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Exhibit
10.1
SIXTH AMENDMENT TO
LEASE
THIS SIXTH AMENDMENT TO
LEASE (the “Amendment”) dated as of the 2
nd
day of July (the
“Effective Date”), by and between GLENHARDIE
PARTNERS, L.P. , successor in interest to FV Office Partners,
L.P., a limited partnership organized and existing under the laws
of Delaware (hereinafter referred to as “Landlord”),
and ENCORIUM GROUP, INC. , f/k/a/ Covalent Group Inc., a
corporation organized and existing under the laws of Nevada whose
present address is 1275 Drummers Lane, Wayne, PA 19087 (hereinafter
referred to as “Tenant”).
W I T N E S S E T
H T H A T :
WHEREAS, Landlord
leased certain premises at Glenhardie Corporate Center in the
building located at 1275 Drummers Lane, Wayne, Pennsylvania 19087
(the “Building”), to Tenant pursuant to that certain
Lease dated September 9, 1994, amended by that certain First
Amendment to Lease dated March 25, 1996 and that certain
Second Amendment to Lease dated November 14, 1996
(collectively, the “Original Lease”);
WHEREAS, Landlord and
Interactive Health Computing Inc. (“IHC”) entered into
that certain Agreement of Lease dated January 15, 1996 as
amended by a First Amendment to Lease dated March 25, 1996
(the “IHC Lease”) regarding certain space located on
the first floor of the Building. Landlord consented to the
assignment of the IHC Lease to Tenant pursuant to that certain
Assignment and Assumption of Lease dated September 30, 1999
between Tenant and IHC in which Tenant assumed the rights and
obligations of the IHC Lease (the “Assignment and
Assumption”) and that certain Consent to Assignment and
Assumption between Landlord, IHC and Tenant dated September 1999
(the “Consent”). The IHC Lease, the Assignment and
Assumption and the Consent are hereinafter collectively referred to
as the “IHC Lease Documents.” The Original Lease and
the IHC Lease Documents as the same has been modified by that
certain Third Amendment to Lease dated July 31, 2001 and by
that certain Fourth Amendment to Lease dated as of
November 27, 2001, that certain Fifth Amendment to Lease dated
as of December 13, 2002 (the “Fifth Amendment”)
are hereinafter collectively referred to as the
“Lease”. The term “Premises” as used herein
shall mean and refer to the Long-Term Premises (as defined in the
Fifth Amendment) consisting of approximately 34,026 rentable square
feet; and
WHEREAS, Landlord and
Tenant have agreed to further amend the Lease in accordance with
the terms and conditions set forth herein;
NOW THEREFORE ,
Landlord and Tenant for good and valuable consideration, intending
to be legally bound, hereby agree as follows:
1. The term of
the Lease is extended to December 31, 2014 (the “New
Maturity Date”).
2. As of the
Effective Date Fixed Rent shall be $22.00 per rentable square foot
payable in equal monthly installments. Upon the occurrence of the
Give Back Space Surrender Date (as hereinafter defined) Fixed Rent
shall be due and payable in accordance with the following
schedule:
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Time Period
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Monthly Fixed Rent
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Annual Fixed Rent
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Give Back Space
Surrender Date -
5/31/2009
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$42,628.67 |
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$511,544.00 |
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6/1/2009 - 5/31/2010
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$44,081.92 |
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$528,983.00 |
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6/1/2010 - 5/31/2011
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$45,535.17 |
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$546,422.00 |
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6/1/2011 - 5/31/2012
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$46,988.42 |
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$563,861.00 |
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6/1/2012 - 5/31/2013
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$48,441.67 |
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$581,300.00 |
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6/1/2013 - 5/31/2014
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$49,894.92 |
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$598,739.00 |
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6/1/2014 - 12/31/2014
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$51,348.17 |
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$616,178.00 |
3. Tenant has
advised Landlord that it wishes to perform certain improvements to
the Premises prior to surrendering the Give Back Space (as
hereinafter defined) [collectively, the “Tenant
Improvements”]. All of the Tenant Improvements shall be
completed in compliance with the terms and conditions of Article 9
of the Lease at Tenant’s sole expense. Notwithstanding
anything to the contrary contained in Article 9 of the Lease,
Landlord, at Landlord’s option, shall have the right to
oversee the construction of any Tenant Improvements constructed by
Tenant and to receive a fee in connection with such oversight
activity equal to three percent (3%) of the aggregate of the
hard and soft costs related to the Tenant Improvements
(collectively, the “TI Costs”). In the event Tenant
wishes Landlord to provide any construction management services
concerning the Tenant Improvements Landlord shall be entitled to a
construction management fee equal to five percent (5%) of the
TI Costs.
4. Upon
completion of the Tenant Improvements Tenant shall surrender to
Landlord a portion of the Premises located on the first floor known
as Suite 100 consisting of approximately 10,774 rentable square
feet and more fully described on Exhibit “A” attached
hereto (the “Give Back Space”). On the date on which
Tenant turns over the Give Back Space to Landlord in vacant and
broom clean condition (the “Give Back Space Surrender
Date”) the Give Back Space shall cease to be a portion of the
Premises and Tenant shall not have access to or use of the Give
Back Space. From and after the Give Back Space Surrender Date:
(i) the Premises shall consist of approximately 23,252
rentable square feet; and (ii) Tenant’s proportionate
share shall be 36.861%.
5. Tenant,
concurrently with the execution of this Amendment, shall provide
Landlord a standby, irrevocable, “clean” letter of
credit in form and substance satisfactory to Landlord and from a
bank acceptable to Landlord (the “Letter of Credit”).
The Letter of Credit must be issued in a “evergreen”
form on a year to year basis provided that the last year of the
term of the Lett
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