EXHIBIT 10.14
SECOND AMENDMENT TO LEASE AGREEMENT
-----------------------------------
FOR "PARCELS 3, 4 AND 8"
(July 17, 1985)
The following SECOND AMENDMENT TO LEASE AGREEMENT OF JULY 17, 1985 ("the
Lease" herein) is made and entered into in duplicate as of the 28th day of
----
December, 1990, pursuant to a minute order adopted by the City Council of the
--------
City of Long Beach on the 21st day of August, 1990, by and between CITY OF LONG
BEACH, a municipal corporation, hereinafter referred to as "LANDLORD", and
XXXXXX LONG BEACH ASSOCIATES, a California limited partnership, hereinafter
referred to as "DEVELOPER".
WHEREAS, on July 17, 1985, the Lease was entered into between the Landlord
and Developer; and
WHEREAS, on July 22, 1988, a Parcel Map No. 16960, in Book 208, Pgs. 92
through 100 of Parcel Maps was recorded in the Office of the County Recorder of
Los Angeles County, State of California. This Parcel Map included the real
property demised by the Lease and its amendments; and other real property
(Parcel 8); and
WHEREAS, on January 24, 1989, the All-Inclusive Lease was amended and
subdivided by a First Amendment to Lease in accordance with Section 7.6 of said
Lease between Landlord and Developer in order to develop Parcels 5 and 6; and
WHEREAS, the parties hereto now desire to further amend the said subdivided
Lease for Parcels 3, 4 and 8 in order to
-1-
recognize and clarify certain issues arising out of a Development Agreement
entered into between the Parties in September 1990;
NOW, THEREFORE, the Lease between the parties hereto is hereby amended to
read in its entirety as follows:
1. Paragraph 3.13 is hereby added to the Lease to read in its entirety as
follows:
3.13 Effect of Paragraph 4.01B of Development Agreement on Paragraph 3.11
--------------------------------------------------------------------
of Lease.
--------
On December 5, 1990, City and Xxxxxx Long Beach Associates ("Developer"
herein) entered into a Development Agreement relating, among other things, to
Leased Parcels 1-6 as shown on Exhibit "A" of this Amendment. As to such
parcels, the costs incurred by Developer or any of its successors or assigns
pursuant to that Development Agreement, including but not limited to
assessments or payments made in connection with implementation of the Long
Beach Airport Traffic Mitigation Program as defined in the Development
Agreement, may, if and as otherwise eligible under this Lease, be considered
or construed to be costs of items in Subsections 3.11.1, 3.11.2 and 3.11.3 of
this Lease for the purposes of a credit against future rental increases under
its terms, and Developer shall thereupon receive any such credit for benefit
assessments levied or payments made as a direct result of the Development
Agreement against improvements on Parcels 1-6 under this Lease provided that:
(1) No such credit shall be granted except as a
-2-
result of any assessment levied or payments made which are attributable to
improvements which have been actually constructed on or permitted for
construction on Parcels 1-6 and, as to such, only on improvements on said
Parcels not exceeding a cumulative total of 1,085,023 square feet of gross
usable floor area; and
(2) Developer shall not be eligible for any credit or interest, and no
such credit or interest shall accrue, unless and until Developer has first
actually paid a total of TWO MILLION DOLLARS ($2,000,000) in eligible costs
under Subsections 3.11.1, 3.11.2 and 3.11.3 of this Lease; and
(3) Interest shall only be calculated and credited or accrued as to
payments made and assessments levied and paid which are attributable to
improvements which have been actually constructed on or permitted for
construction on Parcels 1-6 at the time Developer becomes eligible for
credit under Subsection 3.13(2) hereinabove and then only to the extent
that such amounts are credited against future rental increases within
thirty (30) days of their payment by Developer. Such interest shall be paid
at the average of the prime interest rates quoted monthly by Security
Pacific National Bank or its successor bank during the term that said
interest is accrued to the date credited; and
(4) Developer shall not be eligible for any credit or interest under
the terms of Subsections
-3-
3.11.1, 3.11.2 and 3.11.3 of this Lease for assessments against or payments
made relating to any other property wherever located other than the above-
mentioned Parcels 1-6.
(5) As used in this Section 3.13, "gross usable floor area" means
gross floor area minus the primary entrance lobby to a building, utility
and elevator cores, stairwells and bathrooms.
2. In the event the Development Agreement alluded to in Paragraph 1 of
this Amendment has not been executed by the parties on or before January 1,
1991, this Amendment shall be deemed null and void and of no further force and
effect.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be
duly executed in duplicate with all the formalities required by law and the
respective dates set forth opposite their signatures.
CITY OF LONG BEACH, a municipal
corporation
December 28, 1990 By: [Signature]
---------------------------
City Manager
LANDLORD
XXXXXX LONG BEACH ASSOCIATES, a
California limited partnership
By: XXXXXX INDUSTRIES, General
Partner
December 21, 1990 By: /s/ XXXX X. XXXXXX, XX.
------------------------------
Xxxx X. Xxxxxx, Xx., President
DEVELOPER
The foregoing SECOND AMENDMENT TO LEASE is hereby approved as to form this
26th day of December, 1990.
---- --------
XXXX X. XXXXXXX, City Attorney
By [Signature]
---------------------------
Deputy
- 5 -
DEVELOPER'S ACKNOWLEDGMENT
--------------------------
STATE OF CALIFORNIA )
) ss.
COUNTY OF LOS ANGELES )
On December 21, 1990, before me, the undersigned, a Notary Public in and
-----------
for said State, personally appeared Xxxx X. Xxxxxx, Xx. personally known to me
------------------
or proved to me on the basis of satisfactory evidence to be the person who
executed this instrument as President of Xxxxxx Industries, the corporation that
---------
executed this instrument as the general partner of Xxxxxx Long Beach Associates,
a California Limited Partnership, the partnership that executed the within
instrument, and acknowledged to me that such corporation executed the same as
such partner and that said partnership executed the same.
WITNESS my hand and official seal.
[SEAL]
[SEAL APPEARS HERE]
/s/ Xxxx Xxxxx
-----------------------------
Notary Public in and for said
County and State
AMENDMENT TO LEASE
EXHIBIT "A"
CITY OF LONG BEACH
COUNTY OF LOS ANGELES
STATE OF CALIFORNIA
[MAP APPEARS HERE]
1 of 1
