Seventh Modification Agreement of Lease dated December 28, 2004



 Exhibit 10.8 
 SEVENTH LEASE MODIFICATION AGREEMENT 
 AGREEMENT made as of
December 28, 2004, by and between 250 WEST 57TH ST. ASSOCIATES L.L.C., a limited liability company having its office at 60 East 42nd Street, New York, New York (hereinafter called “Landlord”); and FISK BUILDING ASSOCIATES L.L.C., a
limited liability company 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’s predecessor , partnership known as 250 West 57th St. Associates and Tenant’s predecessor, a partnership known as Fisk Building Associates, which lease was assigned on May 1, 1954 by said predecessor to Tenant (also formerly
known as Fisk Building Associates); 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, by Fourth Lease Modification Agreement dated November 12, 1985, by Fifth Lease Modification Agreement dated as of
September 1, 1999 and by Sixth Lease Modification Agreement dated as of November 17, 2000 (which lease, as so modified, is hereinafter called the “Lease”); and 

WHEREAS, a modernization program had been undertaken to maintain the competitive position of the Building for which funds were borrowed
by Landlord and made available to Tenant; and 
 WHEREAS, additional enhancements to the Building are deemed necessary to
maintain such competitive position; and 
 WHEREAS, Landlord is willing to make funds available for such enhanced 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 to the Sixth Lease Modification Agreement have been undertaken, The additional enhancements referred to in the recital
above, as shown on Exhibit A attached hereto and made a part hereof, constitute the enhanced 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. A. There is hereby added to fixed payments of Basic Rent payable under Paragraph 2(A) the
amount of the installments of debt service (except any balloon payment at maturity) payable under any Permitted Mortgage. 
 B. 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 $30,500,000 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. 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 installment payments for interest and/or amortization (not including
any balloon principal payment due at maturity) required annually under any such Mortgage immediately subsequent to refinancing.” 
 4. Landlord and Tenant agree to negotiate the terms of additional options to permit Tenant to extend the term of the Lease beyond its current expiration date and any renewal or extension term pursuant to
an existing renewal option, on the condition that such extension rights shall be in proportion to the net present benefit to Landlord of the related increase in Basic Rent and the value of the enhancements after completion. 

  
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 5. 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. 
 6. 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 L.L.C.

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

FISK BUILDING ASSOCIATES L.L.C.

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



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

Project/Item 
 Elevator equipment and system
upgrade & replacement 
 Public corridor and elevator lobby improvements 
 Bathroom upgrades 
 Main lobby and entrance improvements 

Windows replacement program 
 Façade,
courtyard and setbacks renovation 
 New energy efficient chiller plant 
 House tanks replacement & capacity upgrade 
 DC electric conversion 

New energy efficient heating plant 

Security & communication system improvements 
 Misc. mechanical upgrades & new backflow system 
 Consultant fees 

Contingency 
 * 

  
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	STATE OF NEW YORK	  	)
		  	) s.s.:
	COUNTY OF NEW YORK	  	)

 On the 21st day of December in the year 2004 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
capacities, and that by his signature on the instrument, the individuals, or the persons upon behalf of which the individual acted, executed the instrument. 

 

	
	/s/ Beatrice E. Branson        
	Notary Public


  

			
	STATE OF NEW YORK	  	)
		  	) s.s.:
	COUNTY OF NEW YORK	  	)

 On the 21st day of December in the year 2004 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/ Beatrice E. Branson        
	Notary Public



  
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