EXHIBIT 10.87
THIS INSTRUMENT PREPARED BY,
RECORDING REQUESTED BY AND
AFTER RECORDING RETURN TO:
Xxxx X. Xxxxxxx
XXXXXX XXXXXX & XXXXX
6600 Sears Tower
000 Xxxxx Xxxxxx Xxxxx
Xxxxxxx, Xxxxxxxx 00000
SPACE ABOVE THIS LINE RESERVED FOR RECORDER'S USE ONLY
--------------------------------------------------------------------------------
NOTICE: THIS INSTRUMENT SECURES FUTURE ADVANCES UNDER A CREDIT FACILITY IN THE
AGGREGATE AMOUNT OF $58,033,031.30, THE PRIORITY OF WHICH DATE TO THE
RECORDING DATE HEREOF.
NOTICE: THE OBLIGATION THE PERFORMANCE OF WHICH IS SECURED BY THIS DEED OF
TRUST PROVIDES FOR A VARIABLE INTEREST RATE.
LEASE SUPPLEMENT NO. 1 (LAND AND IMPROVEMENTS)
(Memorandum of Lease Supplement,
Memorandum of Amended and Restated Master Lease and Deed of Trust
Fixture Filing and Memorandum of Option to Purchase)
THIS LEASE SUPPLEMENT NO. 1 (Memorandum of Lease Supplement, Memorandum
of Master Lease and Deed of Trust, Fixture Filing and Memorandum of Option to
Purchase) (this "Lease Supplement") dated as of June 1, 2003, between XXX
RESEARCH CORPORATION, a Delaware corporation, having its principal office at
0000 Xxxxxxx Xxxxxxx, Xxxxxxx, Xxxxxxxxxx 00000 Attention: Xxxxx Xxxxxx, as the
Lessee, and SELCO SERVICE CORPORATION, an Ohio corporation, doing business in
California as "OHIO SELCO SERVICE CORPORATION", as Lessor (the "Lessor"), and
whose principal offices are located at c/o KeyCorp Leasing, 00 Xxxxx Xxxxx
Xxxxxx, Xxxxxx, Xxx Xxxx, 00000 and CHICAGO TITLE COMPANY, a California
corporation, as trustee (`Trustee"), having its principal office at 000 Xxxx
Xxxxxx Xxxxxx, Xxx Xxxx, Xxxxxxxxxx 00000, for the benefit of Lessor and the
Lenders ("Beneficiary").
The Amended and Restated Master Lease and Deed of Trust which this
Lease Supplement supplements and of which this Lease Supplement is a memorandum,
amends, restates, supercedes and replaces the unrecorded leases (a) with a lease
balance of $30,000,000, disclosed by the following recorded documents:
Memorandum of Lease (Lease Supplement), made by and between the Xxxxxxx 2000
Trust, a Delaware business trust ("Xxxxxxx Trust") and the Lessee and recorded
in the Official Records of Alameda County, California ("Official Records") on
December 7, 2000 as Series No. 2000359109 and Memorandum of Lease (Lease
Supplement Land) made by and between the Xxxxxxx Trust and the Lessee and
recorded in the Official Records on December 7, 2000 as Series No. 2000359110
and (b) with a lease balance of $27,146,185.35, disclosed by the following
recorded document: Memorandum of Lease (Lease Supplement), made by and between
Scotiabanc, Inc., a Delaware corporation ("SBI") and Lessee and recorded in the
Official Records on January 21, 2000 as Series No. 0000000000 and Memorandum of
Lease (Land) made by and between SBI and the Lessee and recorded in the Official
Records on January 21, 2000 as Series No. 2000019027.
ATTENTION OF RECORDING OFFICERS: Certain of the Property is or will become
"fixtures" (as that term is defined in the California Uniform Commercial Code)
on the real estate described in Schedule I attached hereto and this instrument,
upon being filed for record in the real estate records, shall operate also as a
financing statement upon such of the Property which is or may become fixtures.
The Lessee has an interest of record in the Property. This instrument is to be
recorded in, among other places, the real estate records of the county in which
such property is located.
