FOURTH AMENDMENT TO LEASE (Fremont)
EXHIBIT
10.19(e)
NOTE: THIS
DOCUMENT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST PURSUANT
TO RULE 406
UNDER THE SECURITIES ACT OF 1933, AS AMENDED. PORTIONS OF THIS DOCUMENT FOR WHICH
CONFIDENTIAL TREATMENT HAS BEEN REQUESTED HAVE BEEN REDACTED AND ARE MARKED HEREIN BY “***”. SUCH
REDACTED INFORMATION HAS BEEN FILED SEPARATELY WITH THE COMMISSION PURSUANT TO THE CONFIDENTIAL
TREATMENT REQUEST.
Execution Version
FOURTH AMENDMENT TO LEASE
(Fremont)
THIS FOURTH AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is entered into as of August 7,
2006 to be effective as of the Effective Date (as defined hereinbelow) by and between SYUFY
ENTERPRISES, L.P., a California limited partnership (“Landlord”), and CENTURY THEATRES, INC., a
California corporation (“Tenant”).
R E C I
T A L S:
A. Landlord (then known as Syufy Enterprises, Inc. (the “Original Landlord”)) and Century
Theatres of California Inc., a California corporation (“Original Tenant”), entered into a certain
Lease dated as of September 30, 1995 (the “Original Lease”), for certain premises located in
Fremont, California.
B. The Original Lease has been previously amended by that certain (i) First Amendment to Lease
dated as of September 1, 2000 (the “First Amendment”), (ii) Second Amendment to Lease dated as of
April 15, 2005 (the “Second Amendment”), and (iii) Third Amendment to Lease dated as of September
29, 2005 (the “Third Amendment”; the Original Lease as heretofore amended is referred to herein as
the “Lease”).
C. Tenant has succeeded to the interests and assumed the obligations of Original Tenant as the
lessee under the Lease.
D. Landlord has succeeded to the interests and assumed the obligations of Original Landlord as
the lessor under the Lease.
E. Landlord and Tenant now desire to further amend the Lease, upon the terms and conditions
set forth in this Amendment.
NOW THEREFORE, for good and valuable consideration, the receipt, adequacy and sufficiency of
which are hereby acknowledged, the Lease is hereby modified and amended, and Landlord and Tenant
hereby agree, as follows:
1. Recitals Incorporated; Certain Defined Terms. The Recitals set forth above are
incorporated into this Amendment and shall be deemed terms and provisions hereof, the same as if
fully set forth in this Paragraph 1. Capitalized terms that are used but not otherwise defined
herein shall have the respective meanings ascribed to such terms in the Lease.
2. Effectiveness. The parties are entering into this Amendment in connection with
the contemplated acquisition of all the outstanding capital stock of Century Theatres, Inc. by
Cinemark Holdings, Inc. and Cinemark USA, Inc. (the “Acquisition”) pursuant to a Stock Purchase
Agreement dated as of the date hereof (the “Stock Purchase Agreement”). This Amendment shall
become automatically effective upon, and only upon, the closing of the Acquisition (the “Effective
Date”). In the event the Acquisition is not consummated and the Stock Purchase Agreement is
terminated, this Agreement shall become void ab initio and of no force and effect.
3. Annual Rent. Annual Base Rent for the remainder of the Initial Term of the Lease
shall be fixed at *** per year, payable monthly as set forth in the lease.
4. Landlord’s Recapture Right. If, at any time during the term of the Lease, Tenant
fails to satisfy the Operating Condition (defined below), for reasons other than Excused Closure
(defined below), and such failure continues for six (6) consecutive months or more, then upon
notice from Landlord to Tenant at any time thereafter (provided that the Operating Condition
remains unsatisfied), Landlord shall have the right to terminate the Lease and to recapture the
Leased Premises, without payment to Tenant, effective upon the date set forth in Landlord’s
termination notice (but not sooner than 30 days after the date of the termination notice).
