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LEASE AMENDMENT NO. 1
This LEASE AMENDMENT No. 1 (this "Amendment") is entered into as of
January 28, 1997, by and between INNOVA CORPORATION, a Washington corporation
("Lessee"), and GATEWAY NORTH PROPERTIES, L.L.C., a Delaware limited liability
company ("Lessor"), with reference to the following facts:
A. Lessor and Lessee are the current parties to that certain Lease,
dated as of April 16, 1996 (the "Lease"), for the lease by Lessee of space in a
building located at 0000 Xxxxx 000xx Xxxxxx, Xxxxx 000, as more particularly
described in the Lease (the "Leased Premises"). All capitalized terms referred
to in this Amendment shall have the same meaning defined in the Lease, except
where expressly defined to the contrary in this Amendment.
B. Lessee and Lessor desire to amend the Lease to expand the Leased
Premises, and to make certain other changes to the Lease, upon the terms and
conditions hereinafter set forth.
NOW, THEREFORE, in consideration of the foregoing and the mutual
covenants hereinafter contained, and for other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree as follows:
1. Confirmation. Lessee acknowledges and agrees that: (a) Lessee is in
sole possession of the Leased Premises demised under the Lease; (b) all work,
improvements and furnishings required by Lessor under the Lease have been
completed and accepted by Lessee; (c) all free rent and any other concession
required under the Lease have been granted, used and otherwise satisfied; and
(d) it has no offset, claim, recoupment or defense against the payment of rent
and other sums and the performance of all obligations of Lessee under the Lease.
2. Expansion. Commencing on January 1, 1999, the Leased Premises
identified in Article 1.3(c) of the Lease shall be expanded from 35,929 square
feet (excluding mezzanine level which is approximately 3,000 square feet) to
approximately 55,129 square feet (excluding mezzanine level which is
approximately 3,000 square feet)(See Exhibit A attached hereto). The parties
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agree that the foregoing square footage figures shall be deemed the actual
square footage figures for the applicable space.
3. Minimum Monthly Rent. Commencing on January 1, 1999, the Minimum
Monthly Rent identified in Article 1.5(A) of the Lease shall follow the
following schedule:
January 1, 1999 through October 31, 1999, Thirty-nine thousand eight
hundred and forty-seven dollars ($39,847.00).
November 1, 1999 through October 31, 2000, Forty-one thousand nine
hundred and forty-nine dollars ($41,949.00)per month.
November 1, 2000 through October 31, 2001, Forty-three thousand one
hundred and fifty-six dollars ($43,156.00) per month.
4. Pro Rata Share of Complex. Commencing on January 1,1999, the Initial
Pro Rata % identified in Article 1.8 of the Lease is 20.70% (55,129/266,356).
5. Pro Rata Share of Building. Commencing on January 1, 1999, the Pro
Rata % of Building identified in Article 1.8(a) is 70.20% (35,929/51,179)of the
0000 Xxxxx 000xx Xxxxxx building and 38.21% (19,200/50,254)of the 0000 Xxxxx
000xx Xxxxxx building.
6. NOTICE OF YAMATO LEASE DEFAULTS. While Yamato TRANSPORT U.S.A., INC.
("YAMATO") IS A TENANT OF GATEWAY NORTH PROPERTIES, L.L.C. AND WHILE INNOVA
CORPORATION IS A SUB-TENANT OF YAMATO, LESSOR SHALL COPY LESSEE IN THE EVENT OF
ANY LEASE DEFAULT BY YAMATO AND SHALL ALLOW LESSEE THE OPPORTUNITY TO CURE THE
DEFAULT. LESSEE'S OPPORTUNITY TO CURE A YAMATO LEASE DEFAULT SHALL BE WITHIN THE
TIME FRAME PROVIDED FOR IN THE YAMATO LEASE AND SHALL RUN CONCURRENTLY WITH
YAMATO'S CURE PERIOD AND NOT AS AN ADDITIONAL PERIOD.
7. General Provisions.
7.1 Further Assurances. Lessor and Lessee each agree to
execute any and all documents and agreements reasonably requested by the other
party to further evidence or effectuate this Amendment.
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7.2 Successors and Assigns. This Amendment shall be binding
upon and inure to the benefit of the parties hereto and their successors and
assigns.
7.3 Reaffirmation. As amended hereby, the Lease shall remain
in full force and effect.
7.4 Conflicts. In case of any conflict between any term or
provision of this Amendment and the Lease, the term or provision of this
Amendment shall govern.
7.5 Counterparts. This Amendment may be executed in one or
more counterparts, each of which shall be deemed an original, but all of which
when taken together shall constitute one agreement.
IN WITNESS WHEREOF, this Amendment has been executed as of the date
first set forth above.
LESSOR: GATEWAY NORTH PROPERTIES, L.L.C.,
a Delaware limited liability company
By: Divco West Group, L.L.C.,
a Delaware limited liability company,
Its Agent
By: /s/ XXXXX XXXXXXXX
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Name: Xxxxx Xxxxxxxx
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Its: President
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Date: 2/20/97
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LESSEE: Innova Corporation,
a Washington corporation
By: /s/ XXXX XXXXXXXXX
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Name: Xxxx Xxxxxxxxx
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Its: CFO
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Date: 2/11/97
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NOTARY
LESSOR
STATE OF CALIFORNIA )
) ss.
COUNTY OF SANTA XXXXX )
On this 20th day of February, 1997, before me, the undersigned, a
Notary Public in and for the State of California, duly commissioned and sworn,
personally appeared Xxxxx Xxxxxxxx, to me known to be the President of Divco
West Group, L.L.C., the limited liability corporation that executed the within
and foregoing instrument, and acknowledged said instrument to be the free and
voluntary act and deed of said corporation, for the uses and purposes therein
mentioned and on oath stated that he/she was authorized to execute said
instrument.
WITNESS my hand and official seal hereto affixed the day and year in
this certificate above written.
Xxxxxxx Xxxxxxxx
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Notary Public in and for the State of
California
[SEAL} -----------------------------------------
My Appointment Expires
4-18-99
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LESSEE
STATE OF CALIFORNIA )
) ss.
COUNTY OF SANTA XXXXX )
On this 11th day of February, 1997, before me, the undersigned, a
Notary Public in and for the State of Washington, duly commissioned and sworn,
personally appeared Xxxx Xxxxxxxxx, to me known to be the CFO of Innova
Corporation the corporation that executed the within and foregoing instrument,
and acknowledged said instrument to be the free and voluntary act and deed of
said corporation, for the uses and purposes therein mentioned and on oath stated
that he/she was authorized to execute said instrument.
WITNESS my hand and official seal hereto affixed the day and year in
this certificate above written.
[ILLEGIBLE]
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Notary Public in and for the State of Washington
My Appointment Expires 11/29/99
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