W I T N E S S E T H :
WHEREAS, the Lessor is the record owner of the land described on
Schedule I attached hereto (the "Subject Land") together with all Improvements
which hereafter may be constructed on the Subject Land (the "Subject
Improvements" and, together with the Subject Land, the "Subject Property");
WHEREAS, the Lessor desires to lease the Subject Property to the Lessee
and the Lessee wishes to lease the Subject Property from the Lessor;
NOW THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree to enter
into this Lease Supplement, as follows:
1. Certain Terms. Capitalized terms used but not otherwise
defined in this Lease Supplement have the meanings specified in Appendix A to
the Participation Agreement dated as of June 1, 2003 (as amended, restated,
supplemented or otherwise modified from time to time, the "Participation
Agreement"), and the rules of interpretation specified in Appendix A to the
Participation Agreement shall apply to this Lease Supplement.
2. Nature of Transaction. (a) The parties intend that (i) for
financial accounting purposes with respect to the Lessee, the Lessor will be
treated as the owner and lessor of the respective Properties and the Lessee will
be treated as the lessee of such Properties and (ii) for federal, state and
local income tax purposes, state real estate and commercial law purposes and
bankruptcy purposes, (A) the Lease will be treated as a financing arrangement,
(B) the Lessor and the Lenders will be deemed lenders making loans to the Lessee
in an amount equal to the sum of the Lessor Amounts and the outstanding
principal amount of the Loans, which loans are secured by such Properties and
(C) the Lessee will be treated as the owner of such Properties and will be
entitled to all tax benefits ordinarily available to an owner of properties like
such Properties for such tax purposes.
-2-
(b) It is the intent of the parties hereto that this Lease
Supplement grants a security interest and deed of trust, as the case may be, on
the Subject Property to the Trustee for the benefit of the Lessor and the
Lenders to secure the Lessee's performance under and payment of all amounts
under the Lease and the other Operative Documents (the "Subject Obligations").
3. Subject Property; Memorandum of Lease. Attached hereto as
Schedule I is the description of the Subject Land. Effective upon the execution
and delivery of this Lease Supplement by the Lessor and the Lessee, the Subject
Property shall be subject to the terms and provisions of the Master Lease. The
Master Lease is incorporated by reference herein as if set forth herein in its
entirety. Subject to the terms and conditions of the Master Lease, the Lessor
hereby leases the Subject Property to the Lessee for the Lease Term (as defined
below) of this Lease Supplement, and the Lessee hereby agrees with the Lessor to
lease the Subject Property from the Lessor for the Lease Term. The Master Lease
is dated as of June 1, 2003 and is by and between the Lessor and the Lessee.
4. Lease Term; Option to Purchase. The term of this Lease
Supplement (the "Lease Term") shall begin on the date June 24, 2003 and shall
end on June 23, 2008 (the "Expiration Date"). For and in consideration of good
and valuable consideration paid by the Lessee to the Lessor as described in the
Master Lease, the Lessor hereby grants to the Lessee the right to purchase the
Subject Property during the Lease Term of this Lease Supplement on the terms and
subject to the conditions (including, without limitation, payment of the
Property Balance thereof) set forth in Section 18.1 of the Master Lease.
5. Liens and Security Interests. (a) Specifically, without
limiting the generality of Section 2, the Lessor and the Lessee intend and agree
that in the event of any insolvency or receivership proceedings or a petition
under the United States bankruptcy laws or any other applicable insolvency laws
or statute of the United States of America or any State or Commonwealth thereof
affecting the Lessee, any Participant or any collection actions, the
transactions evidenced by the Operative Documents shall be regarded as loans
made by the Lenders and the Lessor as unrelated third party lenders to the
Lessee secured by respective Properties (it being understood that the Lessee
hereby deeds, warrants and grants a security interest in the Subject Property
(consisting of a fee deed of trust with respect to the Subject Property) WITH
POWER OF SALE to the Trustee for the benefit of the Lessor and the Lenders to
secure all Lessor Amounts and Loans advanced by the Participants for the
acquisition of the respective Properties together with Yield or interest, as
applicable, thereon, and all other amounts payable under the Operative Documents
in connection therewith, effective on the date hereof).
