EXHIBIT 10.24
THIRD AMENDMENT
THIS THIRD AMENDMENT (the "Amendment") is made and entered into as of
the 1st day of November, 1999, by and between EOP-10960 WILSHIRE, L.L.C., a
Delaware limited liability company ("Landlord"), and SABAN ENTERTAINMENT, INC.,
a Delaware corporation ("Tenant").
WITNESSETH
A. WHEREAS, Landlord (as successor in interest to 10960 Property
Corporation) and Tenant are parties to that certain lease dated the 17th day of
July, 1995, for space (the "Premises") in the building commonly known as 00000
Xxxxxxxx Xxxxxxxxx and the address of which is 00000 Xxxxxxxx Xxxxxxxxx, Xxx
Xxxxxxx, Xxxxxxxxxx (the "Building"), which lease has been previously amended by
Letter Agreement dated July 17, 1995; Storage Agreement dated July 17, 1995;
First Amendment to Office Lease dated August 1, 1997; Letter Agreement dated
August 29, 1997; Letter Agreement dated January 26, 1998; and Second Amendment
dated December 21, 1998 (collectively, the "Lease"); and
B. WHEREAS, Tenant and Landlord mutually desire that the Lease be amended
on and subject to the terms and conditions hereinafter set forth;
NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Landlord and Tenant agree as
follows:
I. Telecommunications Equipment. Effective as of the Effective Date (as
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hereinafter defined), Section I of the Second Amendment shall be amended by
deleting Section I.A. in its entirety and substituting the following in lieu
thereof:
"A. Tenant shall have the right to lease space on the roof of the Building
for the purpose of installing, operating and maintaining four (4)
Dish/Antennas or other communication devices approved by Landlord
(collectively, the "Dish/Antenna") as follows: (i) a 1.2 M KU-Band SKY
Satellite antenna that is 65.4 inches high and 47.98 inches wide with
a base of 52.62 inches by 52.62 inches ("Dish/Antenna 1"); (ii) a 24
inch Direct TV antenna that is 27.4 inches high and 25.2 inches wide
("Dish/Antenna 2"); (iii) a Comtelco Vertical Dipole antenna that is
two (2) feet in length, one-half (1/2) inch in diameter and weighs one
(1) pound ("Dish/Antenna 3"); and (iv) a RadioWave, Inc., Model MRC 23
GHz, 2 channel, simplex video microwave receive RF system with two (2)
foot antenna, mounted on a pole with a Xxxxx Satellite, Model PS-10,
non-penetrating flat roof, antenna support system ("Dish/Antenna 4").
The exact location of the space on the roof to be leased by Tenant
shall be designated by Landlord (the "Roof Space"). Roof Space for
Dish/Antenna 1 and Dish/Antenna 2 shall
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be at no charge to Tenant. Tenant shall make payments to Landlord for
Roof Space for Dish/Antenna 3 and Dish/Antenna 4 in the amount of One
Thousand and 00/100 Dollars ($1,000.00) per month (the "Dish/Antenna
Payments"). The Dish/Antenna Payments shall constitute Additional Rent
under the terms of the Lease and Tenant shall be required to make
these payments in strict compliance with the terms of Article 4 of the
Lease. Landlord reserves the right to relocate the Roof Space as
reasonably necessary during the Lease Term. Landlord's designation
shall take into account Tenant's use of the Dish/Antenna.
