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Exhibit 10.29
FIRST AMENDMENT TO LEASE
This
First Amendment to Lease (this "FIRST AMENDMENT") is made as of
the
1st day of November, 2002 by and between BerCar II, LLC
("LANDLORD"), and
Brooks-PRI Automation, Inc. ("TENANT").
1. Reference
Information.
1.1.
Landlord and Tenant entered into that certain Lease Agreement dated
as
of October 23, 2002 (the "LEASE"), pursuant to which Landlord
is
leasing to Tenant the land and improvements thereon known as 12
Elizabeth Drive, Chelmsford, MA, as more particularly described in
the
Lease.
1.2.
Landlord and Tenant intend to confirm the commencement of the term
of
the Lease and to make other revisions set forth more
particularly
below.
In consideration of the covenants herein reserved and contained,
and other good
and valuable consideration, the receipt and sufficiency of which
are hereby
acknowledged, Landlord and Tenant hereby agree as follows:
2.
Incorporation; Capitalized Terms. The foregoing Reference
Information
hereby incorporated in this First Amendment and made part hereof
for all
purposes. All capitalized terms used in this First Amendment and
not
otherwise defined shall have the meanings given in the Lease.
3. Commencement
Date. The Original Term of the Lease shall be deemed to
commence on November 1, 2002, which date shall be the "Rent Day"
as
referred to in the Lease. Except to the extent directly affected by
the
foregoing change in the commencement of the term and the "Rent
Day", all
other dates and time periods in the Lease remain unaltered.
4. Approval of
Alterations. Landlord shall not unreasonably withhold,
condition or delay its approval of any alterations to the demised
premises
submitted by Tenant as provided in Sections 7.1.1 and 7.1.2 of the
Lease or
otherwise. In the event that Landlord fails to respond to a request
for
approval within the time frames provided in Sections 7.1.1 or
7.1.2, then
Tenant may give Landlord a notice (an "ALTERATIONS REMINDER
NOTICE") that a
request for approval is pending and the deadline for response has
passed.
If
Landlord fails to respond within five (5) business days of the
receipt
of
an Alterations Reminder Notice, then Landlord shall be deemed to
have
approved the request that was the subject of such Alterations
Reminder
Notice.
5. Insurance
Provisions. The first sentence of Section 4.3 of the Lease is
hereby deemed deleted and replaced with the following: "Tenant
shall
maintain with respect to the demised premises during the term of
this Lease
a
policy of commercial general liability insurance and if
necessary
commercial umbrella insurance in insurance companies authorized to
do
business in the Commonwealth of Massachusetts and with a financial
capacity
to
be approved by Landlord in its commercially reasonable discretion
and in
amounts not less than Three Million Dollars ($3,000,000.00)."
6. Tax Payments:
Notwithstanding anything in the Lease to the contrary, so
long
as Landlord is required to escrow and pay real estate taxes by
any
mortgagee holding an interest in the demised premises, then in lieu
of
direct payment of real estate taxes by the Tenant as provided in
the Lease,
Tenant shall pay to Landlord along with the monthly payment of
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Fixed Rent an estimated payment in the amount of 1/12 of the annual
real
estate taxes for the demised premises with respect to any tax
fiscal year
(or
portion thereof) which falls within the term