(b) Specifically, but without limiting the generality of Section
2, the Lessor and the Lessee further intend and agree that, for the purpose of
securing the obligation of the Lessee for the repayment of the above-described
loans from the Lessor and the Lenders to the Lessee, (i) the Master Lease and
the Lease Supplements shall also be deemed to be a security agreement and
financing statement within the meaning of Article 9 of the California Uniform
Commercial Code and a real property deed of trust; (ii) the conveyance provided
for hereby and in Article II of the Master Lease shall be deemed to be a grant
by the Lessee to the Beneficiary of a deed of trust lien and security interest
in all of the right, title and interest of the
-3-
Lessee in and to the Subject Property and all proceeds of the conversion,
voluntary or involuntary, of the foregoing into cash, investments, securities or
other property (it being understood that the Lessee hereby deeds and warrants
and grants a security interest in the Subject Property and all proceeds thereof
to the Lessor to secure all Loans and Lessor Amounts advanced by the
Participants for the acquisition of such Properties (the principal amount of
which shall not exceed in the aggregate $58,033,031.30 outstanding at any given
time), together with Yield or interest thereon, and all other amounts payable
under the Operative Documents in connection therewith) and (iii) the possession
by the Lessor or any of its agents of notes and such other items of property as
constitute instruments, money, negotiable documents, goods or tangible chattel
paper shall be deemed to be "perfection by possession" for purposes of
perfecting the security interest pursuant to Section 9-313 of the California
Uniform Commercial Code and the Lessor hereby acknowledges that it holds
possession of such instruments, money, negotiable documents, goods or tangible
chattel paper for the benefit of the Lessor and the Lenders pursuant to Section
9-313(c) of the California Uniform Commercial Code; and (iv) notifications to
Persons holding such property, and acknowledgments, receipts or confirmations
from financial intermediaries, bankers or agents (as applicable) of the Lessee
shall be deemed to have been given for the purpose of perfecting such security
interest under all Applicable Laws. The Lessor and the Lessee shall, to the
extent consistent with the Master Lease and the Lease Supplements, take such
actions and execute, deliver, file and record such other documents, financing
statements and deeds of trust as may be necessary to ensure that, if the Lease
was deemed to create a security interest in the Subject Property in accordance
with this Section, such security interest would be deemed to be a perfected
security interest (subject only to Permitted Property Liens) and will be
maintained as such throughout the Lease Term.
(c) Specifically, but without limiting the foregoing or the
generality of Section 2, the Lessee hereby grants to the Trustee, IN TRUST, WITH
POWER OF SALE, for the benefit of Beneficiary, all of the Lessee's right, title
and interest in and to the following (collectively, the "Mortgaged Property"):
(i) the Subject Property and Appurtenant Rights relating thereto and all
proceeds, both cash and noncash, thereof; (ii) all easements, rights-of-way,
strips and gores of land, vaults, streets, ways, alleys, passages, sewer rights,
waters, water courses, water rights, including, without limitation, the stock in
any water company providing water for irrigation of the Subject Property,
minerals, flowers, shrubs, crops, trees, timber and other emblements now or
hereafter located on the Subject Land or under or above the same or any part or
parcel thereof, and all estates, rights, titles, interests, tenements,
hereditaments and appurtenances, reversions and remainders whatsoever, in any
way belonging, relating or appertaining to the Subject Property or any part
thereof, or which hereafter shall in any way belong, relate or be appurtenant
thereto, whether now owned or hereafter acquired by the Lessee from any source;
(iii) if and to the extent acquired by the Lessee with the proceeds of Advances
(and transferred to the Lessor by SBI or Xxxxxxx Trust), all right, title and
interest of the Lessee in all furnishings, furniture, fixtures, machinery,
apparatus, Equipment, fittings, appliances, building supplies and materials,
vehicles (excluding the Lessee's personal automobiles), chattels, goods,
consumer goods, farm products, warranties, chattel paper, documents, accounts,
general intangibles, and goodwill related thereto, and all other articles of
personal property of every kind and nature whatsoever, tangible or intangible,
now, heretofore or hereafter acquired and now, heretofore or hereafter (A)
arising out of or related to the ownership of the Subject
-4-
Property, (B) located in, on or about the Subject Property or (C) used or
intended to be used with or in connection with the construction, use, operation
or enjoyment of the Subject Property; (iv) all right, title and interest of the
Lessee in any and all leases, rental agreements and arrangements of any sort now
or hereafter affecting the Subject Property or any portion thereof and providing
for or resulting in the payment of money to the Lessee for the use of the
Subject Property or any portion thereof, whether the user enjoys the Subject
Property or any portion thereof as tenant for years, licensee, tenant at
sufferance or otherwise, and irrespective of whether such leases, rental
