<PAGE>
EXHIBIT 10.3
SECOND AMENDMENT TO LEASE
THIS SECOND AMENDMENT TO LEASE is made and entered into as of the 6th day
of October, 2000 by and between COPLEY PLACE ASSOCIATES, LLC, a Delaware limited
liability company (the "Landlord"), and DIGITAS LLC (the "Tenant").
Reference is made to the following:
A. That certain lease dated as of March 3, 2000 by and between Landlord,
as the "Landlord" therein named, and Tenant, as the "Tenant" therein named as
amended by First Amendment to Lease dated June 15, 2000, (the "Lease"), relative
to premises consisting of approximately 23,554 rentable square feet of space on
the Fifth Floor of Four Copley Place, Boston, Suffolk County, Massachusetts (the
"Premises"); and
B. Effective November 1, 2000, the size of the Premises shall increase
from that set forth in the Lease by reason of the addition thereto of the
Seventh Floor of Four Copley Place; and
C. The parties now wish to amend the Lease as hereinafter set forth to
modify the Lease as to the area constituting the Premises as well as the Rent
and other provisions affected by the change in such area and to make certain
other changes to the Lease agreed upon by the Landlord and Tenant incident to
the change in the Premises.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
hereinafter set forth and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree
as follows:
1. As of the Effective Date, the Lease is hereby amended to extend the
Termination Date of the Lease to December 31, 2005, unless sooner terminated as
provided in the Lease.
2. As of the Effective Date, the Premises shall be increased by the
addition thereto of 25,955 rentable square feet on the Seventh Floor of Four
Copley Place ("Space B") which shall be delivered to Tenant in an "As-Is"
Condition and accordingly the Lease is hereby amended, as of the Effective Date,
to increase the Premises by the addition of Space B so that the section
captioned "Premises" under Paragraph I of the Lease shall, as of the Effective
Date, read in its entirety as follows:
Those portions of the Office Section designated on the plan attached
hereto as Exhibit A and commonly described as approximately 23,554
rentable square feet ("Space A"), consisting of a portion of the fifth
floor of Four Copley Place, and
<PAGE>
approximately 25,955 rentable square feet ("Space B"), consisting of a
portion of the seventh floor of Four Copley Place. Excepted and excluded
from the Premises are the roof or ceiling, the floor and all perimeter
walls of the Premises, except the inner surfaces thereof, but the entry
doors to the Premises are not excluded from the Premises and are a part
thereof for all purposes; and Tenant agrees that Landlord shall have the
right to place in the Premises (but in such manner as to reduce to a
minimum interference with Tenant's use of the Premises) utility lines,
pipes and the like, to serve premises other than the Premises, and to
replace and maintain and repair such utility lines, pipes and the like,
in, over and upon the Premises.
3. From and after the Effective Date, Exhibit A to the Lease is amended by
adding thereto a floor plan of the seventh floor of Four Copley Place showing
the portion of the Premises added thereto as of the Effective Date.
4. With respect to periods from and after the Effective Date, Paragraph 1
of the Lease is hereby amended by deleting the section thereof captioned "Base
Rent", and substituting the following words and figures therefor:
"Base Rent: From the Effective Date, (i) with respect to Space A, through
December 31, 2000, at the rate of Eight
Hundred Twenty-Four Thousand Three Hundred
Ninety and no/100 Dollars ($824,390.00) per
annum, in equal monthly installments of
Sixty-Eight Thousand Six Hundred Ninety-Nine
and 17/100 Dollars ($68,699.17) (computed on
the basis of $35.00 per rentable square foot
per annum at 23,554 rentable square feet of
space); and from January 1, 2001 through
February 28, 2002, at the rate of Nine Hundred
Forty-Two Thousand One Hundred Sixty and
no/100 Dollars ($942,160.00) per annum, in
equal monthly installments of Seventy-Eight
Thousand Five Hundred Thirteen and 3 3/100
Dollars ($78,513.33) (computed on the basis of
$40.00 per rentable square foot per annum at
23,554 rentable square feet of space); plus
with respect to Space B, through February 28,
2002, at the rate of One Million Five Hundred
Fifty-Seven Thousand Three Hundred and no/100
Dollars ($1,557,300.00), in equal monthly
installments of One Hundred Twenty-Nine
Thousand Seven Hundred Seventy Five and no/100
Dollars ($129,775.00) (computed on the basis
of $60.00 per rentable square foot per
<PAGE>
annum at 25,955 rentable square feet of
space); and, as to the entire Premises, from
March 1,2002 through the Termination Date, at
the rate of Two Million Nine Hundred Seventy
Thousand Five Hundred Forty and no/100 Dollars
($2,970,540.00) per annum, in equal monthly
installments of Two Hundred Forty-Seven
Thousand Five Hundred Forty-Five and no/100
Dollars ($247,545.00) (computed on the basis
of $60.00 per rentable square foot per annum
at 49,509 rentable square feet of space)(See
Paragraph 4)"
5. Paragraph 1 of the Lease is hereby amended by deleting the section
thereof captioned "Tenant's Proportionate Share", and substituting the following
words and figures therefor:
"Tenant's Proportionate With respect to the portion of the Term
Share: through October 31, 2000, 2.93416% (computed
on the basis of 95% occupancy), and from
November 1, 2000 through the Termination Date,
6.16742% (computed on the basis of 95%
occupancy)."
