 Modification), (which lease, as so
modified, is hereinafter called the Lease); and
WHEREAS, Landlord and Tenant wish to further modify the Lease.
NOW, THEREFORE, in consideration of the premises and mutual covenants herein contained, the parties agree that the Lease
shall be and is hereby modified in the manner herein-after set forth:
1. Paragraph 2A(ii) of the Lease shall be deemed
deleted in its entirety and the following substituted in its place and stead:
April 1, 1979, Tenant covenants to pay, in equal monthly installments of $104,599.53 each, in advance, on the first day of each month during the term of this Lease, and any renewal term of this Lease, a basic rent (hereinafter called
Basic Rent) at an annual rate of ONE MILLION TWO HUNDRED FIFTY-FIVE THOUSAND ONE HUNDRED NINETY-FOUR DOLLARS AND THIRTY SIX CENTS ($1,255,194.36).
2. Paragraph 29 of the Lease as such paragraph was added to the Lease by the 1977
Modification shall be deemed deleted in its entirety.
3. The following shall be added to the Lease as paragraph 30:
30. For the purpose of this Paragraph 30, the term First Mortgage shall mean any first fee
mortgage to which this Lease is subordinate under the provisions of Paragraph 13 of this Lease and the term refinancing shall include any consolidation, modification, renewal, extension or replacement of any First Mortgage made
subsequent to April 1, 1979. In the event that there shall be one or more refinancings of any First Mortgage, for the period prior to the full liquidation of the Mortgage which results in an increase in the amount of the outstanding principal
balance of the Mortgage, the Basic Rent will be modified to equal the sum of TWENTY-FOUR THOUSAND DOLLARS ($24,000.00) plus an amount equal to the product of (A) the new debt service percentage rate under such refinanced First Mortgage
multiplied by (B) the principal balance of the First Mortgage immediately prior to each such refinancing.
The following illustrates the intention of the parties hereto as to the computation of the aforementioned adjustment
of the Basic Rent:
Assuming a refinancing of the First Mortgage and the principal balance of the First
Mortgage were increased from $12,293,973 to $15,000,000 and the new annual debt service requirements were $1,650,000 or at the rate of 11% of that new principal balance, that portion of the Basic Rent relating to mortgage charges would be increased
to $1,352,317, 11% of the balance immediately prior to such refinancing. The balance of the charges on the First Mortgage or $297,683 would be paid by Landlord from Additional Rent and Landlord would retain the full net proceeds of such refinancing.
In the event of subsequent refinancings of the First Mortgage which
result in an increase in the amount of the outstanding principal balance of the First Mortgage, the principal balance referred to in (B), above, shall be reduced by the amount of mortgage amortization payable from Basic Rent subsequent to the first
refinancing of the First Mortgage.
4. Except as herein modified, the Lease shall remain in full force and effect, and
the parties hereby ratify and confirm all of the other terms, covenants and conditions thereof.
5. This Third Lease
Modification Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns.
IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and year first above written.
|60 EAST 42ND ST. ASSOCIATES|
/s/ Lawrence A. Wien
|LINCOLN BUILDING ASSOCIATES|
/s/ Harry B. Helmsley