Amendment to Lease Agreement, dated November 10, 2021
CPI Aerostructures, Inc. 8-K
SECOND AMENDMENT TO LEASE AGREEMENT (this "Second Lease Amendment"), made the 10th day of November, 2021, by and between HEARTLAND BOYS II LP., a New York limited partnership, with an office at 1 Executive Drive, Edgewood, New York, 11717, (hereafter “Landlord") and CPI Aerostructures Inc., a corporation duly organized and existing under the law of the state of New York, with an office at 91 Heartland Boulevard, Edgewood, New York 11717 (hereafter "Tenant").
WHEREAS, Landlord and Tenant entered into a written Agreement of Lease, dated June 30, 2011, for the leasing by Landlord and the hiring by Tenant, of those certain premises known as 91 Heartland Boulevard, Edgewood, New York, as more particularly described in Exhibit "A" thereto, for the term, for the rent and on all terms and conditions as set forth in the Agreement of Lease; and
WHEREAS, Landlord and Tenant entered into a written Lease Amendment to the Agreement of Lease, which Lease Amendment was dated November 11, 2020, whereby, among other things, the term of the Agreement of Lease was extended until April 30, 2023, for the rent and on all terms and conditions as set forth in the Lease Amendment (the Agreement of Lease, as amended by the Lease Amendment, the "Lease"); and
WHEREAS, the Lease is currently in full force and effect and Tenant is occupying the premises; and
WHEREAS, the term of the Lease is to end on April 30, 2023; and
WHEREAS, Tenant desires to extend the term of the Lease for one (1) additional period of three (3) years from May 1, 2023, so that the term of the Lease shall end on April 30, 2026, for the rent, and on all of the terms and conditions of the Lease, as modified herein; and
WHEREAS, Landlord is agreeable to extending the term of the Lease for one (1) additional period of three (3) years from May 1, 2023, so that the term of the Lease shall end on April 30, 2026, for the rent, and on all of the terms and conditions of the lease, as modified herein; and
WHEREAS, the Lease may be modified by a writing executed by the Landlord and Tenant.
NOW, THEREFORE, in consideration of the Lease, the mutual covenants and promises contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant agrees as follows:
1. Landlord and Tenant hereby ratify and confirm the recitals.
2. Notwithstanding anything contained in the Lease, the Lease is hereby amended to extend the term thereof for one additional period of three (3) years from the present expiration date thereof, so that the term of the Lease shall end on April 30, 2026, instead of April 30, 2023, unless such term shall sooner cease and expire as in the Lease provided. Other than if, in accordance with the terms of the Lease, the term of the Lease shall expire or terminate earlier, Landlord and Tenant agree for all purposes that any and all references to the termination or expiration date of the Lease shall mean April 30, 2026.
3. Paragraph 41 (A) of the rider to the Lease is amended by adding the following subparagraphs:
(xv) For the period May 1, 2023 through April 30, 2024, Base Rent shall be two million fifty six thousand one hundred sixty-four and 00/100 Dollars ($2,056,164.00), payable one hundred seventy-one thousand three hundred forty-seven and 00/100 ($171,347.00) Dollars monthly;
(xvi) For the period May 1, 2024 through April 30, 2025, Base Rent shall be two million one hundred seventeen thousand eight hundred forty-eight and 92/100 Dollars ($2,117,848.92), payable one hundred seventy-six thousand four hundred eighty-seven and 41/100 ($176,487.41) Dollars monthly;
(xvii) For the period May 1, 2025 through April 30, 2026, Base Rent shall be two million one hundred eighty-one thousand three hundred eighty-four and 39/100 Dollars ($2,181,384.39), payable one hundred eighty-one thousand seven hundred eighty-two and 03/100 ($181,782.03) Dollars monthly
4. Tenant acknowledges that, as a one-time non-recurring obligation, other than replacing the parking lot light bulbs with brighter bulbs and making nominal surface improvements to the existing parking lot, Landlord has not offered to do and has no obligation to do any work or make any repairs, alterations, modifications, improvements, changes or additions in connection with this Second Lease Amendment.
5. Landlord and Tenant each warrants and represents to the other party that there was no broker instrumental in bringing about or consummating this Second Lease Amendment and that no conversations or negotiations were had with any brokers in connection with this Second Lease Amendment. Each of Landlord and Tenant agree to indemnify, defend and hold the other harmless from and against any and all costs, commissions, expenses, claims, suits, actions, judgments, including reasonable attorneys' fees, of or by any broker for a commission or fee in connection with this Second Lease Amendment. The terms of this Section 5 shall survive the expiration or earlier termination of the lease, as hereby amended.
6. Each to the best of their knowledge, Landlord and Tenant hereby affirm that, as of the date hereof, no breach, default, or other act, error, or omission which, with the giving of notice or passage of time or both, would constitute a breach or default by either party, has occurred and is continuing.
7. The lease, as amended herein, may only be modified by a writing executed by the parties hereto.
8. The covenants, conditions and agreements of the Lease, as amended herein, shall bind and inure to the benefit of Landlord and Tenant and their respective heirs, distributees, executors, administrators, successors, and except as otherwise provided in the Lease, their assigns.
9. The Lease, as modified by this Second Lease Amendment, contains the entire understanding and agreement between Landlord and Tenant; all prior agreements, both oral and written, are merged herein and therein and are superseded hereby and thereby.
10. This Second Lease Amendment may be executed in counterparts, each of which shall constitute an original and each of which taken together shall constitute one and the same agreement. Digital, electronic or scanned copies of original handwritten signatures shall be considered valid.
11. Except as specifically set forth in this Second Lease Amendment, the Lease is, and shall remain, in full force and effect in accordance with its terms, and each and every agreement, term, covenant and condition thereof is hereby ratified, confirmed and continued. From and after the date hereof, any and all references to the "lease" shall mean the Lease as modified by this Second Lease Amendment.
12. This Second Lease Amendment shall be governed by and construed in accordance with the internal laws of the State of New York, without giving effect to any choice or conflict of law provision thereof.
IN WITNESS WHEREOF, Landlord and Tenant have hereunto set their respective hands as of the day and year first above written.
LANDLORD: HEARTLAND BOYS II LP.
By: Heartland G.P., Inc., its general partner
By: /s/ David Wolkoff
David Wolkoff, President
TENANT: CPI AEROSTRUCTURES INC.
By: /s/ Douglas McCrosson
Douglas McCrosson, CEO & President