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EXHIBIT 10.13(b)
FIRST AMENDMENT TO OFFICE BUILDING LEASE
This FIRST AMENDMENT TO OFFICE BUILDING LEASE ("First Amendment") is
made and entered into as of August 15, 1996, by and between CALIFORNIA PLAZA
IIA, LLC, a California limited liability company ("Landlord"), and AAMES
FINANCIAL CORPORATION, a Delaware corporation ("Tenant").
R E C I T A L S:
A. Landlord and Tenant entered into that certain Office Building
Lease (the "Lease"), dated August 7, 1996, whereby Landlord leased to Tenant
and Tenant leased from Landlord approximately 176,834 rentable square feet of
space commonly known as Suites 3300, 3400, 3800, 4200, 5100 and 5200 (the
"Premises") located on the 33rd, 34th, 38th, 42nd, 51st and 52nd floors of the
building (the "Building") known as Two California Plaza, located at 000 Xxxxx
Xxxxx Xxxxxx, Xxx Xxxxxxx, Xxxxxxxxxx.
B. Landlord has delivered to Tenant the "Premises Relocation
Notice," as that term is defined in Section 1.2 (A) of the Lease. Based upon
the foregoing, the parties desire to amend the Lease on the terms and
conditions set forth in this First Amendment.
A G R E E M E N T:
NOW, THEREFORE, in consideration of the foregoing recitals and the
mutual covenants contained herein, and for other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged,
the parties hereto hereby agree as follows:
1. TERMS. All undefined terms when used herein shall have the
same receptive meanings as are given such terms in the Lease unless expressly
provided otherwise in this First Amendment.
2. PREMISES.
2.1 INITIAL PREMISES. Section 1.1(S) of the Lease is
hereby deleted and is replaced with the following:
"(S) 'Premises' shall mean that space shown
on the floor plans attached hereto as
Exhibit A, known as Suites 4000, 4200, 4300,
4400, 4700, 5100 and 5200, located on the
fortieth (40th), forty-second (42nd), forty
third (43rd), forty- fourth (44th),
forty-seventh (47th), fifty-first (51st),
and fifty-second (52nd) floors of the Office
Building, containing 178,391 rentable square
feet, which is comprised of 26,224 rentable
square feet of space on the fortieth
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TWO CALIFORNIA PLAZA
[AAMES FINANCIAL CORPORATION]
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(40th) floor, 26,830 rentable square feet on
space on the forty-second (42nd) floor,
26,830 rentable square feet of space on the
xxxxx-xxxxx xxxxx (00xx) floor, 26,830
rentable square feet of space on the
forty-fourth floor (44th) floor, 26,830
rentable square feet of space on the
forty-seventh floor (47th) floor, 22,454
rentable square feet of space on the
fifty-first (51st) floor, and 22,393
rentable square feet of space on the
fifty-second (52nd) floor."
In connection with the foregoing, Exhibit A attached to the Lease is hereby
deleted and is replaced with Exhibit A, attached hereto.
2.2 FIRST OFFER SPACE. Notwithstanding anything in Section
1.2 (B) of the Lease to the contrary, the First Offer Space shall be comprised
of all of the space located on floors 41, 45, 46, 48, 49 and 50 of the Building
and the Landlord Designated First Offer Floors. In connection with the
Landlord Designated First Offer Floors, as applicable, the Load Factors shall
be as follows:
Load Factor Load Factor
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Floor If Multi-Tenant Floor If Single Tenant Floor
----- --------------------- ----------------------
2 1.1656 1.0954
3 1.1693 1.0964
4 1.1632 1.0935
5 1.1632 1.0934
6 1.1644 1.0945
7 1.1657 1.0959
8 1.1657 1.0956
9 1.1669 1.0967
10 1.1669 1.0967
11 1.1669 1.0967
12 1.1692 1.0987
18 1.3265 1.1721
19 1.1677 1.0960
20 1.1674 1.0960
21 1.1674 1.0960
In connection with the foregoing, Exhibit A-1 of the Lease is hereby deleted
and is replaced with Exhibit A-1, attached hereto, which attached Exhibit A-1
includes all of the potential Landlord Designated First Offer Floors.
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[AAMES FINANCIAL CORPORATION]
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3. COMMENCEMENT DATE. Notwithstanding anything in Section 1.1 (E) of
the Lease to the contrary, the Commencement Date shall, subject to the
Commencement Date Delay provisions of the Tenant Work Letter attached to the
Lease as Exhibit C, occur on May 19, 1997.