The term “Operating Condition” shall mean and require that the entire Leased Premises
is being continuously operated and regularly open for business to the general public as a
motion picture theater complex in accordance with the Lease, at least on such days and at
such times that a majority of Century’s and Cinemark’s other motion picture theater
complexes in Alameda County, California typically are open and operating. The term “Excused
Closure” shall mean (i) periods of construction, alterations, renovation, remodeling and
repair of the Leased Premises undertaken in accordance with this Lease (including repairs
and restoration following damage or destruction due to fire or other casualty)
provided that Tenant (A) prosecutes such work to completion with reasonable
diligence, (B) exercises its reasonable efforts to minimize the length of time of such
closure, and (C) exercises its reasonable efforts to limit the number of motion picture
screens at the Premises that are not operated due to such closure; (ii) periods when Tenant
cannot practicably operate its business in the Premises as a consequence of force majeure;
and (iii) additional periods, not to exceed four (4) days in any Lease Year, when Tenant in
its sole discretion elects not to operate its business in the Leased Premises.
5. Self-Insurance of Property/Casualty Risks. Notwithstanding anything to the
contrary set forth in the Lease, during any period in which Tenant maintains a Net Worth (as
defined below) of at least One Hundred Million Dollars ($100,000,000.00), Tenant may self insure
the so-called “physical property damage insurance” otherwise required to be maintained by Tenant
pursuant to the Lease. As used herein, the “Net Worth” of Tenant at any given time shall mean an
amount equal to the sum of (A) the product of (1) Tenant’s so-called EBITDA (i.e., earnings before
interest, income taxes, depreciation and amortization), calculated in accordance with commercially
reasonable past practice preceding the Effective Date by Tenant’s parent corporation, over the
12-month period immediately preceding the time of measurement, multiplied by (2) eight (8), plus
(B) the amount of cash and cash equivalents held by Tenant on the most recent anniversary of
Tenant’s annual insurance renewal date, minus (C) the amount of outstanding funded debt of Tenant
on such determination date.
6. Damage and Destruction — Repairs by Tenant. Notwithstanding anything to the
contrary contained in the Lease, the following shall apply to repairs and restoration upon damage
or destruction:
(A) Tenant’s Obligation to Repair. If the Leased Premises are damaged or
destroyed by any peril after the Commencement Date of this Lease, then Tenant shall
repair the damage and restore the Leased Premises in accordance with this Section,
except as provided in subsection (B) below. Unless Tenant is not required to effect
the
repairs and restoration pursuant to subsection (B) below, Tenant shall promptly apply
for and diligently seek to obtain all necessary governmental permits and approvals for
the repair and restoration of the Leased Premises and, upon issuance of such
governmental permits and approvals, promptly commence and diligently prosecute the
completion of the repairs and restoration of the Leased Premises (to the extent
permitted by applicable law) to substantially the same condition in which the Leased
Premises were immediately prior to such damage or destruction (subject to any
alterations which Tenant would be permitted to make to the Leased Premises pursuant to
this Lease).
(B) Damage in Excess of 20%. If the Leased Premises are damaged or
destroyed by fire or other casualty which occurs after the Effective Date as required
in subsection (A) hereof, and if the cost to repair such damage or to restore the
Leased Premises exceeds twenty percent (20%) of the replacement cost of the Leased
Premises (as determined by an independent architect selected by Tenant and approved
by Landlord in Landlord’s reasonable discretion) and such damage makes it
impracticable to operate the Leased Premises in the reasonable business judgment of
Tenant, then (i) Tenant shall have the option, upon notice to Landlord not later than
one hundred eighty (180) days following the occurrence of the applicable casualty,
not to undertake the repairs and restoration of the Leased Premises, and (ii) if
Tenant so elects not to undertake the repairs and restoration, then Tenant
nevertheless shall raze Tenant’s Building and remove from the Leased Premises all
building materials and debris and all underground installations that serve only the
Leased Premises (including the footings and foundations of Tenant’s Building and the
utility lines serving Tenant’s Building) and restore the surface of the Premises to a
graded and landscaped surface.