agreements and arrangements be oral or written, and including any and all
extensions, renewals and modifications thereof (the "Subject Leases") and
guaranties of the performance or obligations of any tenants or lessees
thereunder, together with all income, rents, issues, profits and revenues from
the Subject Leases (including all tenant security deposits and all other tenant
deposits, whether held by the Lessee or in a trust account, and all other
deposits and escrow funds relating to any Subject Leases), and all the estate,
right, title, interest, property, possession, claim and demand whatsoever at
law, as well as in equity, of the Lessee of, in and to the same; provided,
however, that the Lessee shall have a revocable license to collect and apply
such rental payments and revenues as provided in the Master Lease and the other
Operative Documents; (v) to the extent transferable under any Requirement of
Law, all right, title and interest of the Lessee in, to and under all management
contracts, service contracts, utility contracts, leases of equipment, documents
and agreements relating to the construction of any Improvements (including any
and all construction contracts, architectural contracts, engineering contracts,
designs, plans, specifications, drawings, surveys, tests, reports, bonds and
governmental approvals) and all other contracts, licenses and permits now or
hereafter affecting the Subject Property or any part thereof and all guaranties
and warranties with respect to any of the foregoing (the "Subject Contracts");
(vi) all right, title and interest of the Lessee in any insurance policies or
binders required to be maintained by the Lessee pursuant to the terms of the
Master Lease or now or hereafter relating to the Subject Property, including any
unearned premiums thereon, as further provided in the Master Lease; (vii) all
right, title and interest of the Lessee in any and all awards, payments,
proceeds and the right to receive the same, either before or after any
foreclosure hereunder, as a result of any temporary or permanent injury or
damage to, taking of or decrease in the value of the Subject Property by reason
of casualty, condemnation or otherwise as further provided in the Master Lease;
(viii) all claims and causes of action arising from or otherwise related to any
of the foregoing, and all rights and judgments related to any legal actions in
connection with such claims or causes of action; and (ix) all Modifications,
extensions, additions, improvements, betterments, renewals and replacements,
substitutions, or proceeds of any of the foregoing; all of which foregoing items
are hereby declared and shall be deemed to be a portion of the security for the
indebtedness and Subject Obligations herein described, a portion of the above
described collateral being located upon the Subject Land; provided however that,
without limiting the foregoing, the Mortgaged Property shall not include any
inventory of the Lessee.
6. Remedies. Without limiting any other remedies set forth
herein, in the event that a court of competent jurisdiction rules that each of
the Master Lease and this Lease Supplement constitutes a deed of trust or other
secured financing with respect to the Subject Property as is the intent of the
parties pursuant to Article XXV of the Master Lease, then the Lessor and the
Lessee agree that upon a Lease Event of Default, the Beneficiary may declare all
sums secured hereby immediately due and payable by delivery to the Trustee of
written declaration of default
-5-
and demand for the sale and of written notice of default and of election to
cause to be sold the Subject Property which notice the Trustee shall cause to be
filed for record to the extent required by law. The Beneficiary also shall
deposit with the Trustee the Lease Supplement and all documents evidencing the
Lease Balance and expenditures secured hereby.
After the lapse of such time as may then be required by law following
the recordation of said notice of default, and notice of sale having been given
as then required by law, the Trustee, without demand on the Lessee, shall sell
the Mortgaged Property at the time and place fixed by it in said notice of sale,
either as a whole or in separate parcels, and in such order as it may determine
at public auction to the highest bidder for cash in lawful money of the United
States, payable at time of sale. The Trustee may postpone sale of all or any
portion of the Mortgaged Property by public announcement at such time and place
of sale, and from time to time thereafter may postpone such sale by public
announcement at the time fixed by the preceding postponement. The Trustee shall
deliver to such purchaser its deed conveying the property so sold, but without
any covenant or warranty, express or implied. The recitals in such deed of any
matters or facts shall be conclusive proof of the truthfulness thereof. Any
person, including the Lessee, the Trustee, or the Beneficiary as hereinafter
defined, may purchase at such sale. The Lessee shall have all rights available
to a Trustor under the laws of the jurisdiction in which the Mortgaged Property
is located except to the extent waived in the Operative Documents. The Lessee
agrees that the agreements of the Lessee herein contained shall be specifically
enforceable by injunction or any other appropriate equitable remedy and that for
the purpose of any suit brought under this subparagraph, the Lessee hereby
waives the defense of laches and any applicable statute of limitations.
