SIXTH AMENDMENT TO LEASE
Exhibit 10.20
SIXTH AMENDMENT TO LEASE
THIS Sixth Amendment to Lease (this “Amendment”) is made and entered into as of June 7, 2022, by and between WATER GARDEN COMPANY L.L.C., a Delaware limited liability company (“Landlord”) and ENTRAVISION COMMUNICATIONS CORPORATION, a Delaware corporation (“Tenant”).
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:
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Effective upon the Suite 105E Delivery Date (as hereinafter defined), Landlord hereby leases Suite 105E to Tenant, and Tenant hereby leases Suite 105E from Landlord, upon the terms and conditions of the Lease as amended by this Amendment. It is intended that the terms applicable to the First Floor Space (as defined in the Fifth Amendment) shall apply with respect to Suite 105E, except as expressly provided in this Amendment. Accordingly, the term of the lease of Suite 105E shall commence on the New Commencement Date (as defined in Section 3.2(a) of the Fifth Amendment) and end on the Expiration Date (as defined in Section 3.2(a) of the Fifth Amendment), unless sooner terminated pursuant to the Lease. The provisions of Section 3.2(a) of the Fifth Amendment regarding the Beneficial Occupancy Period shall expressly apply with respect to Suite 105E, as if Suite 105E were part of the First Floor Space initially leased under the Fifth Amendment. An outline of the First Floor Space, including Suite 105E, is set forth in Exhibit “A” attached hereto. Such Exhibit “A” (i) is intended only to show the general layout of the First Floor Space as of the date of this Amendment, (ii) does not constitute an agreement, representation or warranty as to the construction of the First Floor Space, the precise area thereof or the specific
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location of the Common Areas, (iii) does not supersede any of Landlord’s rights with respect to arrangements and/or locations of public parts of the Project and changes in such arrangements and/or locations, and (iv) is not to be scaled; any measurements or distances shown should be taken as approximate. The rentable square footage of the First Floor Space, including Suite 105E, shall be 8,614 rentable square feet. The total rentable square footage of the Premises (i.e., the First Floor Space and Suite 6000W) shall be 38,261 rentable square feet (and Section 5 of Exhibit “C” attached to the Fifth Amendment shall be updated accordingly when executed by the parties).
(a) Delivery. Suite 105E is currently leased to an existing tenant (referred to herein as “Existing Tenant”), which Existing Tenant has expressed to Landlord a willingness to agree to the early termination of such Existing Tenant’s lease of Suite 105E (which is currently occupied by a subtenant of Existing Tenant). Upon the mutual execution of this Amendment and Existing Xxxxxx’s execution of an early termination agreement pertaining to Suite 105E (the “Suite 105E Early Termination Agreement”), Landlord will give Existing Tenant 30 days’ notice of the termination of the lease of Suite 105E (such scheduled date of termination is referred to as the “Scheduled Termination Date”). The 30-day period is intended to coincide with Tenant’s commencement of construction of its Tenant Improvements pursuant to the Fifth Amendment. The Suite 105E Early Termination Agreement obligates Existing Tenant to (a) notify its subtenant that its sublease of Suite 105E will terminate on the Scheduled Termination Date, and (b) use commercially reasonable efforts to cause its subtenant to vacate and surrender Suite 105E as soon as possible, in the event that such subtenant has failed to vacate Suite 105E by the Scheduled Termination Date. Notwithstanding anything in this Amendment to the contrary, (i) if Landlord has not delivered Suite 105E to Tenant on or before July 10, 2022, Tenant shall have the right to void this Amendment by written notice to Landlord on or prior to December 31, 2022, in which case this Amendment shall be null and void and of no force or effect, (ii) if Landlord is unable to deliver Suite 105E to Tenant within six (6) months of the Scheduled Termination Date (the “Landlord Termination Date”), Landlord shall have the right to void this Amendment by written notice to Tenant on or prior to the Landlord Termination Date, in which case this Amendment shall be null and void and of no force or effect, and (iii) Tenant’s sole remedy in the event that Landlord is unable to deliver Suite 105E to Tenant shall be to void this Amendment as provided in the foregoing clause (i). Within two (2) business days’ of Existing Xxxxxx’s subtenant’s surrender of Suite 105E, Landlord will deliver possession of Suite 105E to Tenant, vacant and broom clean but otherwise in “AS-IS” condition (subject to the provisions of Article 1 of Exhibit “B” of the Fifth Amendment, which shall be applicable to Suite 105E in the same manner as applicable to the First Floor Space), and such date shall be referred to herein as the “Suite 105E Delivery Date”. Landlord shall have no obligation to provide or pay for any improvement work or services related to the improvement of Suite 105E except as provided in Section 3(b) below, and Tenant shall accept Suite 105E in its AS-IS condition on the New Commencement Date. Xxxxxx acknowledges and agrees that except as otherwise expressly provided in the Lease as amended hereby, neither Landlord, nor any employee, agent, or representative of Landlord has made or herein makes any representation or warranty concerning Suite 105E or the Building or Project, or the suitability of Suite 105E or the Building for the conduct of Xxxxxx’s business. Tenant’s occupancy of Suite 105E shall be deemed conclusive evidence of Xxxxxx’s acceptance of Suite 105E in accordance herewith. Following the Suite 105E Delivery Date, Suite 105E shall constitute part of the Premises
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under the Lease, and all references in the Lease to the Premises shall include Suite 105E, except as otherwise expressly provided.
