Lease, 6th Amend


 Exhibit 10.13 
  

					
	 Re:
	  	515 Post Oak
	 	  	515 Post Oak Boulevard
	 	  	Houston, Texas


  
 SIXTH
AMENDMENT TO LEASE 
  

					
	 THE STATE OF TEXAS
	  	§	 	 
	 	  	§	 	KNOW ALL MEN BY THESE PRESENTS:
	 COUNTY OF HARRIS
	  	§	 	 

  
 THIS SIXTH AMENDMENT
TO LEASE (this “Amendment”) has been executed as of the 29th day of June, 2000, by THE REALTY
ASSOCIATES FUND V, L.P., a Delaware limited partnership (“Landlord”), and WEATHERFORD INTERNATIONAL, INC. (“Tenant”). 
  
 R E C I T A L S: 
  
 A. Cigna Investments, Inc. (“Cigna”) and Weatherford Enterra U.S., Limited Partnership (“Prior
Tenant”) have heretofore executed that certain Lease Agreement (the “Original Lease”), dated as of January 26, 1996, pursuant to which Tenant initially leased approximately 73,746 rentable square feet on floors 2, 6, 9, 10
and 11 and certain storage space in that certain building known as 515 Post Oak, located at 515 Post Oak Boulevard, Houston, Texas, and more particularly described in the Lease (the “Building”); as the Original Lease was amended by
(1) First Amendment to Lease Agreement, dated as of April 11, 1996, by and between Cigna and Prior Tenant; (2) Second Amendment to Lease, dated as of September 16, 1996, by and between Cigna and Prior Tenant; (3) Third Amendment to Office Lease,
dated as of June 19, 1998, by and between Transwestern CG Partners I, L.P. (“Prior Landlord”) and Prior Tenant; (4) Fourth Amendment to Office Lease (the “Fourth Amendment”), dated as of July 30, 1998, by and
between Prior Landlord and Tenant; (5) Temporary Space License Agreement, dated as of July 19, 1999, by and between Prior Landlord and Tenant; and (6) Fifth Amendment to Office Lease, dated as of August 13, 1999, by and between Prior Landlord and
Tenant, pursuant to which, among other things, the initial premises were expanded and currently contain approximately 180,347 rentable square feet of space in the Building (the “Original Premises”). The Original Lease, as so
amended, is referred to as the “Lease.” Unless otherwise defined herein, all initially capitalized terms will have the respective meanings assigned thereto in the Lease. 
  

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 B. Landlord has acquired the Building and succeeded to all of Prior Landlord’s interest as landlord
under the Lease. Tenant has assumed all obligations of Prior Tenant under the Lease and succeeded to all of Prior Tenant’s interest as tenant under the Lease. 
  
 C. Landlord and Tenant desire to execute this Amendment in order to evidence their agreement to (i) expand the Original
Premises and (ii) make certain other amendments to the Lease, all as more particularly set forth in this Amendment. 
  
 NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
Landlord and Tenant agree as follows: 
  
 Article I 
  
 CERTAIN AMENDMENTS 
  
 SECTION 1.01. Addition of Premises. As of the earlier to occur of
(the “Eleventh Expansion Commencement Date”): (a) sixty (60) days following the date the existing tenant vacates the Eleventh Expansion Premises (hereafter defined) or (b) the date the Eleventh Expansion Premises is substantially
complete in accordance with Exhibit B attached hereto, and subject to the terms, conditions and contingencies set forth in this Amendment, the Lease shall be amended to reflect that the Original Premises shall be expanded to include the
premises outlined on the cross-hatched floor plan attached hereto as Exhibit A (the “Eleventh Expansion Space”) consisting of approximately 9,215 rentable square feet, located on the fourth (4th) floor in Suite 450 of the
Building (the Eleventh Expansion Space and the Original Premises being collectively referred to as the “Premises”). Accordingly, the Premises leased to Tenant under the Lease shall consist of approximately 189,562 rentable square
feet in the Building. The Effective Date for the Eleventh Expansion Space shall commence as set forth above, notwithstanding that Tenant has not substantially completed improvements to the Eleventh Expansion Premises. 
  
 SECTION 1.02. Term of Lease. The Term of the Lease for the Eleventh
Expansion Space shall be coterminous with the Term of the Lease as to the Original Premises, commencing on the Eleventh Expansion Commencement Date and ending on June 30, 2008, subject to adjustment and earlier termination as set forth in the Lease.

  

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 SECTION 1.03. Base Rent - Additional Premises. As of the Eleventh Expansion Commencement Date, the
Base Rent for the Eleventh Expansion Space only (i.e., not the Original Premises) during the Term of the Lease shall be as follows: 
  

							
	 Period:

	  	 Annual
 Base Rent
per R.S.F.:

	  	Monthly
Base Rent:


	 Eleventh Expansion Commencement Date - August 31, 2004
	  	$	20.00	  	$	15,358.33
			
	 September 1, 2004 - June 30, 2008
	  	$	24.50	  	$	18,813.96

  
 The Base Rent shall be due and payable
in equal monthly installments, each such monthly installment due and payable on the first day of each calendar month, in advance, without demand and without setoff or deduction whatsoever. 
  
 SECTION 1.04. Tenant’s Pro Rata Share. As of the Eleventh
Expansion Commencement Date, Tenant’s Pro Rata Share shall be increased to 72.92% (i.e., 189,562 rentable square feet in the Premises divided by 259,971 rentable square feet in the Building). 
  
 SECTION 1.05. Base Year - Additional Premises. The Base Year for the
Additional Premises only (i.e., not the Original Premises) shall be the calendar year 2000. The Base Year for the Original Premises shall remain as set forth in the Lease. 
  
