EXHIBIT 10(ii)
FIRST AMENDMENT TO OFFICE
LEASE
This First Amendment to Office Lease
(“First Amendment”) is made and entered into this 26th
day of June, 2008, by and between MADISON LASALLE PARTNERS, LLC, as
Manager for MADISON LASALLE PARTNERS, LLC, and CHICAGO LASALLE
OFFICE CO-INVESTORS, LLC, as tenants in common, as
successors-in-interest by purchase to METROPOLITAN LIFE INSURANCE
COMPANY (hereinafter referred to as “Landlord”) and THE
NORTHERN TRUST COMPANY (hereinafter referred to as
“Tenant”) with respect to certain premises located in a
building commonly known as 10 S. LaSalle Street, Chicago, IL (the
“Building”).
WITNESSETH:
WHEREAS, Metropolitan Life Insurance
Company and Tenant entered into that certain Office Lease dated
December 29, 2000, as amended by certain letter agreements
dated December 28, 2004 and December 31, 2004 (the
“ Lease”) for certain premises comprised of 100,357
rentable square feet described and referred to in the Lease. The
capitalized terms used in this First Amendment shall have the
meaning ascribed in the Lease unless their context shall clearly
require otherwise;
WHEREAS, Tenant has an option to
terminate the Lease as provided in Article 31 of the Lease
(“Termination Option”);
WHEREAS, in lieu of exercising its
Termination Option, Tenant desires and Landlord has agreed to amend
the Base Rent as set forth in the Lease and extend the term of the
Lease; and
WHEREAS, the parties desire to make
certain other amendments and modifications to the Lease as
hereinafter more fully set forth.
NOW, THEREFORE, for and in
consideration of the mutual covenants and promises herein set
forth, and for other good and valuable consideration, the receipt
and sufficiency of which are herewith acknowledged, the parties
agree as follows:
1. PREAMBLE: The recitals set forth
in the preamble hereof are incorporated herein by this
reference.
2. AMENDMENT: The Lease is amended
and modified in the following respects:
2.1 Extended Term : The term
of the Lease shall be extended for a period of five (5) years,
commencing January 1, 2016, and ending December 31,
2020.
2.2 Base Rent : Effective as
of July 1, 2008, Base Rent under Section 1.01(8) of the
Lease shall be amended and modified as follows:
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Monthly
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Annual
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July 1, 2008 – December 31,
2008
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$
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183,987.83
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$
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1,103,926.98
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(6 months)
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January 1, 2009 - December 31,
2009
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$
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189,005.68
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$
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2,268,068.20
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January 1, 2010 - December 31,
2010
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$
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194,023.53
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$
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2,328,282.40
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January 1, 2011 - December 31,
2011
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$
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156,807.81
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$
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1,881,693.75
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January 1, 2012 - December 31,
2012
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$
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160,989.35
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$
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1,931,872.25
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January 1, 2013 - December 31,
2013
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$
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165,170.90
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$
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1,982,050.75
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January 1, 2014 - December 31,
2014
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$
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169,352.44
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$
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2,032,229.25
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January 1, 2015 - December 31,
2015
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$
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173,533.98
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$
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2,082,407.75
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January 1, 2016 - December 31,
2016
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$
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177,715.52
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$
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2,132,586.25
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January 1, 2017 - December 31,
2017
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$
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181,897.06
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$
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2,182,764.75
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January 1, 2018 - December 31,
2018
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$
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186,078.60
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$
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2,232,943.25
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January 1, 2019 - December 31,
2019
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$
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190,260.15
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$
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2,283,121.75
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January 1, 2020 - December 31,
2020
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$
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194,441.69
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$
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2,333,300.25
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2.3
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Deletion of
Termination Option :
Tenant hereby waives its Termination Option. Article 31 of the
Lease shall be deleted in its entirety.
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2.4
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Contraction
Option : Sections 30(c),
30(d), 30(e), 30(f), 30(g) and the last paragraph of Article 30 of
the Lease shall be deleted in their entirety and the following
provisions shall be inserted in its place:
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2.4.1
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Tenant shall have the option
(the “Third Contraction Option”) to contract the
portion of the Premises consisting of the entire eighth (8
th
) floor (the
“Third Contraction Space”), effective December 31,
2014. If Tenant elects to exercise the Third Contraction Option,
Tenant shall notify Landlord of its intent to do so (the
“Tenant’s Third Contraction Notice”) no less than
twelve (12) months prior to the effective date thereof. Tenant
shall pay Landlord a sum equal to two (2) years of the
then-escalated gross rent which would next become due in connection
with the Third Contraction Space after the effective date set forth
in Tenant’s Third Contraction Notice (the “Third
Contraction Payment”). Tenant shall pay the Third Contraction
Payment one-half ( 1 / 2 ) upon delivery of
Tenant’s Third Contraction Notice and one-half (
1 / 2 ) thirty (30) days
prior to the effective date.