After deducting all costs, fees and expenses of the Trustee and of this
trust, including cost of evidence of title in connection with sale, the Trustee
shall apply to proceeds of sale to payment of: all sums expended under the terms
hereof, not then repaid, with accrued interest at the amount allowed by law in
effect at the date hereof; all other sums then secured hereby; and the
remainder, if any, to the person or persons legally entitled thereto. In the
event of foreclosure, the Lessee authorizes and empowers the Trustee or the
Beneficiary to effect insurance upon the Subject Property in amounts aforesaid
for a period covering the time of redemption from foreclosure sale provided by
law, and if necessary therefor, to cancel any or all existing insurance
policies. In connection with any sale or sales hereunder, Beneficiary may elect
to treat to the fullest extent permitted by law any of the Mortgaged Property
which consists of a right in action or which is property that can be severed
from the real property covered hereby or any improvements thereon without
causing structural damage thereto as if the same were personal property, and
dispose of the same in accordance with applicable law, separate and apart from
the sale of real property. Any sale of any personal property hereunder shall be
conducted in any manner permitted by Section 9604 or any other applicable
section of the California Commercial Code. Where the Mortgaged Property consists
of real and personal property or fixtures whether or not such personal property
is located on or within the real property, the Beneficiary may elect in its
discretion to exercise its rights and remedies against any or all of the real
property, personal property, and fixtures in such order and manner as is now or
hereafter permitted by applicable law. Without limiting the generality of the
foregoing, the Beneficiary may, in its sole and absolute discretion and without
regard to the adequacy of its security, elect to proceed against any or all of
the real property, personal property and
-6-
fixtures in any manner permitted under Section 9604(a)(1) of the California
Commercial Code; and if the Beneficiary elects to proceed in the manner
permitted under Section 9604(a)(1)(B) of the California Commercial Code, the
power of sale herein granted shall be exercisable with respect to all or any of
the real property, personal property and fixtures covered hereby, as designated
by the Beneficiary, and the Trustee is hereby authorized and empowered to
conduct any such sale of any real property, personal property and fixtures in
accordance with the procedures applicable to real property. Where the Mortgaged
Property consists of real property and personal property, any reinstatement of
the obligation secured hereby, following default and an election by Beneficiary
to accelerate the maturity of said obligation, which is made by the Beneficiary
or any other person or entity permitted to exercise the right of reinstatement
under Section 2924c of the California Civil Code or any successor statute, shall
not, in accordance with the terms of California Commercial Code Section
9604(a)(3)(C), prohibit the Beneficiary from conducting a sale or other
disposition of any personal property or fixtures or from otherwise proceeding
against or continuing to proceed against any personal property or fixtures in
any manner permitted by the California Commercial Code; nor shall any such
reinstatement invalidate, rescind or otherwise affect any sale, disposition or
other proceedings held, conducted or instituted with respect to any personal
property or fixtures prior to such reinstatement or pending at the time of such
reinstatement. Any sums paid to the Beneficiary in effecting any reinstatement
pursuant to Section 2924c of the California Civil Code shall be applied to the
secured obligation and to the Beneficiary's and the Trustee's reasonable costs
and expenses in the manner required by Section 2924c. Should the Beneficiary
elect to sell any portion of the Mortgaged Property which is real property or
which is personal property or fixtures that Beneficiary has elected under
Section 9604(a)(1)(b) of the California Commercial Code to sell together with
real property in accordance with the laws governing a sale of real property, the
Beneficiary or the Trustee shall give such notice of default and election to
sell as may then be required by law. Any requirement of the California
Commercial Code for reasonable notification shall be met by mailing written
notice to the Lessee at its address above set forth at least ten (10) days prior
to the sale or other event for which such notice is required. Notwithstanding
anything to the contrary in this Lease Supplement, the Lessee, in accordance
with the applicable laws of the State of California and applicable provisions of
the California Rules of Procedure, or of any other general or local law or rules
or regulations of the State of California relating to deeds of trust does hereby
declare and assent to the passage of a decree to sell the Mortgaged Property by
the equity court having jurisdiction for the sale thereof and the Trustee
appointed by such decree of court shall have, subject to the terms of the decree
of court, the same authority and power to sell on the terms and conditions
herein set forth. This assent to decree shall not be exhausted in the event the
proceeding is dismissed before the indebtedness secured hereby is paid in full.