(b) Improvements; Work Letter. Tenant shall have the right, following the Suite 105E Delivery Date, to construct Tenant Improvements in Suite 105E in accordance with the terms and conditions of the Work Letter attached to the Fifth Amendment as Exhibit “B”, as amended by this Section 3(b). The amount of the Tenant Improvement Allowance set forth in Section 2.1 of the Work Letter is hereby increased to equal Three Million Six Hundred Thirty-Four Thousand Seven Hundred Ninety-Five Dollars ($3,634,795) (which is equal to $95.00 per rentable square foot of the Premises, including Suite 105E). The amount of the First Floor Space Demolition Allowance is hereby increased to equal up to Sixty-Eight Thousand Nine Hundred Twelve Dollars ($68,912) (which is equal to Eight Dollars ($8.00) per rentable square foot of the First Floor Space, including Suite 105E). In accordance with the increase of the Tenant Improvement Allowance hereunder, the amount of the Coordination Fee is hereby increased to equal Thirty-Seven Thousand Thirty-Seven and 7/100 Dollars ($37,037.07).
Period Following New Commencement Date |
Monthly Installment of Base Rent |
Monthly Rental Rate per Rentable Square Foot (rounded) |
Months 1 – 12 |
$48,669.10 |
$5.650 |
Months 13 – 24 |
$50,374.67 |
$5.848 |
Months 25 – 36 |
$52,140.54 |
$6.053 |
Months 37 – 48 |
$53,966.71 |
$6.265 |
Month 49 – 60 |
$55,853.18 |
$6.484 |
Months 61 – 72 |
$57,808.55 |
$6.711 |
Months 73 – 84 |
$59,832.84 |
$6.946 |
Months 85 – 96 |
$61,926.05 |
$7.189 |
Months 97 – 108 |
$64,096.77 |
$7.441 |
Months 109 – 120 |
$66,336.41 |
$7.701 |
Months 121 – 132 |
$68,662.19 |
$7.971 |
* If the New Commencement Date is not the first calendar day of a calendar month, then for the partial month from the New Commencement Date until the expiration of the calendar month containing the New Commencement Date, Tenant shall pay as the monthly installment of Base Rent for the First Floor Space the product obtained by multiplying $48,669.10 by a fraction, the
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numerator of which is the number of days in such partial month from and after the New Commencement Date and the denominator of which is the number of days in the calendar month in which the New Commencement Date occurs.”
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[Signatures on Following Page]
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first above written.
LANDLORD:
WATER GARDEN COMPANY L.L.C.,
a Delaware limited liability company
By: /s/ Xxxxxx X. Xxxxxx
Xxxxxx X. Xxxxxx
Executive Director, Real Estate
Date Signed: June 8, 2022_______________
TENANT:
ENTRAVISION COMMUNICATIONS CORPORATION,
a Delaware corporation
By: /s/ Xxxxxx Xxxxx_____________
Xxxxxx Xxxxx
Chairman and Chief Executive Officer
Date Signed: June 8, 2022_________
By: /s/ Xxxxxxxxxxx Xxxxx________
Xxxxxxxxxxx Xxxxx
Chief Financial Officer
Date Signed: June 8, 2022_________
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