Massachusetts-Andover-100 Brickstone Square Lease [Amendment No. 1] - Andover Mills Realty LP and CMGI Inc.
AMENDMENT #1 TO LEASE
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1. Parties.
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This Amendment, dated as of July 19 1999, is between Andover Mills Realty
Limited Partnership ("Landlord") and CMGI, Inc., ("Tenant").
2. Recitals.
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2.1. Landlord and Tenant have entered into a Lease, dated as of April 12,
1999, for space in Brickstone Square in Andover, Massachusetts the (the
"Lease"). Unless otherwise defined, terms used in this Amendment have the same
meanings as those used in the Lease.
2.2 PictureTel Corporation is the current tenant of the Additional Space
on the 4th Floor of the Building. PictureTel has advised Landlord that it may
be able to vacate a portion of the Additional Space ("Additional Space A")
before the scheduled expiration date of its lease, which would allow Landlord to
deliver Additional Space A to Tenant earlier than the rest of the Additional
Space. "Additional Space A" is shown in Exhibit "B-2" attached hereto and
incorporated herein by this reference and is agreed to contain 30,876 s.f. of
rentable area. The remainder of the Additional Space is called "Additional
Space B" and is agreed to contain 13,309 s.f. of rentable area. If Landlord can
accomplish early delivery of Additional Space A, Tenant wishes to accept vacant
possession of Additional Space A before it receives vacant possession of
Additional Space B.
2.3 Tenant also wishes to exercise its first Expansion Option. The
Expansion Space to be provided by Landlord for the first Expansion Option (the
"First Expansion Space") is located on the 2nd Floor of the Building and is
shown in Exhibit "B-2," and is agreed to contain 37,100 s.f. of rentable area.
PictureTel Corporation also is the current tenant of the First Expansion Space.
2.4 To accomplish these and other matters, for Ten Dollars ($10.00) and
other good and valuable consideration, the receipt and sufficiency of which is
acknowledged, the parties agree and the Lease is amended as follows,
notwithstanding anything to the contrary:
3. Amendments.
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3.1 If Landlord can deliver vacant possession of Additional Space A before
it delivers vacant possession of Additional Space B, Tenant will accept delivery
on that basis, and: (a) the term of the Lease will begin for (and the Premises
will include) each of Additional Space A and Additional Space B when vacant
possession of that particular space is delivered to Tenant; (b) the Rent
Commencement Date for each of Additional Space A and Additional Space B will
occur on the earlier of the date that Tenant occupies that particular space to
conduct business or sixty (60) days after the date that vacant possession of
that particular space is delivered to Tenant; and (c) on the Rent Commencement
Date for Additional Space A Tenant's Percentage will be increased by 3.28%, and
on the Rent Commencement Date for Additional Space B Tenant's Percentage will be
increased by 1.42%. If Landlord does not deliver vacant possession of
Additional Space A before it delivers vacant possession of Additional Space B,
then it will deliver vacant possession of the entire Additional Space all at
once as initially contemplated in the Lease.
3.2 Tenant hereby exercises its first Expansion Option, and: (a) the
Expansion Space for the first Expansion Option will be the First Expansion
Space; (b) the term of the Lease will begin for (and the Premises will include)
the First Expansion Space when vacant possession of that particular space is
delivered to Tenant (subject to Section 28.2(a) of the Lease); (c)
notwithstanding Section 28.2(b) of the Lease to the contrary, the Rent
Commencement Date for the First Expansion Space will occur on the earlier of the
date that Tenant occupies that particular space to conduct business or sixty
(60) days after the date that vacant possession of that particular space is
delivered to Tenant; and (d) on the Rent Commencement Date for the First
Expansion Space, Tenant's Percentage will be increased by 3.94%.
3.3 Landlord will provide the inducement payments to Tenant for Additional
Space A, Additional Space B, and the First Expansion Space in accordance with
Section 26 of the Lease. Tenant acknowledges receiving the entire inducement
payment for the Initial Space in accordance with Section 26(a) of the Lease.
Tenant also acknowledges and agrees that the $250,000 portion of the inducement
payment received for the Initial Space actually was a payment made to Tenant by
Tenant's former sublandlord, FTP Software, Inc., under its sublease with Tenant,
which payment was received by Landlord from, and paid by Landlord to Tenant on
behalf of, FTP Software, Inc.
3.4 Tenant represents and warrants that, other than the Broker (which is
Tenant's sole agent for these purposes), it has not dealt with or engaged any
broker, agent, finder or similar party in connection with this transaction or
its lease of the Additional Space or the First Expansion Space.
3.5 The agreements set forth in the Recitals in Section 2 above are
incorporated herein and are confirmed by the parties.
<PAGE>
3.6 On request of either party, both parties will promptly execute and
deliver written confirmations of the following dates: the date that vacant
possession of any particular space is delivered to Tenant; and the Rent
Commencement Date for that space. A party's failure to execute or deliver such
a written confirmation will not alter the actual date(s) for which confirmation
was requested.
4. No Other Changes.
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The Lease is in full force and effect, and except as set forth above the
Lease remains unchanged.
IN WITNESS WHEREOF, intending to be legally bound, the parties have
executed this Amendment under seal as of the date first set forth above.
<TABLE>
<CAPTION>
<S> <C>
ANDOVER MILLS REALTY LIMITED PARTNERSHIP, a
Massachusetts limited partnership
By: Brickstone Square Realty, Inc., a Massachusetts
WITNESS: corporation, general partner
/s/ Carolyn Grover By: /s/ Martin Spagat
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Name Printed: Carolyn Grover Name: Martin Spagat
Title: Vice President
Authorized Signature
WITNESS: CMGI, INC., a Delaware corporation
/s/ B. Garrity By: /s/ A. Hajducky
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Name Printed: Name: Andrew Hajducky
Title: CEO
Authorized Signature
</TABLE>
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<PAGE>
EXHIBIT "B-2"
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PREMISES
"ADDITIONAL SPACE:"
BUILDING 100
FOURTH FLOOR
[FLOOR PLAN APPEARS HERE]
<PAGE>
EXHIBIT "B-2"
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PREMISES
"FIRST EXPANSION SPACE"
BUILDING 100
SECOND FLOOR
[FLOOR PLAN APPEARS HEAR]