7. Permitted Assignments. Notwithstanding anything in the Lease to the contrary, the
following shall apply and control:
Subject to the next sentence, Tenant may sublet or assign this Lease only
upon receipt of Landlord’s written consent which consent Landlord agrees shall
not be unreasonably withheld, delayed or conditioned. Notwithstanding anything
in this Lease to the contrary, it is agreed that at any time during the term of
this Lease, Tenant may, without Landlord’s consent or approval (but only upon
prior written notice to Landlord), assign this Lease or sublet the Leased
Premises to: (i) any wholly-owned subsidiary of Tenant, and (ii) any
corporation, trust, partnership or individual that owns fifty percent (50%) or
more of the issued and outstanding stock of Tenant. A change in control of
Tenant shall not constitute an assignment of this Lease requiring Landlord’s
consent or approval, provided, however, that if any assignee under
clause (i) above ceases to be a wholly owned subsidiary of Tenant, then the same
shall be deemed to constitute an assignment which is prohibited without
Landlord’s approval under Article XI of the Lease. No assignment, subletting or
other transfer of the Lease or the Leased Premises shall relieve or release
Tenant from any liabilities or obligations arising under the Lease.
8. Leasehold Financing. Notwithstanding anything to the contrary contained in the
Lease, Tenant shall have the right, without Landlord’s consent to encumber the leasehold estate
created under
the Lease and/or to grant a security interest in Tenant’s removable trade fixtures, furnishings
and equipment located within the Leased Premises (but not to encumber Landlord’s fee interest in
the Premises), to secure financing provided to Tenant by any bank, thrift institution, insurance
company or other institutional lender. Tenant agrees to notify Landlord of any such encumbrance.
With respect to any such leasehold financing (and provided that Tenant is not in default under the
Lease beyond any applicable notice or cure period), upon thirty (30) days’ prior written request
from Tenant, Landlord will execute and deliver to the secured lender a “Landlord’s Agreement” in
the form attached hereto as Exhibit “A”.
9. Gross Sales. Notwithstanding anything in the Lease to the contrary the
definition of Gross Sales shall be as follows:
“Gross Sales” shall mean the total amount of all revenues (whether in
cash or credit) generated or derived from the conduct of any business at the
Leased Premises, including (without limitation) all box office receipts of or
at the Leased Premises (including receipts from tickets or gift certificates
redeemed at the Leased Premises regardless of the point of sale), as well as
any and all receipts from the sale of goods, services, merchandise, beverages,
food, vending machines and video games at the Leased Premises; provided,
however, that the following shall be excluded from “Gross Sales” (i)
credits and refunds made with respect to admissions or other sales otherwise
included in Gross Sales, (ii) all federal, state, county and city admission
taxes, sales and use taxes, entertainment taxes, royalty taxes, gross receipt
taxes and other similar taxes now or hereafter imposed and owing to the taxing
authority by Tenant (whether such taxes are collected from customers
separately from the selling price of admission tickets or absorbed by Tenant);
(iii) receipts from the sale of gift certificates or tickets sold but not
redeemed at the Leased Premises; (iv) with respect to any tickets or
admissions ordered or paid for over the internet and redeemed at the Leased
Premises, the portion (if any) of the sale price that exceeds Tenant’s actual
box-office ticket price; (v) sales price for merchandise returned, (vi)
amounts retained by credit card issuers, (vii) sales outside of the ordinary
course of business, (viii) amount of credit card sales deemed uncollectible,
(ix) advertising revenues including without limitation media, sponsorship, and
promotional advertising of any kind, and (x) the receipts of or from so-called
“four-wall deals” with a party that is not affiliated with Tenant, except that
the portion thereof or other amounts paid to Tenant in connection with such
“four-wall deals” shall be included in “Gross Sales” under this Lease.
Commissions or surcharges paid to agencies or other third parties not
affiliated with Tenant for selling tickets or processing credit card
transactions, and any sums paid to third parties not affiliated with Tenant
for the use or rental of vending machines, pay telephones, amusement machines
and other similar devices shall be deducted from “Gross Sales” (if and to the
extent previously included in “Gross Sales”).
