CONTRACT 3010A Amendment30 10 A.
FIRST AMENDMENT TO LEASE AGREEMENT
This First Amendment to Lease Agreement (the "First Amendment ") is made and
entered into as of the 291h day of October, 2002, by and between 612 TWIN HOLDINGS, LLC, a
California limited liability company ( "Landlord "), and THE CITY OF EL SEGUNDO, a
municipal corporation ( "Tenant ").
RECITALS:
A. Landlord and Tenant entered into that certain Lease Agreement dated as of June
18, 2002 ( "Lease ") in connection with the Parking Structure (as defined in the Lease).
B. Landlord and Tenant desire to amend the Lease on the terms and conditions
contained herein. All capitalized terms used in this First Amendment, but not otherwise defined
herein, shall have the meanings ascribed to them in the Lease.
AGREEMENT:
For good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Landlord and Tenant hereby amend the Lease in the following respects.
1. Parki i. SULI ture and Retail Space. Notwithstanding anything to the contrary
contained in the Lease, Recital B of the Lease is hereby deleted and restated in its entirety, as
follows: "Landlord proposes to construct improvements on the Property consisting of (i), a two
story, three level parking structure (the 'Parking Structure') containing approximately fifty -
eight thousand two hundred thirty -six (58,236) square feet and containing one hundred eighty -
one (18 1) automobile parking spaces, and (ii) certain retail space (the 'Retail Space') containing
approximately an additional seven thousand eight hundred (7,800) square feet of ground floor
area, all to be constructed by Landlord as more particularly set forth in the Construction
Agreement (the 'Construction Agreement') entered into by and between Landlord and Tenant in
the form of Exhibit '13' attached hereto."
2. Tenant's Pro Rata Share. Notwithstanding anything to the contrary contained in
the Lease, the reference to "176" in the definition of "Tenant's Pro Rata Share" on page 4 of the
Lease is hereby deleted and replaced with "181 ".
3. Lease to Landlord. Notwithstanding anything to the contrary contained in the
Lease, the second sentence of Sectio,it 15,9 of the Lease is hereby deleted and restated in its
entirety, as follows: "As part of the Retail Lease, Tenant, as landlord, shall record against the
Property a covenant to lease Landlord or any tenants of Landlord under subleases of the Retail
Lease thirty -one (3 1) parking stalls in the Parking Structure for a period equivalent to the term of
the Retail Lease, subject to an additional payment of One and No /100 Dollars ($1.00) per year
for the use of such thirty -one (3 1) parking stalls."
550463, 03 /WLA First Amendment to Lease Agreement
03265- 002 /10- 30- 02/kyh/kyli [The City of El Segundo]
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4. Termination. In connection with the changes to the Parking Structure and the
approval of this First Amendment, the City Council of Tenant adopted and approved an
Addendum to Mitigated Negative Declaration (the "Addendum ") for the purpose of complying
with the California Environmental Quality Act. Landlord and Tenant agree that if a lawsuit is
brought for the purpose of challenging the Addendum, either Landlord or Tenant will have the
option to cancel and terminate this First Amendment by written notice given within sixty (60)
days following the filing and service of that lawsuit. Upon any such cancellation and
termination, the parties shall be released from all liabilities and obligations under this First
Amendment, this First Amendment shall be void and of no force and effect, and the Lease shall
remain unmodified and in full force an effect.
5. No Further Modification. Except as set forth in this First Amendment, all other
terms and provisions of the Lease shall be and remain unmodified and in full force and effect.
IN WITNESS WHEREOF, this First Amendment has been executed as of the day and
year first above - written.
"LANDLORD"
612 TWIN HOLDINGS, LLC, a California
limited I iabUj,ty co ml � ny
lame. Mar k A. Neumann
Title: Managing Member
"TENANT"
THE CITY OF EL 81,�.'GUNDO, a municipal
corporation
Name Mike Gordon
Title: Mayor — City of El Segundo
Attest:
Name: Catl Domann
Title: Deputy City Clerk
-ppr o _d as Foral:
Name: M4, D. Hensley
Title: City Attorney
550463,03/WLA First Amendment to Lease Agreement
C3265- 002/10- 30- 02/kyh/kyh -2- [The City of El Segundo]
FIRST AMENDMENT TO CONSTRUCTION AGREEMENT
This First Amendment to Construction Agreement (the "First Amendment ") is made
and entered into as of the 29th day of October, 2002, by and between 612 TWIN HOLDINGS,
LLC, a California limited liability company ( "Landlord "), and THE CITY OF EL SEGUNDO, a
municipal corporation ( "Tenant ").