4. RENT.
4.1 BASE RENT. Section 1.1 (B) of the Lease is hereby deleted and is
replaced with the following:
"(B) 'Base Rent' shall mean the base rent payable by Tenant during the
Term, as follows:
ANNUAL
RATE PER
RENTABLE
SQUARE
FOOT
PAYMENT DATES ANNUAL MONTHLY
Commencement Date through and
including the tenth (10th) month of
the Fifth (5th)
Lease Year $2,051,496.50 $170,958.04 $11.50
Eleventh (11th) month of the fifth
(5th) Lease Year through and
including the tenth (10th) month
of the Tenth (10th)
Lease Year 2,872,095.10 $239,341.25 $16.10
Eleventh (11th) month of tenth
(10th) Lease Year through and
including the
Expiration Date $3,731,939.70 $310,994.97 $20.92
4.2 FREE RENT. The last sentence of Section 1.4 of the Lease is
hereby deleted and is replaced with the following:
"Notwithstanding anything in this Section 1.4 to the
contrary, Tenant shall not be required to pay an
amount equal to One Hundred Seventy Thousand Nine
Hundred Fifty-Eight and 04/100ths Dollars
($170,958.04) of Base Rent which is attributable to
the first twenty-two (22)
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[AAMES FINANCIAL CORPORATION]
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months of the Term beginning on the Commencement Date."
5. TENANT WORK LETTER MODIFICATIONS.
5.1. TENANT IMPROVEMENT ALLOWANCE. The first sentence of Section
2.1 of the Tenant Work Letter is hereby deleted and is replaced with the
following:
"Tenant shall be entitled to a one-time tenant
improvement allowance (the "Tenant Improvement
Allowance") in the amount of Sixty and No/100 Dollars
($60.00) for each of the 178,391 rentable square feet
of the Premises, or Ten Million Seven Hundred Three
Thousand Four Hundred Sixty and No/100 Dollars
($10,703,460.00) for the costs relating to the
initial design and construction of Tenant's
improvements including consultant fees, moving
expenses, permits, furniture, fixtures and equipment
and those other items as specified below in this
Tenant Work Letter (the "Tenant Improvements").
Notwithstanding the foregoing, Landlord and Tenant
hereby acknowledge and agree that the Tenant
Improvement Allowance shall (a) be increased by an
amount equal to Twenty Thousand and No/100 Dollars
($20,000.00), and (b) be decreased by Thirty Thousand
Five Hundred Sixty-Eight and 20/100 Dollars
($30,568.20)."
5.2 CROSSOVER IMPROVEMENTS. Section 1.13 of the Tenant Work
Letter is hereby deleted in its entirety.
6. BROKER. Landlord and Tenant hereby warrant to each other that
they have no dealings with any real estate broker or agent in connection with
the negotiation of this First Amendment other than Xxxxxxx Realty Corporation
(the "Broker"), and that they know of no other real estate broker or agent who
is entitled to a commission in connection with this First 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, 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 any dealings with any real
estate broker or agent, other than the Broker, occurring by, through, or under
the indemnifying party. The terms of this Section 6 shall survive the
expiration or earlier termination of the Term. For purposes of calculating the
commission due Broker, the 1,557 rentable square feet of space added to the
Premises pursuant to this First Amendment shall be deemed "Additional Space."
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[AAMES FINANCIAL CORPORATION]
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7. NO FURTHER MODIFICATION. Except as specifically set forth in this
First Amendment, all of the terms and provisions of the Lease shall remain
unmodified and in full force and effect.
IN WITNESS WHEREOF, this First Amendment has been executed as of the day
and year first above written.
TENANT: AAMES FINANCIAL CORPORATION,
a Delaware corporation
By: /s/ Xxxxxx Xxxxxxxxx
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Name: Xxxxxx Xxxxxxxxx
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Title: EXEC. V.P.
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Federal Tax I.D. Number or Social Security
Number: 00-0000000
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Date: 8-20-96
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LANDLORD: CALIFORNIA PLAZA IIA, LLC, a California
limited liability company
By: /s/ Xxxxx X Xxxx
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Name: Xxxxx X. Xxxx Title:Vice President
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Date: 8/20/96
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