SECOND AMENDMENT TO OFFICE LEASE
BY AND BETWEEN
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ JOINT VENTURE
AND
SPR INC.
THIS SECOND AMENDMENT TO LEASE is made this 30 day of April, 1999, by and
between ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ JOINT VENTURE, a Wisconsin joint venture
("Landlord") and SPR INC., a Delaware corporation, f/k/a Systems & Programming
Resources, Inc., a Wisconsin corporation ("Tenant").
WITNESSETH:
WHEREAS, under date of April 19, 1996, Landlord and Tenant entered into an
Office Lease (the "Original Lease") for 5,220 rentable square feet on the 27th
floor of the Building located at ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇▇▇▇; and
WHEREAS, under date of April 2, 1997, the Original Lease was amended
wherein certain area was added to the Premises (the "First Amendment"); and
WHEREAS, the Original Lease, the First Amendment and this Second Amendment
are sometimes referred to herein collectively as the "Lease," and the premises
demised to the Tenant in the Original Lease and the First Amendment are
referred to herein as the "Original Premises;" and
WHEREAS, Landlord and Tenant now desire to amend the Lease as hereinafter
set forth.
NOW, THEREFORE, in consideration of the mutual terms and conditions herein
contained, and other good and valuable consideration, Landlord and Tenant agree
as follows:
1. TERMS. All capitalized terms used but not otherwise defined herein
shall have the meanings given to them in the Lease.
2. AREA ADDED TO THE PREMISES. On August 1, 1999 (the "Second Amendment
Commencement Date"), two thousand nineteen (2,019) rentable square feet on the
27th Floor of the Building, as depicted on Exhibit A attached hereto, shall be
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added to the Original Premises (hereafter the portion of rentable square feet
added to the Original Premises shall be sometimes referred to herein as the
"Second Amendment Premises"). On and after the Second Amendment Commencement
Date the entire Premises shall consist of eight thousand nine hundred twenty-
three (8,923) rentable square feet.
3. RENT. Prior to and after the Second Amendment Commencement Date, the
Monthly Base Rent for the Original Premises shall remain as provided in the
Lease. From and after August 1, 1999, Monthly Base Rent for the Second Amendment
Premises shall be as provided on Schedule 1 attached hereto.
4. LEASEHOLD IMPROVEMENTS. Landlord and Tenant hereby acknowledge and agree
that Tenant shall take the Second Amendment Premises in an "AS IS" condition,
except for the leasehold improvements set forth on Exhibit B attached hereto.
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5. CURRENT TENANT. Landlord and Tenant acknowledge that there is currently
a tenant leasing the Second Amendment Premises (the "Existing Tenant"), whose
lease expires on June 30, 1999 (the "Existing Tenant's Termination Date").
Landlord agrees that it will exercise commercially reasonable efforts to ensure
that the Existing Tenant vacates the Second Amendment Premises by the Existing
Tenant's Termination Date, and that the Second Amendment Premises will be
available for Tenant's occupancy by the Second Amendment Commencement Date. In
the event, however, that the Second Amendment Premises are not available by the
Second Amendment Commencement Date, Tenant agrees that Landlord shall in no
event have any liability to Tenant whatsoever, and Tenant shall not be
responsible for Rent, or any charges due under the Lease for the
Second Amendment Premises until such time as the Second Amendment Premises are
available for Tenant's occupancy.
6. NO OPTION. The execution of this Second Amendment and delivery of same
to Landlord by Tenant does not constitute a reservation of the Second Amendment
Premises or an agreement to enter into this Second Amendment by Landlord, and
this Second Amendment shall become effective only if and when Landlord executes
and delivers same to Tenant. Tenant shall, if requested by Landlord, deliver to
Landlord certified resolutions of Tenant's directors authorizing execution and
delivery of this Second Amendment and the performance by Tenant of its
obligations hereunder.
7. MODIFICATION OF LEASE. Except as set forth herein, the Lease remains
unmodified and in full force and effect.
IN WITNESS WHEREOF, this Second Amendment has been executed as of the date
set forth on the first page hereof.
LANDLORD:
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ JOINT
VENTURE, a Wisconsin Joint Venture
By: TC MILWAUKEE, INC., as agent for the
Landlord
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
-----------------------------------
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Vice President
TENANT:
SPR INC., a Delaware corporation
By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
------------------------------------------
Title: VP & CFO
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-2-
SCHEDULE I
Rent Schedule
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Monthly Base Rent for the Second Amendment Premises shall be payable in the
following amounts:
Date Annual Base Rent/s.f. Monthly Base Rent
---- --------------------- -----------------
08/01/99- $16.25 $2,734.06
05/31/01
Tenant shall further be responsible for its share of Operating Costs for
the Second Amendment Premises pursuant to Section 22.02 of the Lease (as
adjusted for any increase as provided under Article 22).
A "Lease Year" is a twelve (12) consecutive month period beginning on
the Commencement Date (or in the event the Commencement Date does not fall on
the first day of a calendar month, then the first day of the first full calendar
month following the Commencement Date) or any anniversary thereof. Rents for any
partial month of a Lease Year shall be prorated on a daily basis and paid in
advance.
S-1
Exhibit A
[FLOOR PLAN APPEARS HERE]
EXHIBIT B
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LEASEHOLD IMPROVEMENTS
Landlord, at Landlord's sole cost and expense, agrees to provide the
following improvements to the Second Amendment Premises:
1. Furnish and install new Building Standard carpet.
2. Repaint all walls throughout the Second Amendment Premises.
3. Furnish and install a wall covering for one (1) wall in each of the
private offices.
4. Create an opening from the Original Premises to the Second Amendment
Premises.
5. Demolish the existing interior rooms.
6. Furnish and install a door to the storage room.
7. Install all electrical and HVAC work that is required by the City of
Milwaukee Code and Building Standards.
B-1
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Towne Realty Inc.
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▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, CPM
Vice President
Commercial Division
April 22, 1998
▇▇▇▇▇ ▇▇▇▇▇▇
SPR Inc.
▇▇▇ ▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
RE: Lease between SPR Inc., and Towne Realty, Inc.
at the Tower Executive Office Building in Pewaukee
Dear ▇▇▇▇▇
The execution of the above-referenced lease by Towne Realty, Inc.
is subject to and conditioned on Towne Realty Inc.'s receiving
from Camp Manito-Wish a signed amendment agreeing to relocate
from their current space to a new space within the Tower
Executive Office building. We expect to receive the signed
amendment agreeing to the relocation on or before Tuesday, April
28/th/ 1998. Should we not receive the signed amendment from Camp
Manito-Wish by that date, the above-referenced lease will be
null and void.
Sincerely
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇,
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, CPM
Vice President - Commercial Division
Acknowledged and Accepted:
/s/ [ILLEGIBLE]^^ 4-22-98
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By: Date:
/kjs