Exhibit 10.1


 


John Hancock Tower


200 Clarendon Street


Boston, Massachusetts 
02117


 


Seventeenth Amendment to Office Lease


 


This
Seventeenth Amendment to Office Lease (this “Amendment”)
is made as of February 6, 2008 (the “Effective
Date”), by and between (i) 100 & 200 Clarendon LLC, a
Delaware limited liability company (“Landlord”),
and (ii) CRA International, Inc., a Massachusetts corporation,
formerly known as Charles River Associates Incorporated (“Tenant”).


 


RECITALS


 


A.            Landlord and
Tenant are parties to that that certain Lease dated as of March 1, 1978
(the “Original Lease”)  as amended by that certain First
Amendment of Lease dated as of December 16, 1981 (the “First Amendment”), as further amended by
that certain Second Amendment of Lease dated as of February 24, 1984 (the “Second Amendment”), as further amended by
that certain Third Amendment of Lease dated as of February 28, 1985 (the “Third Amendment”), as further amended by
that certain Fourth Amendment of Lease dated as of February 7, 1986 (the “Fourth Amendment”), as further amended by
that certain Fifth Amendment of Lease dated as of February 13, 1987 (the “Fifth Amendment”), as further amended by
that certain Sixth Amendment of Lease dated as of August 24, 1987 (the “Sixth Amendment”), as further amended by
that certain Seventh Amendment of Lease dated as of January 31, 1990 (the “Seventh Amendment”), as further amended by
that certain Eighth Amendment of Lease dated as of December 31, 1991 (the “Eighth Amendment”), as further amended by
that certain Ninth Amendment of Lease dated as of September 2, 1992 (“Ninth Amendment”), as further amended by
that certain Tenth Amendment of Lease dated as of August 24, 1995 (the “Tenth Amendment”), as further amended by
that certain Eleventh Amendment of Lease dated as of November 25, 1996
(the “Eleventh Amendment”), as
further amended by that certain Twelfth Amendment of Lease dated as of March 19,
1998 (the “Twelfth Amendment”), as
further amended by that certain Thirteenth Amendment of Lease dated as of August 13,
1999 (the “Thirteenth Amendment”),
as further amended by that certain Fourteenth Amendment of Lease dated as of April 20,
2000 (the “Fourteenth Amendment”),
as further amended by that certain Fifteenth Amendment of Lease dated as of June 7,
2002 (the “Fifteenth Amendment”),
and as further amended by that certain Sixteenth Amendment of Lease dated as of
April 23, 2004 (the “Sixteenth Amendment”)
(together with the Original Lease, the First Amendment, Second Amendment Third
Amendment, Fourth Amendment, Fifth Amendment, Sixth Amendment, Seventh
Amendment, Eighth Amendment, Ninth Amendment, Tenth Amendment, Eleventh
Amendment, Twelfth Amendment, Thirteenth Amendment, Fourteenth Amendment,
Fifteenth Amendment, and Sixteenth Amendment, the “Existing Lease”), pursuant to which Tenant leases
approximately 19,073 rentable square feet of space located on the twenty-sixth
(26th) floor, 6,000 rentable square feet of space located on the
thirty-first (31st) floor, 28,803 rentable square feet of space
located on the thirty-second (32nd) floor, and 28,492 rentable
square feet of space located on the thirty-third (33rd) floor (the “Existing Premises”) of that certain 


 


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office building located at
200 Clarendon Street, Boston, Massachusetts 02117 (the “Building”). 
Any capitalized terms used herein not otherwise defined shall have the
respective meanings ascribed to them in the Existing Lease.


 


B.            Tenant is
currently subleasing approximately 9,056 rentable square feet of space (“Subleased Premises”) located on a portion
of the twenty-sixth (26th) floor of the Building from John Hancock
Financial Services, Inc. under an Agreement of Sublease dated June, 2004,
for a sublease term which expired December 15, 2004.  Subsequent to said date, Tenant has been
subleasing the Subleased Premises on a month-to-month basis.  Tenant desires to lease the Subleased
Premises directly from Landlord from and after April 1, 2008.


 


C.            Landlord and Tenant hereby
desire to amend the Existing Lease on the terms and conditions set forth in
this Amendment.  The Existing Lease, as
amended by this Amendment, shall be referred to herein as the “Lease”.


 


AGREEMENT


 


NOW, THEREFORE, for good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged,
Landlord and Tenant hereby agree as follows:


 


1.             Expansion Premises.  Effective as of April 1, 2008 (the “Expansion Commencement Date”), the Existing
Premises shall be expanded to include a portion of the twenty-sixth (26th)
floor of the Building described in Exhibit A attached hereto and
containing approximately 9,056 rentable square feet (the “Expansion Premises”).  Accordingly, from and after the Expansion
Commencement Date, (i) the Existing Premises shall be expanded to include
the Expansion Premises, (ii) all references in the Existing Lease to the
term “Premises” shall be deemed to include the Expansion Premises, (iii) except
to the extent clearly inapplicable, all terms and provisions of the Existing
Lease shall apply to the Expansion Premises, and (iv) the Existing
Premises and Expansion Premises shall collectively be referred to as the “Premises” and/or the “Combined Premises”.


 


2.             Expansion Premises Term.  The term (the “Expansion Term”) of Tenant’s lease of the Expansion Premises
shall commence on the Expansion Commencement Date and shall expire coterminously
with the Existing Premises (on August 31, 2009, unless the Lease is sooner
terminated or extended in accordance with the terms of the Lease).