10.Taxes. Notwithstanding any other provision of the Lease or this Amendment
to the contrary, if during the ten (10) year period immediately following the Effective
Date, any sale or change in ownership of the Premises (or against the Entire Premises, if
the Premises are not separately assessed) is consummated by Landlord and, as a result, all
or part of the Premises
(or Entire Premises, if applicable) are reassessed (a “Reassessment”) for real property tax
purposes by the appropriate governmental authority under the terms of Proposition 13 (as adopted
by the voters of the State of California in the June 1978 election) or the terms of Article XIIIA
of the Constitution of the State of California, then the terms of this Section shall apply. For
purposes of this Section, the term “Tax Increase” shall mean that portion of the annual real
estate taxes assessed against the Premises (or the Entire Premise, if applicable), as calculated
immediately following the Reassessment, that is attributable solely to the Reassessment.
Accordingly, a Tax Increase shall not include any portion of the real estate taxes, as calculated
immediately following the Reassessment, that is:
| (i) | Attributable to the assessment of the value of the Premises (or Entire Premises, if applicable) prior to the Effective Date; | ||
| (ii) | Attributable to the annual inflationary increases in real estate taxes; or | ||
| (iii) | Attributable to the sale of Landlord’s ownership interest in Tenant on or about the Effective Date, or attributable to the execution of this Amendment or any extension of the Term of this Lease on the Effective Date or thereafter. |
During the five (5) year period immediately following the Effective Date, Tenant shall not be
obligated to pay any portion of any Tax Increase relating to a Reassessment.
Commencing on the fifth anniversary of the Effective Date, and continuing until the tenth
anniversary of the Effective Date, Tenant shall be obligated to pay annually only the portion of a
Tax Increase relating to a Reassessment that is equal to (or less than) an increase of four
percent (4%) per annum, compounded annually, from the Effective Date, in the annual amount owed by
Tenant for real estate taxes under the terms of the Lease, from the annual amount owed by Tenant
for real estate taxes under the terms of the Lease in calendar 2006.
The terms and provisions of this Section shall not apply to any increase in real estate taxes
which results from or is attributable to any occurrence, fact or circumstance other than a sale by
Landlord of Landlord’s interest in the Premises or a transfer effected by Landlord which is
treated as a sale by the local taxing authorities under Proposition 13 (excluding those matters
identified in clause (iii) above). This Section shall not apply from and after the tenth (10th)
anniversary of the Effective Date of this Amendment.
11. Alterations by Tenant.
Notwithstanding anything in the Lease to the contrary, the following shall apply and control:
Tenant shall have the right from time to time, at its sole cost and expense, to make
non-structural interior alterations, improvements, or changes in the Leased Premises as Tenant
shall deem necessary or beneficial consistent with Tenant’s exclusive use of the Leased Premises
as a motion picture theatre complex and if Tenant undertakes such work, Tenant must pursue such
work until completion. Tenant shall fully and completely indemnify Landlord against any mechanics’
or other liens in connection with the making of such alterations and changes, and shall pay all
costs, expenses, and charges thereof. Alterations, changes and improvements shall be performed in
a first-class manner and must comply with all laws, zoning regulations and
ordinances, and any conditions on permits issued pursuant thereto. If it is necessary in Tenant’s
reasonable judgment to close any of the motion picture screens during the period in which any of
Tenant’s work permitted hereunder is performed, said closure(s) shall be effected only in
accordance with the provisions governing an “Excused Closure”, as that term is defined in Section 4
of this Amendment.
