EX-10.31 7 a2105753zex-10_31.txt EXHIBIT 10.31 EXHIBIT 10.31 December 31, 2002 To the Beneficiaries parties to the Owner Trust Agreement referred to below Ladies and Gentlemen: Reference is hereby made to (i) the Owner Trust Agreement dated as of July 1, 1999, as heretofore amended and supplemented (the "Owner Trust Agreement"), between BTM Capital and JH Equity Realty Investors, Inc., as beneficiaries (the "Beneficiaries") and First Union National Bank, as Trustee and W. Jeffrey Kramer, as Individual Trustee and (ii) the Lease Agreement dated as of July 1, 1999, as heretofore amended and supplemented (the "Lease"), between the Iron Mountain Statutory Trust - 1999, a Connecticut statutory trust, as lessor (the "Lessor"), and Iron Mountain Information Services, Inc. (f/k/a Iron Mountain Records Management, Inc.), as lessee (the "Lessee"). Capitalized terms used herein without definition that are defined in the Lease are used herein with the same meaning as in the Lease. The undersigned hereby guarantees to each Beneficiary the prompt and complete payment in cash of its Equity Investment, and the accrued and unpaid Equity Return thereon, on the Term Termination Date. IRON MOUNTAIN INFORMATION SERVICES, INC., as Lessee By: /s/ John P. Lawrence ----------------------------------- Name: John P. Lawrence Title: Vice President and Treasurer IRON MOUNTAIN INCORPORATED, as Guarantor By: /s/ John P. Lawrence ------------------------------------ Name: John P. Lawrence Title: Vice President and Treasurer