 SECTION 1.06. Parking. As of the Effective Date, Landlord agrees to provide an additional twenty-seven (27)
unreserved parking permits to the parking garage associated with the Building at a charge of $35.00, plus tax, per space per month for unassigned spaces and $75.00 plus tax, per space per month for assigned spaces in accordance with Section 4 of the
Fifth Amendment, except as set forth in this Section 1.06. 
  
 SECTION 1.07. “AS IS”. Except as set forth on Exhibit B, Landlord is easing the Eleventh Expansion Space to Tenant “as is” “where is”, without any obligation to alter, remodel, improve, repair or
decorate any part of the Premises. 
  
 SECTION 1.08.
Brokers. Landlord and Tenant each warrant to the other that it has not dealt with any broker or agent in connection with the negotiation or execution of this Amendment except Trammell Crow Company and Cushman & Wakefield of Texas, Inc.
(hereafter, the “Brokers”). Landlord shall pay to Brokers the commission arising out of this Amendment pursuant to a separate agreement between Landlord and such Brokers. Landlord and Tenant hereby indemnify each other from the
payment of any commissions owed to any broker with respect to this Amendment resulting from the acts of such party, but not otherwise. 
  
 SECTION 1.09. Contingency. This Amendment relating to the Eleventh Expansion Space is contingent upon Landlord obtaining possession of the Eleventh
Expansion Space from the current tenant so that Landlord is able to Lease such space to Tenant. Tenant agrees to lease 
  

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 the Eleventh Expansion Space from Landlord when such space becomes available for Landlord to lease to Tenant.
Notwithstanding the foregoing, Landlord shall not be in default under the Lease or liable to Tenant for damages in the event Landlord is unable to enter into a termination agreement with the current tenant. 
  
 SECTION 1.10. Further Amendments. The Lease shall be and hereby is
further amended wherever necessary, even though not specifically referred to herein, in order to give effect to the terms of this Amendment. 
  
 Article II 
  
 MISCELLANEOUS 
  
 SECTION 2.01. Ratification. The Lease, as amended hereby, is hereby ratified, confirmed and deemed in full force and effect in accordance with its terms. Each party represents to the other that such party (a)
is currently unaware of any default by the other party under the Lease; and (b) has full power and authority to execute and deliver this Amendment and this Amendment represents a valid and binding obligation of such party enforceable in accordance
with its terms. 
  
 SECTION 2.02. Notices. All notices to
be delivered to Landlord under the Lease or otherwise with respect to the Premises shall, unless Landlord otherwise notifies Tenant, be delivered to Landlord in accordance with notice provisions of the Lease at the management office in the Building
with a copy at the same time to the following address: 
  

							
	 	 	 c/o TA Associates Realty
	 	 
	 	 	 28 State Street, 10th Floor
	 	 
	 	 	 Boston, Massachusetts 02109
	 	 
	 	 	 Attn.: Asset Manager - Houston/Office
	 	 

  
 SECTION 2.03.
Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of Texas. 
  
 SECTION 2.04. Counterparts. This Amendment may be executed in multiple counterparts each of which is deemed an original but together constitute one
and the same instrument. This Amendment may be executed by facsimile and each party has the right to rely upon a facsimile counterpart of this Amendment signed by the other party to the same extent as if such party had received an original
counterpart. 
  

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 IN WITNESS WHEREOF, this Amendment has been executed as of (but not necessarily on) the
date and year first above written. 
  

													
	 Dated: June 29th 2000
	 	 	 	 LANDLORD:

			
	 	 	 	 	THE REALTY ASSOCIATES FUND V, L.P.
	 	 	 	 	 a Delaware limited partnership

				
	 	 	 	 	 By:
	 	 Realty Associates Fund V LLC,
 a
Massachusetts limited liability
 company, general partner

					
	 	 	 	 	 	 	 By:
	 	 Realty Associates Advisors LLC,
 a Delaware
limited liability company, Manager

						
	 	 	 	 	 	 	 	 	 By:
	 	 Realty Associates
 Advisors Trust, a
Massachusetts business trust, sole member

							
	 	 	 	 	 	 	 	 	 	 	 By:
	 	 /s/ Henry G. Brauer


	 	 	 	 	 	 	 	 	 	 	 	 	 [Officer]
 Henry G. Brauer
 Regional Director

						
	 	 	 	 	 	 	 	 	 By:
	 	Realty Associates Fund V Texas Corporation, a Texas corporation, general partner
							
	 	 	 	 	 	 	 	 	 	 	 By:
	 	 /s/ Henry G. Brauer


	 	 	 	 	 	 	 	 	 	 	 	 	 [Officer]
 Henry G. Brauer

	 Date: May    , 2000
	 	 	 	 TENANT:
	 	Regional Director
			
	 	 	 	 	WEATHERFORD INTERNATIONAL, INC.
				
	 	 	 	 	 By:
	 	 /s/ Jon Nicholson


	 	 	 	 	 Name:
	 	 Jon Nicholson

	 	 	 	 	 Title:
	 	 Sr V.P. Human Resources


  
  

 SIXTH AMENDMENT TO LEASE - Page 5 of 6 







 GUARANTOR CONSENT: 
  
 The undersigned Guarantor hereby ratifies and affirms all obligations under that certain Guaranty, dated of even date of the
Lease, and expressly agrees that this Guaranty shall also apply to the performance of Tenant’s obligations under the Lease as the same was and is amended. 
  

			
	 EVI WEATHERFORD, INC.,
 a Delaware corporation,
 f/k/a Weatherford Enterra, Inc.

		
	 By:
	 	 /s/ Jon Nicholson


	 Name:
	 	 Jon Nicholson

	 Title:
	 	 Sr. V.P. Human Resources



  

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