6. Paragraph 1 of the Lease is hereby amended by deleting the section
thereof captioned "Security Deposit", and substituting the following therefor:
Security Deposit: $2,000,000.00. At Tenant's option, the requirement to
provide a security deposit in the amount
specified may be satisfied by Tenant's
depositing with Landlord a letter of credit in
the amount of the Security Deposit issued by
such banking institution of sufficient
financial standing (as Landlord shall
reasonably determine) having an office in
Boston, Massachusetts against which such
letter of credit may be drawn. The letter of
credit shall be unconditional, irrevocable and
in favor of Landlord, its successors or
assigns, and shall provide that it may be
drawn upon "at sight" upon presentation by
Landlord to the issuer of only a statement
certified by Landlord to the effect that
Tenant is in default under its Lease with
Landlord or that Landlord is otherwise
entitled to draw thereunder pursuant to the
terms and conditions of this Lease. The letter
of credit shall provide that it shall remain
in force for a period beginning on the
Commencement Date and ending January 31, 2006,
or for a lesser period
<PAGE>
provided any letter of credit expiring prior
to January 31, 2006, shall be replaced not
later than thirty (30) days prior to its
expiration by a letter of credit on all of the
terms otherwise required hereunder and the
failure timely to replace such letter of
credit shall be a default with respect to
which Landlord shall have the right to draw
the full amount of the letter of credit and
retain the same as a cash security deposit
under Paragraph 27 of this Lease.
7. Paragraph 40 of the Lease is hereby amended by deleting the same in its
entirety and inserting the following in lieu thereof
40. PARKING.
Tenant shall have the right during the Term to use up to twelve (12)
non-reserved parking spaces, six (6) of which shall be located in the
garage located within and serving the Property, and all or a portion of
the remainder of which may, at Landlord's option, be located in such
garage or in the Dartmouth Street Garage in the property adjacent to the
Building and located on Dartmouth Street, subject to payment by Tenant for
such use at the prevailing rate therefor charged by the respective
operators of such garages from time to time. In the event of non-payment
of parking charges due hereunder by the Tenant, Landlord shall have the
right to terminate Tenant's rights with respect to parking without any
obligation to reinstate such right to parking in the event Tenant attempts
to resume payment for parking.
8. Any term contained in this Second Amendment to Lease having an initial
capital letter and not otherwise herein defined shall have the meaning assigned
to it in the Lease.
9. The Lease, as hereby amended, is ratified and confirmed and remains in
full force and effect.
IN WITNESS WHEREOF, Landlord and Tenant have caused this document to be
executed as of the date first above written.
LANDLORD:
COPLEY PLACE ASSOCIATES, LLC,
a Delaware limited liability company
<PAGE>
By: Overseas Management, Inc.,
a Delaware corporation,
Managing Agent
By: /s/ Paul C. Grant
Paul C. Grant
Its Vice President and
General Manager
TENANT:
DIGITAS LLC
By: /s/ Gregory Zais
Its Vice President Real Estate
Hereunto duly authorized