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2.4.2
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Tenant shall also have the
option (the “Fourth Contraction Option”) to contract
the portion of the Premises consisting of the entire seventh
(7 th ) floor (the “Fourth
Contraction Space”), effective December 31, 2017. If
Tenant elects to exercise the Fourth
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Contraction Option, Tenant
shall notify Landlord of its intent to do so (the
“Tenant’s Fourth Contraction Notice”) no less
than twelve (12) months prior to the effective date thereof.
Tenant shall pay Landlord a sum equal to two (2) years of the
then-escalated gross rent which would next become due in connection
with the Fourth Contraction Space after the effective date set
forth in Tenant’s Fourth Contraction Notice (the
“Fourth Contraction Payment”). Tenant shall pay the
Fourth Contraction Payment one-half ( 1 / 2 ) upon delivery of
Tenant’s Fourth Contraction Notice and one-half (
1 / 2 ) thirty (30) days
prior to the effective date.
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2.4.3
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It shall be a
condition to Tenant’s exercise of any of the Contraction
Options that, both at the time of the exercise of the Contraction
Option and at the effective date thereof, Tenant is not in Default
under this Lease. All of the terms and provisions of the Lease
shall be applicable to any of the Contraction Space, except
(1) the rentable area of the Premises shall be decreased as of
the effective date of such contraction by the rentable area of such
Contraction Space, (2) Tenant’s Share shall be decreased
as of the effective date of such contraction to reflect the removal
of such Contraction Space from the Premises, (3) the Monthly
Base Rent due under the Lease shall be decreased by an amount equal
to the product of (x) the rentable square feet of such
Contraction Space and (y) the then-escalated Monthly Base Rent
rate for the Premises in effect, as of the effective date of such
contraction.
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2.4.4
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Tenant’s
failure to strictly comply with the provisions regarding the
Contraction Options shall nullify any attempted exercise of the
Contraction Options by Tenant.
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2.4.5
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Notwithstanding
anything to the contrary contained in this Lease, Tenant’s
rights to exercise any of the Contraction Options shall not be
affected by any sublease of the Premises entered into pursuant to
the terms of this Lease, but in no event shall any sublessee have
any rights to exercise any of said Contraction Options. In
addition, the right to exercise any of the Contraction Options
shall be automatically transferred to an Assignee who leases the
entire Premises pursuant to the terms of this Lease.
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2.5
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Expansion
Option . Articles 27 and
29 of the Lease shall be deleted in their entirety and the
following provisions shall be inserted in their place:
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2.5.1
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In the event Tenant does not
exercise its Third Contraction Option, Tenant shall have the right
to lease additional space (the “2015 Expansion Option”)
with a lease commencement date of January 1, 2015 (“2015
Expansion Date”) consisting of one full floor of
the
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Building (the “2015
Expansion Space”) on the same terms and conditions in effect
under the Lease, except as set forth herein. Landlord shall give
Tenant notice (the “2015 Landlord’s Notice”)
between January 1, 2014 and March 1, 2014 with respect to
the space available, including detailed existing condition plans,
if available. To exercise the 2015 Expansion Option, Tenant shall
notify Landlord in writing (“Tenant’s 2015 Expansion
Notice”) within thirty (30) days after receipt of 2015
Landlord’s Notice, otherwise Tenant shall be deemed to have
waived its right to exercise the 2015 Expansion Option. Time shall
be of the essence with respect to Tenant’s exercise of the
2015 Expansion Option. The 2015 Expansion Space shall be delivered
to Tenant in its then current, AS IS condition and Landlord shall
have no obligation to make any improvements to the 2015 Expansion
Space. All of the terms and provisions of the Lease shall be
applicable to the 2015 Expansion Space, except (1) the
rentable area of the Premises shall be increased as of the 2015
Expansion Date by the rentable area of the 2015 Expansion Space,
(2) Tenant’s Share shall be increased as of the 2015
Expansion Date to reflect the addition of the 2015 Expansion Space
to the Premises, (3) the Monthly Base Rent due under the Lease
shall be increased by an amount equal to the product of
(x) the rentable square
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