 


3.             Base Rent.  During the
Expansion Term, and in addition to all other charges payable under the Lease,
Tenant shall pay monthly Base Rent for the Expansion Premises in the amount of
$225,041.60 per annum ($18,753.47 per month; $24.85 per rentable square foot of
the Expansion Premises) in accordance with the terms of Section 1 of the
Existing Lease:


 


4.             Condition of Expansion Premises.  Landlord shall have no obligation to perform
any work to prepare the Expansion Premises for Tenant’s use and occupancy.  Without modifying Landlord’s maintenance and
repair obligations under the Existing Lease, Tenant acknowledges and agrees
that Tenant shall accept the Expansion Premises on the Expansion Commencement
Date in its then-current condition, “AS-IS,” “WITH ALL FAULTS.”  


 


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Additionally,
Tenant acknowledges that Landlord has not made any representation or warranty
with respect to the condition of the Expansion Premises, the Building or the
Property with respect to the suitability or fitness of any of the same for the
conduct of Tenant’s permitted use, its business or for any other purpose.


 


5.             Addresses for Notices to Landlord and Tenant.  Notwithstanding anything to the contrary
contained in the Original Lease, the addresses for notices to Landlord and
Tenant are as set forth below or to such other name and address as the parties
shall, from time to time, designate.


 


A.            Landlord’s
Address for Notices:


 


c/o
Broadway Partners


375
Park Avenue, 29th Floor


New
York, New York  10152


Attn:  General Counsel & Asset Manager


 


with
a copy to:


 


Broadway
Real Estate Services, LLC


1
Penn Plaza, Suite 3915


New
York, New York  10119


Attention:  Rick Serrapica


 


and:


 


100 &
200 Clarendon LLC


c/o Broadway
Partners


200 Clarendon
Street


Boston,
Massachusetts  02117


Attention:  Building Manager


 


and:


 


Goulston &
Storrs, PC


400
Atlantic Ave.


Boston,
Massachusetts 02110


Attn:  Hancock Tower


 


B.            Landlord’s
Address for Payment of Rent:  Notwithstanding anything to the contrary
contained in the Lease, payments of Rent only shall be made payable to the
order of, and shall be sent to:


 


100 &
200 Clarendon LLC


P.O. Box
933814


Atlanta,
Georgia  31193-3814


 


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C.            Tenant’s Address
for Notices:


 


CRA
International


200
Clarendon Street


Boston,
Massachusetts  02117


Attention:  Legal Department


 


with
a copy to:


 


CRA
International


200
Clarendon Street


Boston,
Massachusetts  02117


Attention:  Real Estate Director


 


6.             Brokers.  Landlord
and Tenant hereby warrant to each other that they have had no dealings with any
real estate broker or agent in connection with the negotiation of this
Amendment, other than Cushman & Wakefield of Massachusetts, Inc.
and CB Richard Ellis (collectively, “Broker”)
and that they know of no real estate broker or agent who is entitled to a
commission in connection with this Amendment. 
Each party agrees to indemnify and defend the other party against and
hold the other party harmless from any and all claims, demands, losses,
liabilities, lawsuits, judgments, and costs and expenses (including without
limitation reasonable attorneys’ fees) with respect to any leasing commission
or equivalent compensation alleged to be owing on account of the indemnifying
party’s dealings with any real estate broker or agent other than Broker.  The foregoing indemnity shall survive the
expiration or sooner termination of the Lease.


 


7.             Certification as to Lease.  Tenant certifies that (a) the Existing
Lease is in full force and effect, (b) there are no uncured defaults on
the part of Tenant or Landlord under the Existing Lease, and (c) there are
no outstanding obligations by Landlord to Tenant related to any tenant
improvements to the Existing Premises, including, but not limited to, any
tenant improvement allowance.


 


8.             Effectiveness of Lease.  The Existing Lease, except as amended hereby,
remains unmodified, and the Existing Lease remains in full force and effect.


 


9.             Miscellaneous.  This
Amendment shall be governed by and construed in accordance with laws of the
state of in which the Building is located, without giving effect to the
conflict of law principles thereof.  No
amendment, modification, waiver or discharge of this Amendment or of the
Existing Lease, or any provision hereof (including, without limitation, this
sentence) or thereof shall be valid or effective unless in writing and signed
by the party against whom enforcement of such amendment, modification, waiver
or discharge is sought and then only to the extent set forth in such
writing.  This Amendment, together with
the Existing Lease, contains the entire agreement between the parties with
respect to the subject matter hereof and supersedes any and all prior and
contemporaneous negotiations, representations, understandings and agreements,
whether written or oral, all of which are merged into the Existing Lease, as 


 


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amended by this Amendment.  This Amendment shall not be construed more
strictly against one party than against the other merely by virtue of the fact
that this Amendment may have been physically prepared by one of the parties, or
such party’s counsel, it being agreed that all parties and their respective
counsel have mutually participated in the negotiation and preparation of this
Amendment.


 


10.           Counterparts.  This Amendment may be executed in
counterparts, each of which shall constitute an original, and all of which,
together shall constitute one document.


 


[Signatures on Next Page]


 


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IN WITNESS WHEREOF, the
parties have executed this Amendment as of the first date written above.


 


LANDLORD:


 


100 &
200 Clarendon LLC,


a
Delaware limited liability company


 


 


	
  By:

  	
   /s/
  Jonathon K. Yormak

  	
   

  
	
   

  	
  Name:
  

  	
  Jonathon
  K. Yormak

  	
   

  
	
   

  	
  Title:

  	
  Authorized
  Signatory

  	
   

  
					



 


 


TENANT:


 


CRA
International, Inc.,


a
Massachusetts corporation


 


 


	
  By:

  	
   /s/
  Wayne Mackie

  	
   

  
	
   

  	
  Name:
  

  	
  Wayne
  Mackie

  	
   

  
	
   

  	
  Title:

  	
  Chief Financial
  Officer

  	
   

  
					



 


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