Exhibit 10.1
FIRST AMENDMENT
TO
LEASE
This First Amendment to Lease (“First
Amendment”) is made and entered into effective as of
May 23, 2008, by and between ASP,
INC. , the Managing Tenant for all Tenants in Common
(collectively, the “TICs” or “Landlord”) in
Boulder Towers office building as described below,
and HELMERICH & PAYNE,
INC. (“H&P”).
RECITALS
A. In May, 2003, the
TICs’ predecessor, K/B Fund IV, a Delaware general
partnership (“K/B”), and H&P entered into that
certain Lease (the “H&P Lease”) covering certain
office, data center and storage space located in the building
commonly known as Boulder Towers located at 1437 South Boulder,
Tulsa, Oklahoma;
B. On or about
December 27, 2007, the TICs purchased from K/B all of
K/B’s rights, title and interest in the Boulder Towers and in
all leases of space within the Boulder Towers, including the
H&P Lease; and
C. The parties desire to
extend the Initial Term, expand the Premises, revise the Annual
Rental and amend certain other terms of the H&P Lease as set
forth below.
STATEMENT OF
AGREEMENT
NOW
THEREFORE, for good consideration paid, the parties hereto hereby
agree as follows:
1. Definitions
. Except
as otherwise provided herein, all capitalized terms defined in the
H&P Lease that are not otherwise defined herein shall have the
same meaning herein as that provided in the H&P
Lease.
2.
Amendment of H&P
Lease . The H&P Lease is hereby
amended in the following respects:
(a)
Leased Premises
. The Leased Premises shall be
expanded as of the Term Commencement Date, to include an additional
21,168 rentable square feet of office space (the
“Expansion Space”), consisting of 12,825
rentable square feet (Suite 800), being the entire east wing
of the 8 th floor and 8,343 contiguous rentable
square feet on the west wing of the 8 th floor
(Suite 825) as described on Exhibit “A”
attached hereto. With such Expansion Space, the total rentable
square feet of the Leased Premises through January 31, 2010,
is 135,853 rentable square feet and the total rentable area
of the Building is 521,802 rentable
square feet. The Landlord has remeasured the Building and for the
extended term from February 1, 2010 through January 31,
2020, the total rentable square feet of the Leased Premises shall
be 137,792 rentable square feet and the total rentable area
of the Building is 521,802 rentable
square feet.
(b) Expansion Space
-Tenant’s Share and Operating Expense Base .
Tenant’s
Share attributable to the Expansion Space shall be 4.06
%. Tenant’s Share attributable to the entire Leased
Premises after the addition of the Expansion Space shall be
26.04 % (through January 31, 2010) and 26.41 %
(commencing February 1, 2010). With respect to the
Expansion Space, Tenant shall pay no Operating Expense for calendar
2008 and, effective as of January 1, 2009, and for each
calendar year thereafter, the Operating Expense Base shall mean the
amount of Operating Expenses for the calendar year 2008. From
and after January 1, 2009, the 5% cap on increases in
Tenant’s Share attributable to the Expansion Space as to
increases in Operating Expenses, as set forth in
Section 4.02(g) of the H&P Lease, shall be applicable
to the Expansion Space and Tenant’s Share shall be made in
reference to the base amount established in 2008.
(c) Term
. The
Initial Term of the H&P Lease shall be extended to terminate on
January 31, 2020. Section 2.02 Renewal Term is
hereby deleted in its entirety.
(d) Rent
.
(i)
Commencing on the Term
Commencement Date, and continuing through January 31, 2010,
the total Annual Rental payable by Tenant under the H&P Lease
shall be as follows:
|
Type of
Space
|
|
Square
Footage
|
|
Amount
per
Rentable
Square Foot
|
|
Annual
Rental
|
|
Monthly
Installment
|
|
|
Office Space
|
|
113,512
|
|
$
|
13.50
|
|
$
|
1,532,412.00
|
|
$
|
127,701.00
|
|
|
Data Center
|
|
3,617
|
|
$
|
8.50
|
|
$
|
30,744.50
|
|
$
|
2,562.04
|
|
|
Storage
|
|
18,724
|
|
$
|
5.75
|
|
$
|
107,663.00
|
|
$
|
8,971.92
|
|
provided, however, no Annual Rent shall be
payable with respect to the Expansion Space for the first sixty
(60) days following the Term Commencement Date.
(ii)
Commencing
February 1, 2010 and continuing through January 31, 2020,
the total Annual Rental payable by Tenant under the H&P Lease
shall be as follows:
|
Type of
Space
|
|
Square
Footage
|
|
Amount
per
Rentable
Square Foot
|
|
Annual
Rental
|
|
Monthly
Installment
|
|
|
Office Space
|
|
115,421
|
|
$
|
14.50
|
|
$
|
1,673,604.50
|
|
$
|
139,467.04
|
|
|
Data Center
|
|
3,564
|
|
$
|
9.50
|
|
$
|
33,858.00
|
|
$
|
2,821.50
|
|
|
Storage
|
|
18,807
|
|
$
|
5.75
|
|
$
|
108,140.25
|
|
$
|
9,011.69
|
|
(e) Contraction
Option . Tenant shall have an ongoing right (the
“Contraction Right”) to reduce by up to an aggregate of
34,605 rentable square feet the amount of Office Space leased by
Tenant pursuant to the H&P Lease at any time after
February 1, 2015. That part of the Office Space
eliminated from the H&P Lease as a result of Tenant’s
exercise of the Contraction Right shall be referred to herein as
the “Eliminated Space” and shall be determined as set
forth on Exhibit “B” attached hereto. Should
Tenant desire to exercise this Contraction Right, Tenant shall
provide to Landlord six (6) months prior written notice (the
“Contraction Notice”) and shall pay to Landlord an
amount equal to the “Contraction Fee,” as defined
below, at the time such Eliminated Space is vacated by Tenant. As
used herein, the term “Contraction Fee” shall be the
sum of (i) $7.25 per rentable square feet of Eliminated Space
(as specified in the Contraction Notice and consistent with
Exhibit “B”), plus (ii) the amount of
“Unamortized TI,” as defined below, attributable to
that portion of the Eliminated Space which is Expansion Space, plus
(iii) the amount of “Unrecouped Commission,” as
defined below, attributable to that portion of the Eliminated
Space. The “Unamortized TI” shall be an
amount, as of the date Tenant vacates the Eliminated Space, equal
to the remaining unamortized balance of the Tenant Improvement
Allowance attributable to that portion of the
2
Eliminated Space which is Expansion Space, as
set forth in Section 2(f)(i) below, when amortized, using
an 8% per annum interest rate, over the p
|