FIRST AMENDMENT TO LEASE
This First Amendment to Lease ("Amendment"), dated the day of
November, 1996, amends the Lease dated as of June 1, 1994 ("Lease")
between Transamerica Occidental Life Insurance Company ("Landlord") and
Maxicare Health Plans, Inc. ("Tenant") who hereby agree as follows:
1. Defined Terms. All terms not defined herein to the contrary
shall have the same meaning as the defined terms under the Lease.
2. Lease Remains in Effect. Except as modified by this
Amendment, the Lease remains in full force and effect.
3. Base Year. Effective January 1, 1997, the Base Year for
computing Operating Expenses under the Lease shall be the calendar year
1996 ("Base Year") and Tenant shall pay Tenant's PERCENTAGE SHARE
(currently 6.85%) of all increases in Operating Expenses, computed in
accordance with the Lease, over the Operating Expenses, computed in
accordance with the Lease, attributable to the Base Year. Provided,
however, in computing the Management Fee component of Operating Expenses,
the Management Fee for the Base Year shall be equal to the Management Fee
charged in the calendar year 1997.
4. Rent Credit. Tenant shall receive a credit against rents past
due and owing under the Lease in the amount of $69,457.86. Landlord and
Tenant agree that the rent including Percentage Rent for the month of
December 1996 is $94,746.67. Landlord and Tenant agree that as of
January-y 1, 1997, Landlord shall have no claim against Tenant, and
Tenant shall have no claim against Landlord, for Operating Expenses
overcharges or undercharges attributable to the period of time commencing
June 1, 1994 and ending on December 31, 1996.
5. Confidentiality. The Lease and the terms of the Lease, as amended by
this Amendment, and the covenants, obligations and conditions contained
there 4 n shall remain strictly confidential and therefore Landlord and
Tenant agree to use reasonable efforts to keep such terms, covenants,
obligations and conditions contained strictly confidential and, except for
disclosing the fact of a renewal, not to disclose such matters to any
other tenant, broker or entity, except hat the Landlord may disclose
information related to determinations of market rent in connection with
other leases and may disclose all terms and conditions of the Lease to
prospective and current lenders and to prospective purchasers and Landlord
and Tenant may disclose such information in connection with any dispute
pertaining to this Lease.
EXECUTED in Los Angeles, California, as of November 1996.
Tenant:
MAXICARE HEALTH-PLANS, INC, a Delaware
Corporation
By: /s/ Xxxxxx Xxxxxxxxx
Name:
Title:
Landlord:
TRANSAMERICA OCCIDENTAL LIFE INSURANCE COMPANY,
a California corporation
By: /s/ Xxxx Xxxxxxxxxx
Name: Xxxx Xxxxxxxxxx
Title: Investment Officer