Notwithstanding the foregoing, Tenant's right to install the
Dish/Antenna shall be subject to the approval rights of Landlord and
Landlord's Architect and/for engineer with respect to the plans and
specifications of the Dish/Antenna, the manner in which the
Dish/Antenna is attached to the roof of the Building and the manner in
which any cables are run to and from the Dish/Antenna. Coaxial cable
shall be run from the roof to the Premises. The precise specifications
and a general description of the Dish/Antenna along with all documents
Landlord reasonably requires to review the installation of the
Dish/Antenna (the "Plans and Specifications") shall be submitted to
Landlord for Landlord's written approval no later than twenty (20)
days before Tenant commences to install the Dish/Antenna. Tenant shall
be solely responsible for obtaining all necessary governmental and
regulatory approvals and for the cost of installing, operating,
maintaining and removing the Dish/Antenna. Tenant shall notify
Landlord upon completion of the installation of the Dish/Antenna. If
Landlord determines that the Dish/Antenna equipment does not comply
with the approved Plans and Specifications, that the Building has been
damaged during installation of the Dish/Antenna or that the
installation was defective, Landlord shall notify Tenant of any
noncompliance or detected problems and Tenant immediately shall cure
the defects. If the Tenant fails to immediately cure the defects,
Tenant shall pay to Landlord upon demand the cost, as reasonably
determined by Landlord, of correcting any defects and repairing any
damage to the Building caused by such installation. If at any time
Landlord, in its sole discretion, deems it necessary, Tenant shall
provide and install, at Tenant's sole cost and expense, appropriate
aesthetic screening, reasonably satisfactory to Landlord, for the
Dish/Antenna (the "Aesthetic Screening")."
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II. Effective Date. This Amendment shall become effective as of the date this
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Amendment is fully executed and delivered by Landlord and Tenant (the "Effective
Date") and shall continue in effect until otherwise amended by the parties in
writing or until expiration or sooner termination of the Lease.
III. Miscellaneous.
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A. This Amendment sets forth the entire agreement between the parties with
respect to the matters set forth herein. There have been no additional oral or
written representations or agreements. Under no circumstances shall Tenant be
entitled to any Rent abatement, improvement allowance, leasehold improvements,
or other work to the Premises, or any similar economic incentives that may have
been provided Tenant in connection with entering into the Lease, unless
specifically set forth in this Amendment.
B. Except as herein modified or amended, the provisions, conditions and
terms of the Lease shall remain unchanged and in full force and effect.
C. In the case of any inconsistency between the provisions of the Lease
and this Amendment, the provisions of this Amendment shall govern and control.
D. Submission of this Amendment by Landlord is not an offer to enter into
this Amendment but rather is a solicitation for such an offer by Tenant.
Landlord shall not be bound by this Amendment until Landlord has executed and
delivered the same to Tenant.
E. The capitalized terms used in this Amendment shall have the same
definitions as set forth in the Lease to the extent that such capitalized terms
are defined therein and not redefined in this Amendment.
F. Tenant hereby represents to Landlord that Tenant has dealt with no
broker in connection with this Amendment. Tenant agrees to indemnify and hold
Landlord, its members, principals, beneficiaries, partners, officers, directors,
employees, mortgagee(s) and agents, and the respective principals and members of
any such agents (collectively, the "Landlord Related Parties") harmless from all
claims of any brokers claiming to have represented Tenant in connection with
this Amendment. Landlord hereby represents to Tenant that Landlord has dealt
with no broker in connection with this Amendment. Landlord agrees to indemnify
and hold Tenant, its members, principals, beneficiaries, partners, officers,
directors, employees, and agents, and the respective principals and members of
any such agents (collectively, the "Tenant Related Parties") harmless from all
claims of any brokers claiming to have represented Landlord in connection with
this Amendment.
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IN WITNESS WHEREOF, Landlord and Tenant have duly executed this Amendment
as of the day and year first above written.
LANDLORD:
EOP-10960 WILSHIRE, L.L.C., a Delaware limited
liability company
By: EOP Operating Limited Partnership, a Delaware
limited partnership, its sole member
By: Equity Office Properties Trust, a Maryland
real estate investment trust, its managing
general partner
By: /s/ Xxxxxx X. Xxxxxxxx
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Name: Xxxxxx X. Xxxxxxxx
Title: Vice President
TENANT
SABAN ENTERTAINMENT, INC., a Delaware
corporation
By: /s/ Xxx Xxxxx
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Name Xxx Xxxxx
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Title: President
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By:_______________________________________
Name:_____________________________________
Title:____________________________________
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