12. Rooftop Equipment and Access. Tenant shall have the exclusive right to install,
operate, repair, replace and maintain satellite dishes and/or other communication transmission
devices (collectively “Rooftop Equipment”) on the roof of the theatre necessary or appropriate to
accept any transmission of signals to the theatre for all permitted uses, including without
limitation, for movies, advertising, concerts, telecasts, corporate meetings or communications and
the like; but Tenant shall be prohibited from entering into any leases or licenses with any third
parties for retransmission from such Rooftop Equipment, and Tenant shall not retransmit such
signals to a third party outside of the Leased Premises. Landlord shall not use, or permit any
person or entity (other than Tenant), to use the roof or exterior walls of the theatre for any
purpose whatsoever, and Landlord agrees not to enter into any leases or licenses with third parties
for the use of the theater rooftop. Landlord shall be responsible for any damage to the rooftop
caused by the Landlord or a third party that enters onto the theatre rooftop with Landlord’s
permission, and Landlord shall indemnify and hold Tenant harmless from all loss, cost, damage or
expense which Tenant incurs as a result of the acts or omissions of said third party or their
agents or employer. Tenant hereby indemnifies and agrees to hold Landlord and Landlord’s
successors and assigns harmless from all loss, cost, damage or expense which Landlord incurs as a
result of the actions of Tenant, or its agents or employees in installing and utilizing Rooftop
Equipment as permitted hereunder. Notwithstanding the foregoing, Tenant’s exclusive rights are
subject to any agreements existing on the date hereof and any extensions thereof that may be
exercised by the licensee or lessee thereunder regarding Rooftop Equipment. The lessee’s or
licensee’s under such agreements may unilaterally extend or renew if and to the extent provided
under such agreements, but Landlord may not renew or extend such agreements or extend such
agreements unilaterally if such systems interfere with the transmission received by Tenant’s
Rooftop Equipment installed pursuant to this Section.
13. Permitted Use and Operations. From and after the Effective Date, Tenant shall be
permitted to use and operate the Leased Premises as and only as a first-class motion picture
theatre complex (whether operated as a so-called “first run” theater and/or an “art house”
theatre). In no event shall Tenant be permitted to operate the Leased Premises as a so-called
“second-run” theater complex or as a so-called “adult” theater complex.
14. Removal of Equipment, Surrender and Demolition. Upon the expiration of the Term or
earlier termination of the Lease, and provided Tenant is not in default under the Lease beyond
applicable notice and cure periods, and such earlier termination is not due to Tenant’s default
under the Lease, then for a period extending forty-five (45) days beyond the date of said
expiration or termination, Tenant shall be permitted to remove any and all furniture, fixtures and
equipment owned and installed by Tenant in, on or to the Leased Premises. Such removal shall be:
(a) at Tenant’s sole cost and expense; (b) conducted in such manner that no liens or claims shall
arise or exist in connection therewith; (c) conducted in a manner to avoid unreasonable
interference with the activities of Landlord and subsequent tenants or occupants upon the Leased
Premises and Tenant shall repair all damages caused by such removal.
Upon surrender of the Leased Premises by Tenant and removal of its equipment pursuant
to the terms of the Lease and this Amendment, Landlord shall be responsible for the cost of
any demolition of the Leased Premises and site grading and restoration as a result, except
as otherwise provided in the Lease. Such demolition shall be undertaken in Landlord’s sole
discretion and at such times, manner and upon such events as Landlord solely shall
determine.
15. Early Termination. As of the Effective Date hereof, Tenant is the lessee under a
lease agreement (the “Protected Theater Lease”) for the motion picture theater complex located or
to be located at the “***” located in Newark, California (the “Protected Theater”).
Tenant is also the lessee under a lease agreement (the “Newark 7 Lease”) for the motion picture
theater complex known as the “Newark 7” theater located in Newark, California, pursuant which
Tenant shall have the right and option to expand the Newark 7 theater (the “Newark 7 Expansion”)
if the lessor under the Protected Theater Lease fails to commence construction of the Protected
Theater within *** after the Effective Date.
At the election of either Landlord or Tenant, upon not less than thirty (30) days prior
written notice to the other party, the Lease shall be terminated and the term shall expire
if: (i) ***, or (ii) *** or (iii) ***.
16.Restrictive Covenant. Landlord covenants and agrees that if, upon
the termination of the Lease for any reason other than the default of Tenant, Tenant or an
affiliate of Tenant is leasing and operating the Protected Theater pursuant to the Protected
Theater Lease or Newark 7 pursuant to the Newark 7 Expansion, then no portion of the Entire
Premises, including the Leased Premises shall be used or operated as a motion picture theater
complex prior to the date which is the first to occur of (i) twenty (20) years from the date
that the Protected Theater or the Newark 7 Expansion (whichever opens first) is or was first
open to the general public and operated as a motion picture theater complex, or (ii) the
termination or expiration of Protected Theater Lease or the Newark 7 Expansion, as the case
may be, or (iii) the Protected Theater or Newark 7 Expansion, as the case may be, ceasing to
be open to the public and operating as a first run motion picture theater complex, for reasons
other than Excused Closure, for a continuous period of eighteen (18) consecutive months or
more. The terms and provisions of this Paragraph shall survive the termination of the Lease
(except that the foregoing restrictive covenant shall not apply if the Lease is terminated as
a consequence of a default by Tenant). Such restrictive covenants shall run with the land.
