Exhibit 10.31
FIRST AMENDMENT TO LEASE
This First Amendment to Lease made and entered into this 26th day of August,
2003, by and between BRANDYWINE OPERATING PARTNERSHIP, L.P., hereinafter
referred to as "Landlord" and MEDQUIST INC., a New Jersey corporation,
hereinafter referred to as "Tenant".
WHEREAS, Landlord leased certain premises consisting of approximately 28,673
rentable square feet of space located at the Building to be built at 1000
Bishops Gate Boulevard, Mt. Laurel, New Jersey 08054 ("Building"), to Tenant
pursuant to that certain Lease dated June 17, 2003, hereinafter referred to as
"Lease," the Premises being more particularly described therein; and
WHEREAS, Landlord and Tenant wish to amend the Lease as follows.
NOW, THEREFORE, in consideration of these present and the agreement of each
other, and intending to be legally bound hereby, Landlord and Tenant agree that
the Lease shall be and the same is hereby amended as follows:
1.
INCORPORATION OF RECITALS.
THE RECITALS SET FORTH ABOVE AND THE
LEASE REFERRED TO THEREIN ARE HEREBY INCORPORATED HEREIN BY REFERENCE AS IF SET
FORTH IN FULL IN THE BODY OF THIS AMENDMENT.
CAPITALIZED TERMS NOT OTHERWISE
DEFINED HEREIN SHALL HAVE THE MEANINGS GIVEN TO THEM IN THE LEASE.
2.
PREMISES.
THE PARTIES ACKNOWLEDGE AND AGREE THAT TENANT HAS NOT
YET FINALIZED ITS SPACE PLAN FOR THE PREMISES.
THAT CERTAIN LETTER AGREEMENT
BETWEEN THE PARTIES DATED JUNE 16, 2003 IS HEREBY NULL AND VOID AND OF NO
FURTHER FORCE OR EFFECT.
TENANT SHALL HAVE UNTIL SEPTEMBER 15, 2003 TO PROVIDE
FINAL PLANS OF TENANT'S PREMISES AND AUTHORIZE THE DRAWING OF CONSTRUCTION
DOCUMENTS.
IF TENANT DOES NOT SATISFY THIS OBLIGATION BY SEPTEMBER 15, 2003,
THEN LANDLORD'S OBLIGATION TO PAY THE HOLDOVER PORTION OF THE 5 GREENTREE
PREMISES RENT IS DEFERRED ONE DAY FOR EACH DAY AFTER SEPTEMBER 15, 2003 SUCH
FINAL PLANS AND AUTHORIZATION ARE NOT PROVIDED.
TENANT HAS ADVISED LANDLORD
THAT IT ANTICIPATES THE PREMISES WILL BE 29,973 RENTABLE SQUARE FEET.
ON OR
BEFORE SIXTY (60) DAYS OF THE COMMENCEMENT DATE, LANDLORD'S ARCHITECT SHALL
UTILIZE THE 1996 BOMA STANDARD TO DETERMINE TENANT'S RENTABLE SQUARE FOOTAGE OF
THE PREMISES, THE BUILDING, THE FIXED RENT AND TENANT'S ALLOCATED SHARE.
3.
TERM.
THE LEASE TERM IS HEREBY EXTENDED FOR THREE (3) ADDITIONAL
YEARS SO THAT THE AGGREGATE TERM IS 120 MONTHS FROM THE COMMENCEMENT DATE
("TERM").
4.
FIXED RENT.
TENANT SHALL PAY TO LANDLORD FIXED RENT AS FOLLOWS:
TIME
PERIOD
PER
RSF
MONTHLY
INSTALLMENT
ANNUAL
FIXED RENT
Months 1-60
$
20.30
*
$
50,704.33
$
608,451.90
Months 61-84
$
21.30
*
$
53,202.08
$
638,424.90
Months 85-120
$
22.00
*
$
54,950.50
$
659,406.00
* plus amounts pursuant to Articles 6 and 7 of the Lease.
5.
TENANT'S ALLOCATED SHARE.
TENANT'S ALLOCATED SHARE IS HEREBY
AMENDED TO BE 56.56% (BASED UPON THE ANTICIPATED 29,973 RENTABLE SQUARE FEET),
SUBJECT TO ADJUSTMENT AS AFORESAID.
6.
CONSTRUCTION BY LANDLORD.
LANDLORD'S WORK IS HEREBY AMENDED TO
INCLUDE THE COST OF INSTALLING (I) A DRY SPRINKLER SYSTEM IN TENANT'S COMPUTER
ROOM, AND (II) STANDARD IDENTIFICATION SIGNAGE ON