RECITALS:
A. Landlord and Tenant entered into that certain Construction Agreement dated as of
June 18, 2002 ( "Agreement ") governing the construction of the Parking Structure (as defined in
that certain Lease Agreement between Landlord and Tenant dated as of June 18, 2002, as
amended by that certain First Amendment to Lease Agreement dated as of October 29, 2002).
B. Landlord and Tenant desire to amend the Agreement on the terms and conditions
contained herein. All capitalized terms used in this First Amendment, but not otherwise defined
herein, shall have the meanings ascribed to them in the Agreement.
AGREEMENT:
For good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Landlord and Tenant hereby amend the Agreement in the following respects.
1. Tenant's Contribution. Landlord and Tenant acknowledge and agree that
Landlord is acting as the sole owner responsible for construction of the Parking Structure, as
Tenant, a municipal entity, is unable to take such position. Notwithstanding the foregoing, but
subject to the Cap (defined in Scctiop 2 below), Tenant has agreed to bear one hundred percent
(100 %) of the costs of design and construction of the Parking Structure in proportion to the
number of parking spaces allotted to Tenant under the Lease Agreement, as amended. As such,
notwithstanding anything to the contrary contained in the Agreement, the term "Tenant's
Pa;,ment" wherever it appears in the Agreement is deleted and the term "Tenant's Contribution"
is substituted in its place, as the parties believe that such terminology is the more appropriate
characterization of Tenant's obligation as to the design and construction costs of the Parking
Structure (i.e., Tenant is contributing its share of such costs).
2. Development laud , t. Notwithstanding anything to the contrary contained in the
Agreement, the third sentence of :Sectiog 3 of the Agreement is hereby deleted and restated in its
entirety, as follows: "'Tenant's Contribution' shall mean all costs incurred by Landlord for the
design and construction of the Parking Structure (excluding costs for any land value), multiplied
by 0.5525 (i.e., the ratio that the 100 parking spaces allotted to Tenant under the terms of the
Lease bears to the 181 total parking spaces in the Parking Structure); provided however, in no
event shall Tenant's Contribution exceed One Million One Hundred Thousand and No /100
Dollars ($1,100,000.00) (the'Cap')."
550466, 04 /WLA First Amendment to Construction Agreement
03265- 002 /10- 30- 02/kyh/kyh [The City of El Segundo]
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3. Tax Characterization. As Tenant's obligation under Section 3 of the Agreement
is an obligation to contribute its share of the costs of design and construction of the Parking
Structure, the Landlord shall not be entitled to include in its basis for the Parking Structure the
amount of the Tenant's Contribution actually made by Tenant; instead, Tenant shall be entitled
to include such amount as a cost of its leasehold acquisition. Consistent with such treatment,
Landlord will not include Tenant's Contribution as income for tax or other purposes. Landlord
will report on its Federal, State and local income tax returns on a basis consistent with the
foregoing. Landlord agrees that Tenant shall have no liability for the tax consequences of the
Tenant's Contribution.
4. Termination. In connection with the changes to the Parking Structure and the
approval of this First Amendment, the City Council of Tenant adopted and approved an
Addendum to Mitigated Negative Declaration (the "Addendum ") for the purpose of complying
with the California Environmental Quality Act. Landlord and Tenant agree that if a lawsuit is
brought for the purpose of challenging the Addendum, either Landlord or Tenant will have the
option to cancel and terminate this First Amendment by written notice given within sixty (60)
days following the filing and service of that lawsuit. Upon any such cancellation and
termination, the parties shall be released from all liabilities and obligations under this First
Amendment, this First Amendment shall be void and of no force and effect, and the Agreement
shall remain unmodified and in full force an effect.
5. No Further „wi""�lodi ficatiop. Except as set forth in this First Amendment, all other
terms and provisions of the Agreement shall be and remain unmodified and in full force and
effect.
IN WITNESS WHEREOF, this First Amendment has been executed as of the day and
year first above - written.
"LANDLORD"
612 TWIN l- I()I1DIN a , LLC, a California
limited liability onip,' my
By'� __ .._ ....
Name: Mark A. Neumann
Title: Managing Member
"TENANT"
THE CITY OF EL 1GLJNDO, a municipal
corporation
By:
......
Name: �._ .........wm
Name: Mike Gordon
Title: Mayor — City of El Segundo
Attest:
By Tnn
Nam e: Cath Doma
Title: Deputy City Clerk
Approved as to, n,
By:
Name: Mark :° Hensley
Title: City Attorney
550466,04/WLA First Amendment to Constniction Agreement
C3265- 002/10- 30- 02/kyh/kyli 2. [The City of El Segundo]