Exhibit 10.17
WAIVER LETTER
Lexington Corporate Properties Trust
One Penn Plaza
Suite 4015
New York, NY 10119-4015
United States of America
Gentlemen:
Reference is made to (i) the
Employment Agreement dated as of May 4, 2006 (“ Employment
Agreement ”), between me and Lexington Corporate
Properties Trust (“ LXP ”) and (ii) that certain
Agreement and Plan of Merger, dated as of July 23, 2006 (the
“ Merger Agreement ”), by and among LXP and
Newkirk Realty Trust, Inc (“ NKT ”).
I hereby waive any rights I may have
as a result of a Change of Control (as defined in the Employment
Agreement) in connection with the transactions contemplated by the
Merger Agreement, including, without limitation (1) any payments or
accelerated vesting rights pursuant to Section 6 of the Employment
Agreement and (2) any accelerated vesting or payment rights
triggered upon a change in control and set forth in any restricted
stock or deferred compensation agreement or any incentive or
compensation plan, program or arrangement (the “
Waiver ”).
This Waiver shall be governed by,
and construed in accordance with, the laws of the State of New
York, without regard to any laws thereof or choice of law
principles that would require the application of the laws of any
other jurisdiction.
Please acknowledge your agreement
with the terms of this letter agreement by signing
below.
Sincerely,
/s/ E. Robert
Roskind
E. Robert Roskind
Acknowledged and Agreed to:
Lexington Corporate Properties
Trust
By: /s/ Joseph S. Bonventre
Name: Joseph S. Bonventre
Title: Vice President
WAIVER LETTER
Lexington Corporate Properties Trust
One Penn Plaza
Suite 4015
New York, NY 10119-4015
United States of America
Gentlemen:
Reference is made to (i) the
Employment Agreement dated as of May 4, 2006 (“ Employment
Agreement ”), between me and Lexington Corporate
Properties Trust (“ LXP ”) and (ii) that certain
Agreement and Plan of Merger, dated as of July 23, 2006 (the
“ Merger Agreement ”), by and among LXP and
Newkirk Realty Trust, Inc (“ NKT ”).
I hereby waive any rights I may have
as a result of a Change of Control (as defined in the Employment
Agreement) in connection with the transactions contemplated by the
Merger Agreement, including, without limitation (1) any payments or
accelerated vesting rights pursuant to Section 6 of the Employment
Agreement and (2) any accelerated vesting or payment rights
triggered upon a change in control and set forth in any restricted
stock or deferred compensation agreement or any incentive or
compensation plan, program or arrangement (the “
Waiver ”).
This Waiver shall be governed by,
and construed in accordance with, the laws of the State of New
York, without regard to any laws thereof or choice of law
principles that would require the application of the laws of any
other jurisdiction.
Please acknowledge your agreement
with the terms of this letter agreement by signing
below.
Sincerely,
/s/ Richard J.
Rouse
Richard J. Rouse
Acknowledged and Agreed to:
Lexington Corporate Properties
Trust
By: /s/ Joseph S. Bonventre
Name: Joseph S. Bonventre
Title: Vice President