Landlord agrees to execute within thirty (30) days after request by Tenant a restrictive
covenant in form appropriate for recording containing the restrictions contained herein.
Tenant shall be responsible for the cost of all such recording fees.
17.California Remedies. Landlord’s remedies upon a default under the Lease shall
include, without limitation, the following:
Even though Tenant has breached the Lease and/or abandoned the Premises, this Lease
shall continue in effect for so long as Landlord does not terminate Tenant’s right to
possession, and Landlord may enforce all of its rights and remedies under this Lease,
including (but without limitation) the right to recover Rent as it becomes due.
Landlord has the remedy described in Section 1951.4 of the Civil Code of the State
of California or any successor code section (Landlord may continue the Lease in
effect after Tenant’s breach and abandonment and recover rent as it becomes due, if
Tenant has the right to sublet or assign, subject only to reasonable limitations).
Acts of maintenance, preservation or efforts to lease the Premises or the
appointment of receiver upon application of Landlord to protect Landlord’s interest
under this Lease shall not constitute an election to terminate Tenant’s right to
possession.
18. Termination of Lease and Lessee’s Right to Possession. Section 15.02(C)
of the Lease shall be deemed deleted in its entirety and replaced with the following:
“If an event of default occurs, Landlord shall have the right, with or without notice
or demand, immediately (after expiration of the applicable grace periods) to terminate this
Lease, and at any time thereafter recover possession of the Premises or any part thereof
and expel and remove therefrom Tenant and any other person occupying the same, by any
lawful means, and again repossess and enjoy the Premises without prejudice to any of the
remedies that Landlord may have under this Lease, or at law or equity by reason of Tenant’s
default or of such termination. Should Landlord terminate this Lease pursuant to foregoing,
Landlord shall have all the rights and remedies of a landlord provided by Section 1951.2 of
the Civil Code of the State of California, or successor code section. Upon such
termination, in addition to any other rights and remedies to which Landlord may be entitled
at law or in equity, Landlord shall be entitled to recover from Tenant:
(A) the worth at the time of award of the unpaid Rent which had been earned at
the time of termination;
(B) the worth at the time of award of the amount by which the unpaid Rent which
would have been earned after termination until the time of award exceeds the amount
of such Rent loss that the Tenant proves could have been reasonably avoided;
(C) the worth at the time of award of the amount by which the unpaid Rent for
the balance of the Term after the time of award exceeds the amount of such Rent loss
that the Tenant proves could be reasonably avoided;
(D) any other amount, and court costs, necessary to compensate Landlord for all
the detriment proximately caused by Tenant’s failure to perform its obligations under
this Lease or which, in the ordinary course of things, would be likely to result
therefrom; and
(E) for any other sums due.”
19. Notices. The notices provisions of the Lease, as the case may be, shall be
deemed deleted in their entirety and replaced with the following:
(a) Except as otherwise expressly and specifically in this Lease provided, a xxxx, demand,
statement, consent, notice or other communication (“notice”) which either party may desire or be
required to give to the other party shall be deemed sufficiently given or rendered if in writing,
delivered
personally to the party to be charged therewith or sent by certified mail (return receipt
requested) or private express mail courier service (postage or delivery or courier fees fully
prepaid) addressed to such party at the addresses set forth in subparagraph (c) below (including
the addresses for copies of notices) and/or at such other address(es) as such party shall designate
to the other party by notice given as herein provided. If Landlord is notified of the identity and
address of Tenant’s Leasehold Mortgagee, Landlord shall give such party any notice served upon
Tenant hereunder to the last known address of such Leasehold Mortgagee as provided by Tenant to
Landlord by certified mail or private express courier service. If Tenant is notified of the
identity and address of Landlord’s mortgagee, Tenant shall give such mortgagee any notice served
upon Landlord hereunder to the last known address of such mortgagee as provided by Landlord to
Tenant, by certified mail or private express courier service.
