Fifth Modification Agreement of Lease dated September 1, 1991



 Exhibit 10.6 
 FIFTH LEASE MODIFICATION AGREEMENT 
 AGREEMENT made as of September 1,
1999, by and between 250 WEST 57TH ST. ASSOCIATES, a joint venture having its office at 60 East 42nd Street, New York, New York (hereinafter called “Landlord”) and FISK BUILDING ASSOCIATES, a partnership having its office at 60 East 42nd
Street, New York, New York (hereinafter called “Tenant”). 
 W I T N E S S E T H : 

WHEREAS, on September 30, 1953 a net lease covering the entire premises known as the Fisk Building, located at 250 West 57th Street,
New York, New York (the “Building”), was made between Landlord and Tenant’s predecessor, a partnership also known as Fisk Building Associates, which lease was assigned on May 1, 1954 by said predecessor to Tenant; and 

WHEREAS, said lease was modified by Modification Agreement dated June 12, 1961, by Second Modification Agreement dated June 10,
1965, by Third Lease Modification Agreement dated as of May 1, 1975 and by Fourth Lease Modification Agreement dated November 12, 1985 (which lease, as so modified, is hereinafter called the “Lease”); and 

WHEREAS, a modernization program is necessary in order to maintain the competitive position of the Building; and 

WHEREAS, Landlord is willing to make funds available for such program, provided that Basic Rent (as hereinafter defined) is increased as
hereinafter provided, and Tenant is willing to apply the funds as agent for Landlord toward the cost of such program. 
 NOW,
THEREFORE, in consideration of the sum of Ten ($10.00) Dollars, the mutual promises and covenants herein contained, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto,
intending to be bound, hereby agree as follows: 
 1. Landlord and Tenant agree that improvements substantially as shown on
Exhibit A attached hereto and made a part hereof constitute the modernization program referred to herein and shall be substantially made to the demised premises. All work performed by Tenant in furtherance of such modernization program shall be done
as agent for Landlord and for the account of Landlord, and when completed, shall become the property of Landlord. All net proceeds of any loan(s) obtained in connection with such modernization program shall be turned over by Landlord to Tenant and
applied to pay the costs of such program. 







 2. Paragraph 13 of the Lease shall be deleted and restated in its entirety as follows:

 “13. Tenant agrees that its rights hereunder are subordinate to (i) the mortgage presently encumbering the demised
premises and (ii) any future mortgages placed on the demised premises by Landlord having an aggregate principal balance of up to $12,800,000 plus refinancing costs in connection therewith, provided that (a) such new mortgages are made by
an institutional lender on a non-recourse basis and (b) the proceeds of any increase in the principal amount of the loan(s) secured by such new mortgage(s) are used to refinance the then existing mortgage(s) on the demised premises and/or in
connection with the demised premises (each mortgage to which Tenant’s rights hereunder are subordinate is hereinafter a “Permitted Mortgage”). Tenant agrees to execute, upon demand, any documents required to evidence such
subordination. Tenant further agrees that it will not do or suffer to be done any act upon the demised premises which will violate any of the terms of any Permitted Mortgage or the obligations secured thereby.” 

3. Paragraph 29 of the Lease shall be deleted and restated in its entirety as follows: 

“29. For the purpose of this Paragraph 29, the term “Mortgage” shall mean (i) any fee mortgage encumbering the demised
premises on the date hereof and (ii) any fee mortgage to which the Lease is subordinate under the provisions of Paragraph 13 of this Lease, and the term ‘refinancing’ shall include any consolidation, modification, renewal, extension
or replacement of any Mortgage made subsequent to September 1, 1999. In the event that there shall be one or more refinancings of any Mortgage, the annual Basic Rent will be in an amount equal to the sum of TWENTY-EIGHT THOUSAND DOLLARS
($28,000.00) plus an amount equal to the constant installment payments for interest and amortization (not including any balloon principal payment due at maturity) required annually under any such Mortgage immediately subsequent to refinancing.”

 4. Except as herein modified, the Lease shall remain in full force and effect, and the parties hereby ratify and confirm all
of the other terms, covenants and conditions thereof. 
 5. This Agreement shall be binding upon and inure to the benefit of the
parties hereto and their respective legal representatives, successors and assigns. 







 IN WITNESS WHEREOF, the parties hereto have hereunto set their hands as of the day and year
first above written. 
  

			
	 Landlord:
  

250 WEST 57TH ST. ASSOCIATES

		
	By:	 	/s/ Peter L. Malkin        
		 	Peter L. Malkin, Joint Venturer
		
	By:	 	/s/ Anthony E. Malkin
		 	Anthony E. Malkin, Joint Venturer
	
	 Tenant:
  

FISK BUILDING ASSOCIATES

		
	By:	 	/s/ Peter L. Malkin
		 	Peter L. Malkin, Partner









 Exhibit A 
 Fisk Building-250 West 57th Street 
 Property Improvement Schedule 

 

					
	 Project/Item
	  	Budget	 
	 Elevator equipment and system upgrade & replacement
	  	$	 290,000	  
	 Public corridor and elevator lobby improvements
	  	 	1,380,000	  
	 Bathroom upgrades
	  	 	160,000	  
	 Main lobby and entrance improvements
	  	 	1,012,500	  
	 Windows replacement program
	  	 	1,107,000	  
	 Façade, courtyard and setbacks renovation
	  	 	1,415,000	  
	 New energy efficient chiller plant
	  	 	685,000	  
	 House tanks replacement & capacity upgrade
	  	 	75,000	  
	 DC electric conversion
	  	 	300,000	  
	 New energy efficient heating plant
	  	 	175,000	  
	 Security & communication system improvements
	  	 	105,000	  
	 Misc. mechanical upgrades & new backflow system
	  	 	150,000	  
	 Consultant fees
	  	 	94,000	  
	 Contingency
	  	 	701,500	  
		  	  
	  
	 
	 Total
	  	$	7,650,000	* 
		  	  
	  
	 

  
  

	*	Note: An additional amount of up to $2,350,000 is being allowed for other work requirements which might arise during major upgrade of systems and façade. To the
extent additional work is not required, this additional contingency balance will be available for improvement of tenant spaces or will not be funded. 








 STATE OF NEW YORK     ) 

) s.s.: 

COUNTY OF NEW YORK ) 
 On the 17 day
of November in the year 1999 before me, the undersigned, a Notary Public in and said State, personally appeared Peter L. Malkin, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is
subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument.

  

	
	/s/ Stuart Jay Rappaport        
	 Notary Public
  

Stuart J. Rappaport
 Notary Public, State of New
York
 No. 474xxxx
 Qualified in
New York County
 Commission Expires February 28, 2000



 STATE OF NEW YORK     ) 

) s.s.: 
 COUNTY
OF NEW YORK ) 
 On the 16 day of November in the year 1999 before me, the undersigned, a Notary Public in and said State,
personally appeared Anthony E. Malkin, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his
capacity, and that by his signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed the instrument. 

 

	
	/s/ Stuart Jay Rappaport        
	 Notary Public
  

Stuart J. Rappaport
 Notary Public, State of New
York
 No. 474xxxx
 Qualified in
New York County
 Commission Expires February 28, 2000