7. Non-Responsibility. Nothing contained in this Lease Supplement
shall be construed as constituting the consent or request of the Lessor, the
Administrative Agent, or any other Participant, expressed or implied, to or for
the performance by any contractor, mechanic, laborer, materialman, supplier or
vendor of any labor or services or for the furnishing of any materials for any
construction, alteration, addition, repair or demolition of or to the Subject
Property or any part thereof. NOTICE IS HEREBY GIVEN THAT NEITHER THE LESSOR NOR
THE ADMINISTRATIVE AGENT NOR ANY LENDER IS OR SHALL BE LIABLE FOR ANY LABOR,
SERVICES OR MATERIALS FURNISHED OR TO BE FURNISHED TO THE LESSEE, OR TO ANYONE
HOLDING THE
-7-
SUBJECT PROPERTY OR ANY PART THEREOF THROUGH OR UNDER THE LESSEE, AND THAT NO
MECHANIC'S OR OTHER LIENS FOR ANY SUCH LABOR, SERVICES OR MATERIALS SHALL ATTACH
TO OR AFFECT THE INTEREST OF THE LESSOR, THE ADMINISTRATIVE AGENT OR ANY LENDER
IN AND TO THE SUBJECT PROPERTY.
8. Ratification. The terms and provisions of the Master Lease are
hereby ratified and confirmed and remain in full force and effect. In the event
of any conflict between the terms of the Master Lease and the terms of this
Lease Supplement, the terms of the Master Lease shall control.
9. GOVERNING LAW. THIS LEASE SUPPLEMENT SHALL BE GOVERNED BY, AND
CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF
CALIFORNIA.
10. Counterpart Execution. This Lease Supplement may be executed
in any number of counterparts and by each of the parties hereto in separate
counterparts, all such counterparts together constituting but one and the same
instrument.
11. Maximum Recourse Amount. The percentage applicable to the
calculation of the Maximum Recourse Amount for the Subject Property is set forth
on Schedule III to the Participation Agreement.
-8-
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Lease Supplement as of the date first above written.
LESSEE:
XXX RESEARCH CORPORATION, as Lessee
By /s/Xxxxx Xxxxxx
-------------------
Name: Xxxxx Xxxxxx
Its: VP and Treasurer
LESSOR:
SELCO SERVICE CORPORATION, an Ohio
corporation, doing business in California
as "Ohio SELCO Service Corporation", as
Lessor
By /s/ Xxxxxx X. Xxxxx
-----------------------
Xxxxxx X. Xxxxx
Its: Vice President
-9-
STATE OF CALIFORNIA )
) SS.:
COUNTY OF ALAMEDA )
On June ___, 2003 before me, _________________________, personally
appeared ________________________, personally known to me (or proved to me on
the basis of satisfactory evidence) to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they
executed the same in his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s) acted, executed this instrument.
WITNESS my hand and official seal.
[SEAL]
Notary Public
_________________________________
(TYPE OR PRINT NAME)
X-0
XXXXX XX XXXXXXXX )
) SS.:
COUNTY OF BOULDER )
I, the undersigned, a Notary Public in and for said County, in the
State aforesaid, do hereby certify that Xxxxxx X. Xxxxx, the Vice President of
SELCO SERVICE CORPORATION, an Ohio corporation (doing business in California as
"Ohio SELCO Service Corporation"), who is personally known to me to be the same
person whose name is subscribed to the foregoing instrument as such Vice
President, appeared before me this day in person and acknowledged that he signed
and delivered the said instrument as his own free and voluntary act and as the
free and voluntary act and deed of said corporation for the uses and purposes
therein set forth.
Given under my hand and notarial seal, this _____ day of June, 2003.
[NOTARIAL SEAL]
Notary Public
________________________________
(TYPE OR PRINT NAME)
(SEAL)
Commission Expires:
____________________
A-2
SCHEDULE I
TO LEASE SUPPLEMENT NO. 1
LEGAL DESCRIPTION OF SUBJECT LAND
Property Xx. 0
XXXXXX XXX:
XXXXXX 0, XXXXXX MAP 5001, FILED MARCH 18, 1987, IN BOOK 168 OF MAPS, AT PAGES
24 THROUGH 26, ALAMEDA COUNTY RECORDS.
RESERVING THEREFROM:
AN EASEMENT FOR PRIVATE ACCESS OVER THAT PORTION LYING WITHIN THE AREA
DESIGNATED "J.A.E." ON SAID MAP.
PARCEL FIVE:
AN EASEMENT FOR PRIVATE ACCESS FOR THE BENEFIT OF PARCEL ONE, ABOVE, OVER THAT
PORTION OF PARCEL 2, PARCEL MAP 5001 DESIGNATED "J.A.E." ON SAID MAP.
A-3