(b) Any notice given in accordance with the foregoing provisions of this Section shall be
deemed effective upon the earlier of (i) if the notice is personally delivered, the date actually
received by intended recipient, (ii) if the notice is sent by certified mail, five (5) days after
the same is mailed, or (iii) if the notice is sent by private overnight courier service (e.g.,
Federal Express. DHL or similar courier), one (1) day after the same is delivered to or picked up
by such courier. Rejection or refusal to accept a notice or the inability to deliver same because
of a changed address of which no notice was given shall be deemed to be a receipt of the notice
sent. Notwithstanding any provision to the contrary contained in this Lease, no provision in this
Lease shall preclude service of notices in accordance with Section 1162 of the California Code of
Civil Procedure or any similar and/or successor code sections.
(c) Addresses for Notices to Landlord and Tenant.
Notices are to be delivered, mailed or couriered to the following address(es):
To Landlord:
|
Syufy Enterprises, L.P. | |
| 000 Xxxxxxx Xxx | ||
| Xxx Xxxxxx, Xxxxxxxxxx 00000 | ||
| Attention: President | ||
with a copy to:
|
Syufy Enterprises, L.P. | |
| 000 Xxxxxxx Xxx | ||
| Xxx Xxxxxx, Xxxxxxxxxx 00000 | ||
| Attention: General Counsel | ||
and a copy to:
|
DLA Piper | |
| 000 Xxxxx XxXxxxx | ||
| Xxxxx 0000 | ||
| Xxxxxxx, XX 00000 | ||
| Attention: Xxxxx Xxxxxx, Esq. | ||
To Tenant:
|
Century Theatres, Inc. | |
| c/o Cinemark, Inc. | ||
| 0000 Xxxxxx Xxxxxxx | ||
| Xxxxx 000 | ||
| Xxxxx, XX 00000 | ||
| Attention: Legal Department |
Tenant and Landlord may change their respective addresses for purposes
of this Section by giving written notice of such change to the other.
20. Miscellaneous Amendments. Notwithstanding anything contained herein to
the contrary, whenever any of the terms “Leased Premises”, “Demised Premises” or “Premises” (and
whether or not capitalized) is used herein, it shall be understood to mean the “premises leased
hereby”; and whenever the term “Entire Premises” is used herein (and whether or not capitalized),
it shall be understood to mean all of the contiguous land and buildings owned by Landlord at this
location, which include the premises leased hereby. The term “Non-leased Premises” shall mean the
Entire Premises less the Leased Premises.
21. Prior Amendments. All of the provisions of the First Amendment are hereby deleted
in their entirety and of no further force and effect except for (i) the first grammatical
paragraph of Paragraph A concerning the definition of Consumer Price Index and (ii) Paragraph E
concerning the Indemnity and Hold Harmless. The Second Amendment and the Third Amendment are hereby
deemed to be void ab initio — it being the intent of the parties hereto that this Amendment shall
supersede such Second Amendment and Third Amendment in their entirety.
22. Effect of Amendment. The Amendment modifies and amends the Lease, and the terms
and provisions hereof shall supersede and govern over any contrary or inconsistent terms and
provisions set forth in the Lease. The Lease, as previously amended and as hereby further amended
and modified, remains in full force and effect and is hereby ratified and confirmed. All future
references in the Lease to the “Lease” shall mean and refer to the Lease, as amended and modified
by this Amendment.
[Signatures Appear on Next Page]
IN WITNESS WHEREOF, Landlord and Tenant have executed this Amendment as of the date herein
above provided.
Landlord:
SYUFY ENTERPRISES, L.P., a California limited partnership
By: /s/ Xxxxxx Xxxxx
Name: Xxxxxx Xxxxx
Title:
Name: Xxxxxx Xxxxx
Title:
Tenant:
CENTURY THEATRES, INC., a California corporation
By: /s/ Xxxxxxx X. Xxxxx
Name: Xxxxxxx X. Xxxxx
Title:
Name: Xxxxxxx X. Xxxxx
Title:
