Beverly Hills City Council
June 23, 2026

AGENDA REPORT
Meeting Date: June 23, 2026
Item Number:

To: Honorable Mayor & City Council
From: Logan Phillippo, Real Property Development Manager Jonathan Gernes, Senior Management Analyst

BROKER LEASING & COMMISSION AGREEMENT BY AND

BETWEEN THE CITY OF BEVERLY HILLS AND CUSHMAN &
WAKEFIELD OF CALIFORNIA, INC. FOR LEASING OF 331
FOOTHILL ROAD, SUITES 200 & 300; AND

AN APPROPRIATION FROM THE CAPITAL ASSETS FUND OF
$302,422.53
Attachment: 1. Third Amendment of Office Lease

2. Broker Leasing & Commission Agreement

RECOMMENDATION
Staff recommends City Council approve the Third Amendment of Office Lease by and between the City of Beverly Hills and United Talent Agency, LLC (the “Tenant”) for the property located at 331 Foothill Road, and the Broker Leasing & Commission Agreement by and between the City of Beverly Hills and Cushman & Wakefield of California, Inc. for leasing of 331 Foothill Road, Suites 200 & 300. Staff also recommends the City Council approve a one-time appropriation from the Capital Assets Fund of $302,422.53.

INTRODUCTION
The proposed amendment would modify multiple lease terms including but not limited to (i) extending the term of the lease by five years and four months through February 28, 2038, (ii) removing Suite 170 from the leased premises effective May 1, 2027, (iii) adding four lease termination options effective April 30, 2029, 2032, 2034 and 2036, and (iv) reducing the rent schedule effective July 1, 2026.

Subject: APPROVAL OF THIRD AMENDMENT OF OFFICE LEASE BY AND

BETWEEN THE CITY OF BEVERLY HILLS AND UNITED TALENT
AGENCY, LLC AT 331 FOOTHILL ROAD; AND
Meeting Date: June 23, 2026

DISCUSSION
The City entered into a lease agreement with United Talent Agency, LLC at 331 Foothill Road in November 2021 for Suite 300. The City and Tenant have subsequently amended the agreement to expand the leased premises to include Suite 200 and Suite 170, with Suite 170 currently subleased to BCR & Co. The Tenant operates one of the largest global talent agencies, providing representation to a broad range of artists, athletes, and brands.

The proposed Third Amendment of Office Lease provides the following key terms:
• Extension of the Term: The lease shall expire February 28, 2038; • Renewal Options: Tenant shall have two, five-year options to further extend the term of the Lease subject to the monthly base rent being adjusted at the beginning of each renewal term to the then-current fair market rent; • Termination Options: Tenant shall have four options to terminate the lease for either the entirety of the premises, or Suite 200 or 300 individually effective April 30, 2029, April 30, 2032, April 30,2034, or April 30, 2036, upon no less than 12 months prior written notice and payment of all unamortized broker commissions as calculated on a straight line basis using a 6% interest rate; • Removal of Suite 170: Beginning May 1, 2027, Suite 170 shall no longer be a part of the leased premises and the leased premises shall only include Suite 200 and Suite 300;
• Base Rent: Effective July 1, 2026, the monthly base rent shall be adjusted to $254,388.39, and effective May 1, 2027, shall be adjusted to $210,321.36, subject to fixed annual increases thereafter;
• Fixed Operating Expenses: A new base year shall be set from May 1, 2027 through April 30, 2028, with no fixed operating expenses payable by the Tenant during this period. The Tenant shall thereafter pay annual increases over the estimated base year of operating expenses, fixed at $1,130.76 per month beginning May 1, 2028 and subject to annual increases thereafter;
• Tenant Improvement Allowance: The City shall provide a tenant improvement allowance in the form of a rent credit of up to $3,392,280 applicable to Tenant’s reasonable costs for design and permitting, construction, fixtures, and data cabling within Suite 200 and 300, and shall provide an additional rent credit of up to $500,000 specifically applicable to reasonable costs for the renovation of the existing restrooms within Suites 200 and 300. The Tenant shall submit rent credit requests with related invoices and support no more than once every six months and the amount shall be amortized over the remaining months of the term using a 6% annual interest rate;
• Rent Abatement: The monthly base rent and fixed operating expenses shall be abated for two months after the City applies an aggregate rent credit of $1,696,140 for Tenant’s renovations, and an additional two months of base rent and fixed operating expenses shall be abated upon the City’s application of an additional $1,696,140 rent credit, for a total of up to four months; • First Offer Notice Extension: The City shall continue to notify the Tenant in writing if additional space becomes available for lease within the building; and • Lobby Renovation: The City shall renovate the lobby of the building by December 31, 2027.

Meeting Date: June 23, 2026

FISCAL IMPACT
After crediting the base rent the total $3,892,280 tenant improvement allowance and four months of rent abatement with the 6% annual interest rate, the amended Lease is estimated to generate a minimum of $27,646,591.16 in revenue from monthly base rent from July 1, 2026 through February 28, 2038. In addition, Staff estimates the Lease will generate $768,916.80 in revenue for the Tenant’s share of building operating expenses increases from the base year from July 1, 2026 through February 28, 2038.

In association with the approval of the Third Amendment of Lease, a broker commission would be payable to the Tenant’s broker, Cushman & Wakefield of California, Inc. Per the Broker Leasing & Commission Agreement, the City would pay Cushman & Wakefield of California, Inc. a total commission of $343,625.16. The commission would be paid in two installments of $171,812.58, with the first installment due upon lease amendment signing and the second installment due July 1, 2027. This commission payment factors in commission payments already issued by the City under the amended lease agreement, deducting differences payable for the removal of Suite 170 and a decreased rental rate for Suite 200 and 300.

The City as property owner was represented by CBRE, Inc. in the negotiation pursuant to the agreement earlier approved by City Council on December 10, 2024. The City would pay CBRE, Inc. a total commission of $261,219.90, which will be paid in two installments of $130,609.95, with the first installment due upon lease amendment execution and the second installment due one-year thereafter. It is standard practice in commercial real estate for the property owner to directly pay all broker commissions associated with the lease of the property and this was a negotiated term of the transaction.

To the greatest extent possible, the City avoids paying commissions on renewals, and due to on-going negotiations, the amount was not included in the current fiscal year budget.

An appropriation of $302,422.53 from the Capital Assets Fund would be required, if the lease is approved.

Ryan Gohlich,
Assistant City Manager
Approved By
Attachment 1
1 THIRD AMENDMENT OF OFFICE LEASE
THIS THIRD AMENDMENT OF OFFICE LEASE (this “Amendment”) is dated as of June 23, 2026 (the “Effective Date”), and is entered into by and between the CITY OF BEVERLY HILLS (“Landlord”), and UNITED TALENT AGENCY, LLC, a Delaware limited liability company (“Tenant”).

R E C I T A L S
A. Landlord and Tenant entered into that certain Office Lease dated November 16, 2021 (the “Original Lease”), and amended it by an Amendment of Lease dated February 8, 2022 (the “First Amendment”) and a Second Amendment of Lease dated August 2, 2022 (the “Second Amendment” and collectively, with the Original Lease, the First Amendment and this Third Amendment, the “Lease”), pursuant to which Landlord agreed to lease and demise to Tenant, and Tenant agreed to lease and accept from Landlord, the premises consisting of Suite 170 and the entire second and third floor of the building located and addressed at 331 Foothill Road (the “Building”) in the City of Beverly Hills, County of Los Angeles, State of California, as more particularly described in the Lease (collectively, the “Existing Premises”). All capitalized terms referred to in this Amendment shall have the same meaning provided in the Lease, except where expressly provided to the contrary in this Amendment.

B. Pursuant to Section 10 of the Second Amendment, a Memorandum of Lease was recorded on December 29, 2022, as Document No. 20221207921 in the Official Records of Los Angeles County.

C. Landlord and Tenant desire to accelerate the termination date of the Lease with respect to the portion of the Existing Premises consisting of approximately 3,870 rentable square feet known as Suite 170, as further described on Exhibit “A-1” (the “Relinquished Premises”), to remove the Relinquished Premises from the Existing Premises, and amend certain other provisions of the Lease, all on the terms and conditions set forth in this Amendment.

A G R E E M E N T
NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Landlord and Tenant agree as follows:

1. Remaining Premises. As of April 30, 2027 (the “Relinquished Premises Termination Date”), the Term of the Lease shall expire with respect to the Relinquished Premises only and with the same force and effect as if such Term were, by the provisions of the Existing Lease, fixed to expire with respect to the Relinquished Premises on the Relinquished Premises Termination Date, and Tenant shall continue to lease that certain portion of the Existing Premises described on Exhibit “A-2” (the “Remaining Premises”). Commencing on May 1, 2027 (the “Extended Term Commencement Date”) and continuing thereafter, all references to the Premises in the Lease as amended by this Amendment shall mean and refer to the Remaining Premises and shall be deemed to contain 37,692 rentable square feet. Tenant shall surrender the Relinquished Premises to Landlord in accordance with the terms of the Lease on or before the Relinquished Premises Termination Date.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 2 2. Extension of Term. Effective as of the Effective Date, the term of the Lease is hereby extended to February 28, 2038 (“Extended Termination Date”). Tenant shall have the right to further extend the term as provided herein in Section 3 below. That portion of the Term commencing on the Extended Term Commencement Date and ending on the Extended Termination Date shall be referred to herein as the “Extended Term”, and unless the context clearly provides otherwise, from and after the Effective Date, references in the Lease to the “Term” shall be deemed to include the Extended Term as may be further extended, and references in the Lease to the “expiration date” or words of similar import shall mean the Extended Termination Date.

3. Extension Options. Provided Tenant is not in default (i) at the time it exercises an extension described herein and (ii) at the beginning of the applicable Additional Extension Term (hereinafter defined), Tenant shall have two (2) options to further extend the term of the Lease for a period of five (5) years each (each an “Additional Extension Term”). Tenant may exercise each extension option by irrevocable written notice to Landlord given no sooner than eighteen (18) months and no less than twelve (12) months prior to the end of the then-current term, time being of the essences of this requirement. All of the terms of the Lease shall apply to each Additional Extension Term, except that if the term is so extended, the monthly Base Rent for the Additional Extension Term will be Fair Market Rent (as defined and determined in Section 3.2 of the Lease).

4. Termination Options. Tenant shall have the right to terminate this Lease (each a “Termination Option”) with respect to (i) the entire Remaining Premises, or (ii) Suite 200 or (iii) Suite 300, effective as of April 30, 2029 or if not so terminated, then Tenant shall again have the right to terminate this Lease effective as of each of April 30, 2032, April 30, 2034, and April 30, 2036 (each an “Early Termination Date”), provided that in each case Tenant shall give Landlord at least twelve (12) months prior written notice, which notice will specify the portion of the Premises either (i), (ii) or (iii) to be terminated (as so specified in such notice, the “Terminated Premises”) and Tenant shall pay to Landlord the then unamortized commission actually incurred (including future amounts due pursuant to the “Landlord’s Agreement with Tenant’s Broker” (as defined in Section 15 and the written agreement between Landlord and CBRE in connection with the transaction contemplated herein) by Landlord in connection with this Amendment on a per square foot basis for the Terminated Premises (and which amortization shall be calculated on a straight line basis over the Extended Term using a 6% interest rate)). Provided that Tenant exercises its right to terminate this Lease in accordance with the terms of this Section 4, then this Lease shall automatically terminate and be of no further force or effect with respect to the Terminated Premises as applicable, and from and after the applicable Early Termination Date, Landlord and Tenant shall have no further obligations under the Lease with respect to the applicable Terminated Premises, except for any obligations that survive termination or expiration of the Lease in accordance with its terms.

5. Landlord Work. Landlord shall renovate the lobby of the Building and complete such work no later than December 31, 2027. Such lobby renovation shall include modifications to the ceiling, interior walls, fixtures and finishes, and/or interior signage. Prior to commencing the work, Landlord will deliver to Tenant a detailed scope of work and construction schedule for the lobby renovation, for Tenant’s reasonable review and provision of comments. Landlord will use best efforts to perform the lobby renovation in a manner which minimizes impacts on Tenant’s Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 3 business operations, including but not limited to, coordinating the timing of the performance of Landlord work to minimize interference with Tenant’s business operations in the Premises.

6. Tenant Improvement Allowance. Tenant shall receive a tenant improvement allowance in the form of a rent credit of up to Three Million Three Hundred Ninety-Two Thousand and Two Hundred Eighty Dollars ($3,392,280.00) (the “New Tenant Improvement Allowance”) applicable to Tenant’s reasonable costs for design and permitting (to the extent such costs do not exceed fifteen percent (15%) of the total New Tenant Improvement Allowance), construction, fixtures, and data cabling and other wiring enhancements to the Remaining Premises (the “Tenant’s Renovations”). Tenant shall receive an additional tenant improvement allowance in the form of a rent credit of up to Five Hundred Thousand Dollars ($500,000.00) (the “Restroom Credit”) applicable to Tenant’s reasonable costs for renovations to the existing restrooms in the Remaining Premises (“Restroom Work”).

As Tenant substantially completes (i.e., exclusive of punch list items) Tenant’s Renovations and/or the Restroom Work, but not more than once every six (6) months, Tenant may, from time to time, provide Landlord with a request (each a “Rent Credit Request”) for Landlord to apply the applicable New Tenant Improvement Allowance and/or Restroom Credit to which Tenant is entitled pursuant to this Section 6 to Tenant’s Rent. Each Rent Credit Request shall be accompanied by invoices, receipts or other reasonably detailed supporting documentation evidencing the amounts spent by Tenant for the Restroom Work and/or Tenant Renovations theretofore substantially completed by Tenant (and not yet reimbursed pursuant to a prior Rent Credit Request) and that was approved by Landlord subject to the requirements in Exhibit B of this Third Amendment, in order for Landlord to confirm the amount actually spent by Tenant for such Tenant’s Renovations and/or Restroom Work.

Within thirty (30) days after Tenant delivers a Rent Credit Request, Landlord shall commence applying as an offset to Tenant’s Rent next accruing, a monthly Rent credit which is calculated as (i) the aggregate amount spent by Tenant for Tenant’s Renovations and/or Restroom Work as set forth in the applicable Rent Credit Request amortized over the number of months then remaining in the Term effective the first day of the month following the month in which the Rent Credit Request is delivered to Landlord, using a 6% annual interest rate. For purposes of clarity, Tenant may submit multiple Rent Credit Requests (not exceeding one every six (6) months), and in such case is entitled to receive multiple monthly Rent credits associated with (but not to exceed in the aggregate) the New Tenant Improvement Allowance and the Restroom Credit. By way of example, if Tenant delivers a Rent Credit Request to Landlord on December 1, 2026 which reflects that Tenant substantially completed a portion of the Tenant’s Renovations equal to $2 million dollars and Restroom Work equal to $500,000.000, then Tenant is entitled to a monthly Rent credit equal to $0.68 per rentable square foot of the initial Remaining Premises per month to be applied for each month of then remaining Term (calculated as $2,500,000 amortized over 134 months then remaining in the Term using a 6% annual interest rate). If Tenant then substantially completes additional Tenant’s Renovations in the amount of $892,280 and delivers an additional Rent Credit Request to Landlord on August 1, 2027, then, Tenant would be entitled to an additional monthly Rent credit equal to $0.25 per rentable square foot of the original Remaining Premises per month to be applied for each month of then remaining Term (calculated as $892,280 amortized over 126 months then remaining in the Term using a 6% annual interest rate).

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 4 In addition to the New Tenant Improvement Allowance and the Restroom Credit, upon Landlord’s application of an aggregate rent credit of One Million Six Hundred Ninety-Six Thousand One Hundred Forty Dollars ($1,696,140.00) for Tenant’s Renovations and/or the Restroom Work, Base Rent and Operating Expenses shall be abated for the next two (2) full months payable, and upon Landlord’s application of an aggregate rent credit of an additional One Million Six Hundred Ninety-Six Thousand One Hundred Forty Dollars ($1,696,140.00) for Tenant’s Renovations and/or the Restroom Work, Base Rent and Operating Expenses shall be abated for the next two (2) full months payable (the “Completion of Improvements Credit”).

Other than granting the rent credit associated with New Tenant Improvement Allowance, the Restroom Credit, and Completion of Improvements Credit (collectively, “Third Amendment Rent Credits”), Landlord shall have no other obligation whatsoever with respect to making any leasehold or other improvements to the Premises (but Landlord shall be obligated to complete the Landlord work set forth in Section 5 above). Other than Landlord’s ongoing repair and maintenance obligations set forth in the Lease, Landlord’s obligations with respect to each of the Third Amendment Rent Credits shall cease upon crediting Tenant the full amount of such applicable Third Amendment Rent Credits. The leasehold improvements effected by the Tenant’s Renovations and Restroom Work shall automatically and immediately become Landlord’s property and shall not be subject to any liens or encumbrances, nor shall Tenant have the right to remove such from the Premises at the expiration of the Term unless requested to do so by Landlord or subject to the provisions of Section 20.4 of the Lease.

7. Partial Restatement of Section 1.4 of the Lease (Extending the First Office Notice Period Through February 28, 2038):

Effective as of the Effective Date, the third Paragraph of Section 1.4 of the Original Lease is amended and restated as follows:
“If additional space in the Project becomes available for lease during the Term of this Lease as may be extended (“First Offer Space”), Landlord shall so notify Tenant in writing (“First Offer Notice”) and Tenant shall have the right to add such First Offer Space, in its “AS IS” condition, to the Premises at a rental rate equal to the Fair Market Rent (as defined in Section 3.2 below) for such First Offer Space, as determined in good faith by Landlord, with an adjustment of the Fixed Amount Pass-Through (hereafter defined), as reasonably determined in good faith by Landlord, and a
proportionate increase in the Security Deposit, as reasonably determined in good faith by Landlord (and Landlord may offer a free rent period in lieu of an equivalent tenant improvement allowance, if a tenant improvement allowance is appropriate for such space), and all such terms shall be included in the First Offer Notice.

However, the First Offer Space shall not include: (i) space for which a tenant has exercised an extension option, now existing or hereafter Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 5 granted, (ii) space which is now or hereafter becomes subject to a tenant extension option, the tenant does not timely exercise the option, but Landlord is nevertheless negotiating leasing such space to such tenant, or (iii) the first (1st) time Landlord leases space for which Tenant has exercised a Termination Option. Tenant shall have ten (10) business days after delivery of the First Offer Notice to deliver written notice to Landlord (“Tenant’s Exercise Notice”) irrevocably exercising its right of first offer with respect to the entire First Offer Space described in the First Offer Notice on the terms contained in such First Offer Notice, provided that Tenant may dispute Landlord’s determination of the Fair Market Rent in Tenant’s Exercise Notice, in which event the First Offer Rent for the First Offer Space shall be determined using independent commercial brokers or appraisers pursuant to process set forth in Section 3.2 below; otherwise, the Fair Market Rent for the First Offer Space shall be as set forth in the First Offer Notice. Tenant’s failure to timely deliver Tenant’s Exercise Notice shall be deemed Tenant’s election to not accept such First Offer Space. If Tenant timely accepts such First Offer Space, then such First Offer Space shall become part of the Premises and subject to all of the terms of this Lease (except for Monthly Rent, as hereafter defined). Landlord and Tenant shall promptly thereafter execute a lease amendment for such First Offer Space upon the terms and conditions as set forth in the First Offer Notice and this Section 1.4; provided, however, an otherwise valid exercise of such right of first offer shall be fully effective whether or not a lease amendment is executed. Tenant shall commence payment of Monthly Rent for the First Offer Space, and the term of the First Offer Space shall commence upon such commencement date as is determined as a part of the determination of the Fair Market Rent of the First Offer Space, and shall terminate when Tenant’s lease of the Premises terminates or expires.”

8. Base Rent. As of July 1, 2026, the description of Base Rent in Section 1.8 of the Original Lease (as amended by Section 4 of the First Amendment and Second Amendment) is hereby deleted and the following is hereby substituted in lieu thereof:

Period Monthly Rent
7/1/2026 to 4/30/2027 $254,388.39
5/1/2027 to 4/30/2028 $210,321.36
5/1/2028 to 4/30/2029 $218,236.68
5/1/2029 to 4/30/2030 $226,429.04
5/1/2030 to 4/30/2031 $234,908.13
5/1/2031 to 4/30/2032 $243,683.99
5/1/2032 to 4/30/2033 $252,767.00
5/1/2033 to 4/30/2034 $262,167.92
Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 6 5/1/2034 to 4/30/2035 $271,897.87
5/1/2035 to 4/30/2036 $281,968.37
5/1/2036 to 4/30/2037 $292,391.34
5/1/2037 to 2/28/2038 $303,179.11
The parties acknowledge that the Monthly Rent stated in the above table are subject to, without limitation, reduction based on the Third Amendment Rent Credits as provided herein and as otherwise provided in the Lease.

9. Decrease in Percentage Share and Fixed Monthly Payments for Operating Expenses. As of May 1, 2027, Tenant’s Share in Section 1.9 shall be decreased to 51.49%, and the description of monthly payments in Section 1.9 is hereby replaced with the following:

Period Monthly Total
7/1/2026 to 12/31/2026 $4,523.04
1/1/2027 to 4/30/2027 $5,653.80
5/1/2027 to 4/30/2028 $0.00
5/1/2028 to 4/30/2029 $1,130.76
5/1/2029 to 4/30/2030 $2,261.52
5/1/2030 to 4/30/2031 $3,392.28
5/1/2031 to 4/30/2032 $4,523.04
5/1/2032 to 4/30/2033 $5,653.80
5/1/2033 to 4/30/2034 $6,784.56
5/1/2034 to 4/30/2035 $7,915.32
5/1/2035 to 4/30/2036 $9,046.08
5/1/2036 to 4/30/2037 $10,176.84
5/1/2037 to 2/28/2038 $11,307.60
The parties acknowledge that the Fixed Monthly Payments for Operating Expenses stated in the above table are subject to, without limitation, reduction based on the Third Amendment Rent Credits as provided herein and as otherwise provided in the Lease.

10. Exhibit B to Replace Consent Provisions of Section 9.4 (Alterations) of the Lease.

All Tenant Renovation Improvements (as defined in Exhibit B), including without limitation the Tenant’s Renovations and the Restroom Work, will be considered Alterations as defined in Section

9.4 of the Lease; however, such Tenant Renovation Improvements shall be approved in accordance with Exhibit “B” of this Amendment and any provision of Section 9.4 of the Lease referring to Landlord’s approval shall instead be read to refer to the approval procedure and requirements specified in Exhibit “B” hereto. Furthermore, Tenant shall not be required to remove any Landlord approved Tenant’s Renovations at the expiration or earlier termination of the Lease (or in connection with any Termination Option exercised by Tenant) so long as the Tenant’s Renovations are general office improvements and were not identified by Landlord as having to be removed upon the expiration or earlier termination of the Lease at the time of Landlord approval.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 7 11. Decrease in Security Deposit. Upon Relinquished Premises Termination Date, Landlord shall return to Tenant a portion of the Security Deposit equal to $28,386.89, bringing the total Security Deposit to $292,425.52 which Landlord shall continue to hold in accordance with the provisions of the Lease applicable to the Security Deposit, including Article 7 of the Original Lease).

12. Counterparts. This Amendment may be executed in any number of counterparts, each of which, when executed and delivered, shall be deemed to be an original, and all of which, taken together, shall be deemed to be one and the same instrument. This Amendment must be executed through the e-signature application known as DocuSign, and such electronic signatures shall be considered binding upon the parties.

13. City Manager Authority. The City Manager of Landlord shall have the authority to execute this Amendment and any and all other documents contemplated by this Amendment.

14. Amendment of Recorded Memorandum of Lease. Upon its execution and delivery of this Amendment, Tenant shall concurrently execute and deliver a duly acknowledged recordable original counterpart of an Amendment to Memorandum of Lease in the form attached to this Amendment as Exhibit “C”. The provisions of the Lease relating to a recorded memorandum of Lease are superseded by the foregoing.

15. Brokers. Each party represents to the other that no brokers other than Jeff Pion (CBRE) for Landlord and Cushman & Wakefield for Tenant were involved in connection with this Amendment. Landlord shall be responsible for the payment of any commission to Landlord’s and Tenant’s broker pursuant to separate written agreements between Landlord and each respective broker. Landlord shall defend, indemnify and hold Tenant harmless from any claims, costs, expenses or liabilities for any compensation, commission or charges to realtors, brokers or agents claiming by, through or on behalf of Landlord, with respect to this Amendment and/or the negotiation hereof. Tenant shall defend, indemnify and hold Landlord harmless from any claims, costs, expenses or liabilities for any compensation, commission or charges to realtors, brokers or agents claiming by, through or on behalf of Tenant with respect to this Amendment and/or the negotiation hereof (other than a claim, cost, expense or liability of Cushman & Wakefield to the extent made pursuant to that certain written agreement made exclusively in connection with the transaction contemplated herein (“Landlord’s Agreement with Tenant’s Broker”) between Landlord and said broker).

16. Construction-Related Accessibility Standards. The Premises have not been inspected by a Certified Access Specialist (CASp). A Certified Access Specialist (CASp) can inspect the Premises and determine whether the Premises comply with all of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the Premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the Premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the premises.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 8 In that regard, the parties agree that in the event Tenant requests a CASp inspection, Tenant shall pay any such inspection fees and the cost of making any such repairs.

IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the Effective Date.

LANDLORD:

ATTEST:
____________________________
Huma Ahmed, City Clerk

CITY OF BEVERLY HILLS
By:

Craig A. Corman, Mayor
APPROVED AS TO FORM:
______________________________
Laurence S. Wiener, City Attorney
APPROVED AS TO CONTENT:
______________________________
Nancy Hunt-Coffey, City Manager
TENANT: UNITED TALENT AGENCY, LLC.

By:

Stefanie Liquori, General Counsel
Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit A-1
EXHIBIT “A-1”

RELINQUISHED PREMISES
See attached
Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit A-2
EXHIBIT “A-2”

REMAINING PREMISES
See attached.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 331 Foothill Road, Second Floor
331 Foothill Road, Third Floor
Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit B-1
EXHIBIT “B”
TENANT’S RENOVATION IMPROVEMENTS
A. Tenant’s Renovation Improvements
a. Tenant shall, at its sole expense, but subject to the provisions of this Exhibit “B”, provide, construct, furnish, and install within the Premises all architectural, mechanical, electrical and plumbing, finishing, fixturing, and any other necessary work to complete the improvement of the Premises in accordance with the approved Preliminary Plans and Specifications and the Final Approved Plans (as defined in this Exhibit “B” Section E), all in accordance with the use specifically permitted in Section 1.11 of the Lease (all such work is referred to herein as “Tenant’s Renovation Improvements”) B. General Requirements and Procedures
a. Landlord Approvals. Tenant’s Renovation Improvements shall first be approved by Landlord (which approval shall not be unreasonably withheld, conditioned or delayed with respect to Landlord's review in its proprietary capacity as Project owner) as more particularly described in Section E of this Exhibit “B”. Landlord hereby agrees to use good faith efforts to expeditiously review and respond to all requests submitted by Tenant, and in no case shall Landlord respond later than the deadlines required herein in this Exhibit “B”. b. Permits Required. In addition to Landlord’s approval (in its proprietary capacity as Project owner), Tenant must obtain approvals for its work from the applicable building department and all other authorities having jurisdiction before commencing work, if such approvals are required given the scope of the Tenant’s Renovation Improvements. Tenant shall be responsible for payment of all fees and charges incurred in in connection with obtaining all required permits, certificate(s) of occupancy, or any other applicable approvals. c. Code-Required Upgrades to Project. All code-required upgrades triggered by Tenant’s Renovation Improvements to other areas of the Project or Project’s systems (such as but not limited to, structural, mechanical, electrical, plumbing systems) shall be performed by Landlord or Tenant (as determined by Landlord in its sole and absolute discretion) and at Tenant’s sole expense but Tenant shall be allowed to include such work in the Tenant’s Renovations and Restroom Work; provided, however, Landlord shall be responsible for the cost of any such work that is required to the Project or Project’s systems that is the result of Tenant’s occupancy for standard office use or Tenant’s use of the Premises as an office; for example, if Tenant’s Renovation Improvements consists of a standard office and/or conference room build-out and such work triggers code-required upgrades to other areas of the Project or Project’s systems (such as a requirement to correct preexisting code deficiencies elsewhere in the Project) then Landlord is responsible for the cost of such code-required upgrades, however if Tenant’s Renovation Improvements consists of a LAN room with dedicated HVAC and additional power requirements and such work triggers code-required upgrades to other areas of the Project or Project’s systems, then Tenant is responsible for the cost of such code-required upgrades.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit B-2
d. Tenant Repair and Replacement Requirements. Tenant shall promptly repair or replace with products of the same material and specification any areas or systems (finishes, structural elements, mechanical, electrical, plumbing, fire-life safety, etc.) of the Project outside of the Premises that are materially negatively impacted by Tenant’s Renovation Improvements. Landlord reserves the right to perform the repair or replacement work at Tenant’s sole expense; provided, however, Landlord shall provide Tenant with reasonable notice before performing such work and shall provide Tenant with a breakdown of the costs of said work. e. Tenant Work Restrictions. Except to the extent required in connection with the Final Approved Plans, under no circumstances shall Tenant or its contractor at any time be permitted to drill or cut conduit, pipe sleeves, chases, duct equipment, openings in the floor, columns, walls or roofs of the Project. Any work of this type required by Tenant must be authorized by the Landlord in writing (which may be evidenced by the Final Approved Plans) and if Landlord so elects, performed by Landlord at Tenant’s sole expense. Landlord shall provide Tenant with reasonable notice before performing such work and shall provide Tenant with a breakdown of the costs of said work.
f. Compatibility with Existing Project Systems. Tenant’s Renovation Improvements shall be compatible with and within the capacity of existing infrastructure (mechanical, electrical, plumbing, fire-life safety, etc.) serving the Project. In the event the capacity of existing infrastructure is insufficient for Tenant’s requirements, then Tenant shall have the right to increase capacity at Tenant’s expense, subject to Landlord’s reasonable approval. g. Intentionally Omitted.
h. Intentionally Omitted.
i. Tenant Supervision Required. Tenant shall ensure that all the provisions and conditions contained or imposed in this Exhibit “B” are observed and performed by all architects, contractors, subcontractors, and by any other professions or trades engaged by Tenant for the purposes of Tenant’s Renovation Improvements.
j. Performance of Design and Construction. Tenant shall perform its work expeditiously and efficiently and shall complete the same in a timely manner. k. Workmanship and Materials. Tenant’s Renovation Improvements shall be constructed with good workmanship and with first class materials, which shall all be of a high quality and shall be conforming to the best standards of practice and comply with the laws, codes or regulations of the municipality or any other authority having jurisdiction. l. Landlord Rules. Tenant and Tenant’s general contractor and subcontractors shall comply with all of Landlord’s rules and regulations, as provided in Exhibit “E” of the Lease, as well as other additional reasonable rules and regulations Landlord may stipulate from time to time, such as but not limited to matters relating to:
i. handling and storage of material and equipment;
ii. noise or disruptive work;
Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit B-3
iii. obnoxious odors, fumes, or dust;
iv. hours of work and coordination of activity;
v. use of facilities and utilities;
vi. schedule of work;
vii. deliveries;
viii. signage and window or storefront coverings;
ix. access to areas outside of the premises;
x. clean-up of work and refuse disposal; and
xi. appearance of the construction site.
m. Refuse Removal. Tenant shall keep the Premises and all other areas clear of all waste materials and refuse caused by Tenant, Tenant’s suppliers, contractors, or subcontractors. Tenant shall remove all waste materials and refuse directly from the Premises and shall deposit them in places or in receptacles reasonably designated by Landlord. If Landlord performs any cleaning which Tenant is obligated to do pursuant to the terms of this provision after providing written notice to Tenant and Tenant’s failure to commence such cleaning within five (5) days of Landlord’s written notice thereof, Tenant shall pay the reasonable out-of-pocket cost of such cleaning to Landlord, as Additional Rent, within thirty (30) days following receipt of a bill from Landlord for same. At the completion of the Tenant’s Renovation Improvements, Tenant shall leave the Premises clean and to the satisfaction of Landlord and shall remove all tools, equipment and surplus materials from the Premises and the Project and remove all waste material and refuse from the Premises and deposit them in places or in receptacles designated by Landlord.

The final clean-up shall include the cleaning of all lighting fixtures, millwork units, storefronts and other areas which may be affected by the work.
n. Security. Tenant shall be responsible for the security of the Premises and all construction or equipment staging areas during construction and Landlord shall not be liable for any loss or damage suffered by Tenant.
o. Fire Protection. Tenant shall maintain and keep on the Premises at all times during construction and the term of the Lease, a suitable portable fire extinguisher for Class A, B and C fires and shall comply with any additional requirements and regulations imposed by the fire marshal and all other appropriate governmental agencies. p. Failure to Perform Work. If Tenant or Tenant’s general contractor or subcontractors neglect to carry out any work properly or fail to perform any work required by or in accordance with the Final Approved Plans, Landlord, after five (5) days written notice to Tenant and Tenant’s contractor, may, without prejudice to any right or remedy Landlord may have, complete the work, remedy the defaults, or make good any deficiencies and recover from Tenant Landlord’s actual, reasonable, out-of-pocket costs incurred in completing the same. Landlord shall Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit B-4
provide Tenant with a breakdown of said costs and Tenant shall pay said cost of such work performed to Landlord, as Additional Rent, within thirty (30) days following receipt of a bill from Landlord for same.
q. Work Done by Landlord for Tenant. Any equipment or work provided by Landlord for or at the request of Tenant, shall be at the expense of Tenant and shall be paid within forty-five (45) days of written request. The cost of such equipment or work shall be at commercially reasonable rates and without limitation include labor, material, applicable taxes, all architectural, engineering and contractor’s fees in connection therewith and a supervision fee equal to ten percent (10%) of the aggregate cost of such equipment or work; provided, however, Landlord shall not be entitled to a supervision fee for Landlord’s review and approval of the Tenant’s Renovation Improvements to the extent the work is conducted by Tenant or Tenant’s contractors, agents, and suppliers.
r. Tenant Contractor Parking. Landlord shall provide not less than fifteen (15) unreserved parking spaces at the surface lot located at 9268 W. 3rd Street, Beverly Hills, CA for Tenant’s contractor’s and architects use during construction of Tenant’s Renovation Improvements and Restroom Work, free of charge.
s. Tenant’s contractors, subcontractors, architects, engineers, designers and other vendors shall not be charged for use of, and Landlord shall provide at Landlord’s sole expense, use of elevators and loading docks during the construction of the Tenant Improvements. Tenant’s contractors shall provide their own temporary restroom facilities at Tenant’s sole expense.

C. Tenant’s Representative and Project Team
a. Tenant’s Representative during Design and Construction. Tenant shall designate, in writing, a representative to coordinate Tenant’s design, permitting, and construction phases.
b. Tenant’s Architect. Tenant shall engage an architect experienced in projects of the same use and of similar size and scope as Tenant’s Renovation Improvements. Tenant’s architect shall complete the required architectural, mechanical, and electrical working drawings and specifications. Tenant shall obtain Landlord written approval, not to be unreasonably withheld, of Tenant’s architect prior to the commencement of Tenant’s design work. Tenant’s architect must have insurance coverage as required by the Lease and Tenant shall furnish evidence of coverage prior to Landlord’s approval of Tenant’s architect. Tenant will provide list for preapproval. c. Tenant’s General Contractor and Subcontractors. Tenant shall engage a general contractor experienced in projects of the same use and of similar size and scope to Tenant’s Renovation Improvements. Tenant shall obtain Landlord written approval of Tenant’s general contractor and Tenant’s subcontractors prior to the commencement of Tenant’s design work.

Tenant’s general contractor must have insurance coverage as required by the Lease and Tenant shall furnish evidence of coverage prior to Landlord’s approval of Tenant’s general contractor and subcontractors. Tenant will provide list for pre-approval.

D. Prevailing Wage Indemnity
Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit B-5
Tenant shall defend, indemnify and hold Landlord harmless from and against any and all claims, liabilities, losses, damages, costs and expenses arising from any failure by Tenant to (i) pay prevailing wages for all Tenant Work in accordance with Section 1720, et seq. of the California Labor Code; and (ii) otherwise comply with the provisions of Sections 1773.8, 1775, 1776, 1777.5, 1777.6 and 1813 of the California Labor Code and all other applicable laws and regulations with respect to prevailing wages; and (iii) as required by the prevailing wage laws, obtain payment and performance bond(s) for the Tenant Work.

E. Landlord Review and Approval Process for Tenant’s Renovation Improvements
a. Submission of Preliminary Plans and Specifications. Tenant shall provide Landlord with a complete digital set of plans and specifications for the Tenant’s Renovation Improvements which shall demonstrate design intent and shall be subject to the reasonable approval of Landlord prior to Tenant’s preparation of detailed working drawings and design specifications (the “Preliminary Plans and Specifications”). The Preliminary Plans and Specifications shall be prepared by Tenant’s architect and shall be accompanied by a professional set of drawings with appropriate elevations and sections, structural drawings (as may be applicable), a sample board of finishes, and an artistic rendering. b. Approval of Preliminary Plans and Specifications. Within fifteen (15) days after receipt of Tenant’s Preliminary Plans and Specifications, Landlord shall notify Tenant either of its approval (which approval, not to be unreasonably withheld, conditioned or delayed) thereof or of any changes required by Landlord. If changes are required, Tenant, within ten (10) days after being notified of the required changes and reason for disapproval by Landlord, shall submit amended plans and specifications to Landlord, which shall have ten (10) days after receipt to review, for approval (and the process shall be continued until the Preliminary Plans and Specifications are approved by Landlord).
c. Submission of Construction Documents to Landlord. After Landlord’s approval of Tenant’s Preliminary Plans and Specifications, Tenant shall submit a digital set of construction documents and any other information as may be reasonably necessary for Tenant’s Renovation Improvements to be approved; provided, however, Landlord shall only be permitted to withhold its approval (in its proprietary capacity) of the construction documents if the improvements reflected in the construction documents will adversely affect the mechanical, electrical, plumbing, heating, ventilating and air conditioning, life-safety or other systems of the Project, the curtain wall of the Premises, the structure, or the exterior appearance of the Premises in a manner inconsistent with the Approved Preliminary Plans and Specifications (collectively, a “Design Problem”).
d. Construction Drawing Requirements. Drawings and specifications shall meet the requirements of the applicable governmental authority and be of uniform size to a minimum scale of 1/8” to each foot and shall include, but not be limited to, the following:
i. floor plans;
ii. reflected ceiling plans;
Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit B-6
iii. specifications, identification and colors of materials for all finishes within the work area;
iv. interior elevations and finish schedule;
v. exterior elevation modifications, if applicable;
vi. building section drawings, if applicable;
vii. plans and specifications for all structural, electrical, mechanical, and plumbing work, including details and performance information relating to all fixtures, equipment and any infrastructure requirements, including under floor slab work such as conduit runs, plumbing pipes, etc.;
viii. tenant identification signage details in compliance with Landlord’s sign criteria (available upon request); and
ix. fire sprinkler and fire alarm shop drawings, once available (during construction).
e. Landlord Approval of Construction Documents. Within fifteen (15) days after receipt by Landlord of Tenant’s construction documents, Landlord shall notify Tenant of its approval thereof or indicate any changes required, in which case Tenant shall resubmit for approval amended plans and specifications within an additional ten (10) business days after Tenant is notified of the required changes by Landlord, which shall have ten (10) days after receipt to review, for approval (and the process shall be continued until the construction documents are approved by Landlord).
f. Final Approved Plans. Within a reasonable time period after Landlord’s written approval (which approval, not to be unreasonably withheld, conditioned or delayed) of Tenant’s construction documents, Tenant shall submit such approved plans to the appropriate governmental authority for plan checking and the issuance of a building permit, together with all necessary fees incidental to the Tenant’s Renovation Improvements. If such governmental authority requires any changes or amendments to such plans to comply applicable laws, codes, rules, regulations and ordinances prior to the issuance of a building permit, Tenant shall, at its sole cost and expense, within fifteen (15) days shall promptly change such plans pursuant to such governmental request and submit such changed plans to concurrently to the applicable governmental authority and Landlord for its approval; provided, however, Landlord shall only be permitted to withhold its approval if such changes to the plans will cause a Design Problem.

Landlord shall have ten (10) days within which to approve or disapprove such changed plans. In the event Landlord disapproves such changed plans, Landlord shall provide Tenant with written objections, and Tenant shall have five (5) days within which to amend such plans and incorporate Landlord’s required changes. Upon Landlord’s approval of the changed plans, Tenant shall promptly resubmit such plans to the appropriate governmental authority for plan checking and the issuance of a building permit as previously set forth. Upon Tenant’s receipt of a building permit and any other necessary governmental approvals for the Tenant’s Renovation Improvements based upon plans approved by Landlord and such governmental authority (the “Final Approved Plans”), Tenant shall furnish Landlord with a digital PDF copy and one (1) digital Computer Aided Design Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit B-7
(“CAD”) copy of the Final Approved Plans, and shall immediately commence construction of the Tenant’s Renovation Improvements and shall diligently pursue such construction to completion in accordance with the Final Approved Plans, subject to any approved Change Orders (defined below). Tenant shall have the right to submit Tenant’s proposed construction drawings to both the Landlord and governmental authority simultaneously at Tenant’s risk. g. Change Orders. Notwithstanding anything herein to the contrary, Tenant may initiate changes to the Final Plans as desired by Tenant (as applicable, a “Change Order”), provided that each such Change Order, if any, must receive the prior written approval of Landlord, such approval not to be unreasonably withheld or delayed.

F. Non-Compliance
a. If Tenant does not comply with the provisions of the Lease or any other agreement relative to the construction or occupation of the Premises, including this Exhibit “B”, Landlord, in addition to and not in lieu of any other rights or remedies, shall have any or all of the following rights at its discretion:
i. to declare all fees, charges and other sums payable by Tenant to Landlord pursuant to this Exhibit “B” to be rent and to be collectible as rent under the provisions of the Lease; or
ii. subject to Tenant’s notice and cure as set forth in Section 16.1 of the Lease, to declare and treat Tenant’s noncompliance as a default or breach of covenant under the Lease and exercise any right available under the provisions of the Lease, including the right of termination.
b. In any event of termination pursuant to the above provision, Landlord may retain for its own use without payment therefor all or any of Tenant’s Renovation Improvements which has been commenced, installed or completed to the date of such termination.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit B-8
Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit C-1
EXHIBIT “C”

FORM OF AMENDMENT TO MEMORANDUM OF LEASE
See attached.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit C-2

RECORDING REQUESTED BY, AND
WHEN RECORDED MAIL TO:

City of Beverly Hills
455 North Rexford Drive
Beverly Hills, California 90210
Attn: City Clerk
(Space Above Line For Recorder’s Use)
Exempt from Recording Fees under California Government Code 27383.

MEMORANDUM OF LEASE
THIS MEMORANDUM OF LEASE (this “Memorandum”) is dated as of June 23, 2026, and is entered into by and between the CITY OF BEVERLY HILLS (“Landlord”), and UNITED TALENT AGENCY, LLC, a Delaware corporation (“Tenant”).

R E C I T A L S
A. Landlord and Tenant entered into an Office Lease dated November 16, 2021 and amended it by an Amendment of Lease dated February 8, 2022 and a Second Amendment of Lease dated August 2, 2022, (the “Initial Lease”), pursuant to which Landlord agreed to lease and demise to Tenant, and Tenant agreed to lease and accept from Landlord, space at 331 Foothill Road in the City of Beverly Hills, County of Los Angeles, State of California, as more particularly described in the Initial Lease (the “Initial Premises”).

B. Landlord and Tenant have entered into a Third Amendment of Lease (“Amendment”) dated substantially concurrently herewith, pursuant to which Landlord and Tenant agreed to relinquish certain space at 331 Foothill Road in the City of Beverly Hills, County of Los Angeles, State of California, as more particularly described in the Third Amendment (the “Relinquished Premises”).

C. The Initial Lease, as amended by the First Amendment, and Second Amendment is hereinafter referred to as the “Lease”. The Initial Premises, without the Relinquished Premises, are hereinafter collectively referred to as the “Premises”.

D. Landlord and Tenant desire to record this Memorandum, as required under California law for municipal leases.

A G R E E M E N T
Landlord hereby leases and demises to Tenant, and Tenant hereby leases and accepts from Landlord, the Premises for the term and subject to the extension option(s) and termination option(s) set forth in the Lease.

The Premises are leased at the rental rates and upon the other terms and conditions set forth in the Lease, which are incorporated herein by this reference.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Exhibit C-3
IN WITNESS WHEREOF, Landlord and Tenant have executed this Memorandum of Lease.

LANDLORD: CITY OF BEVERLY HILLS
By:

Nancy Hunt-Coffey, City Manager
TENANT: UNITED TALENT AGENCY, LLC
By:

Stefanie Liquori, General Counsel

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 B0785-0001\3251375v1.doc
State of California )
County of Los Angeles )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
who 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 the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature (Seal)
A notary public or other officer completing
this certificate verifies only the identity of
the individual who signed the document to
which this certificate is attached, and not
the truthfulness, accuracy, or validity of
that document.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 B0785-0001\3251375v1.doc
State of California )
County of Los Angeles )
On _________________________, before me, ,
(insert name and title of the officer)
Notary Public, personally appeared ,
who 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 the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature (Seal)
A notary public or other officer completing
this certificate verifies only the identity of
the individual who signed the document to
which this certificate is attached, and not
the truthfulness, accuracy, or validity of
that document.

Docusign Envelope ID: 16F12015-6212-8952-82B0-C6E0A719BDF3 Certificate Of Completion
Envelope Id: 16F12015-6212-8952-82B0-C6E0A719BDF3 Status: Sent Subject: Complete with DocuSign: Third Amendment of Office Lease Source Envelope:

Document Pages: 25 Signatures: 2 Envelope Originator:

Certificate Pages: 3 Initials: 0 Jonathan Gernes
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.166
Record Tracking
Status: Original
6/15/2026 3:27:37 PM
Holder: Jonathan Gernes
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Stefanie Liquori
[email protected]
General Counsel
United Talent Agency LLC
Security Level: Email, Account Authentication
(None)
Signature Adoption: Drawn on Device
Using IP Address:
2603:8000:b800:893:58e2:3e7a:223b:5d2
Signed using mobile
Sent: 6/16/2026 1:05:02 PM
Viewed: 6/16/2026 1:06:43 PM
Signed: 6/16/2026 5:02:22 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Andrew S. Bragin for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.235.180
Sent: 6/16/2026 5:02:24 PM
Viewed: 6/16/2026 5:54:22 PM
Signed: 6/16/2026 8:14:30 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Logan Phillippo
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 6/16/2026 8:14:32 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Craig A. Corman
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Signer Events Signature Timestamp
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Andrea Jackson
[email protected]
Security Level: Email, Account Authentication
(None) Using IP Address: 50.112.162.3
Sent: 6/16/2026 1:04:05 PM
Viewed: 6/16/2026 1:05:01 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Carbon Copy Events Status Timestamp
Jeff Pion
[email protected]
Managing Member
CBRE - Corporate
Security Level: Email, Account Authentication
(None)
Sent: 6/16/2026 1:04:06 PM
Viewed: 6/16/2026 1:12:58 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Logan Phillippo
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 6/16/2026 1:04:04 PM
Viewed: 6/16/2026 1:04:32 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Mike DeSantis
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 6/16/2026 1:04:05 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Denise Garcia
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Keith Sterling
[email protected]
Security Level: Email, Account Authentication
(None)
Carbon Copy Events Status Timestamp
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 6/16/2026 1:04:06 PM
Payment Events Status Timestamps
Attachment 2
B0785-0001\2401596v2.doc -1-

BROKER LEASING & COMMISSION AGREEMENT
This BROKER LEASING & COMMISSION AGREEMENT is executed as of June 23, 2026 and is entered into by and between THE CITY OF BEVERLY HILLS (“Landlord”) and CUSHMAN & WAKEFIELD OF CALIFORNIA, INC., a California corporation (“Broker”) with respect to the leasing by Landlord of the space at 331 Foothill Road, Suites 200 & 300, Beverly Hills, California 90210 (the “Property”).

RECITALS
A. Landlord desires to engage Broker as Tenant’s real estate agent in connection with Broker’s services in obtaining a third lease amendment at the property. Landlord and Tenant entered into that certain Office Lease dated November 16, 2021, and amended it by an Amendment of Lease dated February 8, 2022 and a Second Amendment of Lease dated August 2, 2022 (the “Lease”).

B. Broker and Landlord desire that Broker be paid a leasing commission by Landlord only if Landlord actually enters into a third lease amendment (“Lease Amendment”) with United Talent Agency, LLC (“Tenant”), and then only on the terms hereinafter set forth. In connection with the proposed Lease Amendment Landlord is represented by Jeff Pion with CBRE, and the Tenant is represented by Eric Olfoson with Cushman & Wakefield.

NOW, THEREFORE, in consideration of the foregoing recitals and other consideration, the sufficiency of which is hereby acknowledged, Landlord and Broker hereby agree as follows:

1. Term. The term of this Agreement will commence on the date hereof and will expire on December 31, 2026 (11:59pm) (such term is referenced to as the “Term”).

2. Lease Commissions. If a third lease amendment between Landlord and Tenant for the Property is executed by Tenant during the Term and then submitted by Landlord staff to the City Council for approval and subsequently approved by the City Council, then Landlord shall pay to Broker a leasing commission Three Hundred Forty-Three Thousand Six Hundred Twenty-Five and Sixteen Cents ($343,625.16) in connection with the base rent collected during the term of Lease Amendment from November 1, 2032 through February 28, 2038 (subject to Section 3 and 4 below). Notwithstanding the foregoing, in the event Tenant does not receive all or a portion of the Rent Credit for the New Tenant Improvement Allowance and/or the Restroom Work then Landlord shall pay to Broker an additional commission based on the additional rent received by Landlord as a result of Tenant not receiving said Rent Credit equal to 4% of the additional rent for years 1 – 5 of the Extended Term (November 1, 2032 through October 31, 2037), plus 2% of the additional rent for years 6 – 10 of the Extended Term (November 1, 2037 through February 28, 2038).

3. Payment of Commission. Provided Tenant is not in default under the Lease, as amended at the time specified herein for payment, fifty percent (50%) of the commission shall be paid promptly after the execution of the Lease Amendment, and the remainder fifty percent (50%) shall be paid July 1, 2027. Commission payments shall be made, addressed and delivered to Broker at its address for notices set forth in Section 14 below.

Docusign Envelope ID: C86D1A7D-05C8-8FC4-81F1-269BE15A638A B0785-0001\2401596v2.doc -2-

4. Authority of Broker. Broker shall have no authority to bind Landlord, but shall attempt to negotiate basic business terms for the Lease Amendment that benefit Landlord and Tenant, considering market conditions for the Property, and that are acceptable to Landlord staff.

Broker shall make clear to Tenant that Landlord will not be bound unless and until its City Council approves the Lease Amendment in its sole and absolute discretion.

5. Insurance.
(a) Broker shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows (with limits that may be met by a combination of primary and excess policies):
(1) A policy or policies of Comprehensive General Liability Insurance, with limits of Five Million Dollars ($5,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by Broker.
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with limits of Five Million Dollars ($5,000,000) per occurrence combined single limit, covering any vehicle utilized by Broker in performing the Scope of Work required by this Agreement.
(3) Workers’ compensation insurance as required by the State of California. (4) Professional Liability Insurance – a policy or policies of Professional Liability Insurance (errors and omissions) with limits of Five Million Dollars ($5,000,000) per claim and in the aggregate.

Any deductibles or self-insured retentions attached to such policy or policies must be declared to Landlord. Further, Broker agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed. (b) The policy or polices required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A;VII (or equivalent rating) in the latest edition of Best’s Insurance Guide. (c) Broker agrees that if it does not keep the aforesaid insurance in full force and effect, Landlord may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, Landlord may take out the necessary insurance and pay, at Broker’s expense, the premium therefor.
(d) At all times during the term of this Agreement, Broker shall maintain on file with the City Clerk a certificate or certificates of insurance in a form acceptable to the Landlord, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. Broker shall, prior to commencement of work under this Agreement, file with the City Clerk such certificate or certificates. The general liability insurance shall contain an endorsement covering Docusign Envelope ID: C86D1A7D-05C8-8FC4-81F1-269BE15A638A B0785-0001\2401596v2.doc -3-
the Landlord and the City of Beverly Hills as additional insureds. Broker agrees that the policies required under this Agreement shall not be canceled or reduced except on thirty (30) days prior written notice to Landlord by Broker, and specifically stating that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (e) The general liability and automobile insurance provided by Broker shall be primary to any coverage available to Landlord with respect to claims to the extent arising from Broker’s negligent, fraudulent, or willful misconduct. The general liability, automobile, and workers compensation policies of insurance required by this Agreement shall include provisions for waiver of subrogation. (f) Any deductibles or self-insured retentions must be declared to Landlord.

6. Professional Advice. Broker recommends that Landlord and shall recommend to Tenant that each obtain legal, tax or other professional advice relating to this Agreement and the proposed Lease Amendment concerning the Property as well as the condition and/or legality of the Property, including, but not limited to, the Property's improvements, equipment, soil, tenancies, title, environmental aspects and compliance with the Americans with Disabilities Act. Landlord shall also be responsible in making the final determination regarding the financial soundness of Tenant. Broker will have no obligation to investigate any such matters unless expressly otherwise agreed to in writing by Landlord and Broker.

7. Agency Disclosure. Landlord acknowledges that it has received a copy of Broker’s Disclosure Regarding Real Estate Agency Relationship and that Landlord has returned a signed copy thereof to Broker.

8. Broker Regulatory or Statutory Provisions. The following provisions must be included in brokerage agreements in the State of California: (a) it is illegal for either party to discriminate against any person because of one's membership in a protected class (e.g., race, color, religion, national origin, sex, ancestry, age, marital status, physical or mental handicap, familial status, or any other class protected by law); (b) Landlord acknowledges receipt of a copy of Notice to Owners, Buyers and Tenants Regarding Environmental Matters, Americans With Disabilities Act and Related Laws, Flood Disclosure, Zoning/Use Disclosure and Alquist-Priolo Special Earthquake Fault Zoning Act; and (c) Landlord acknowledges receipt of a copy of the Agreement and this Schedule of Commissions.

9. Assignment. Broker may not assign its rights or obligations hereunder, in whole or in part, without the prior consent of Landlord, which consent may be given or withheld in Landlord’s sole and absolute discretion.

10. Attorneys’ Fees. If either party institutes legal action to enforce its rights under this Agreement, the prevailing party (as determined by the trier of fact) will be entitled to recover its reasonable attorneys’ fees and costs from the other party.

11. Counterparts. This Agreement may be executed in counterparts, all of which shall be considered one and the same agreement.

Docusign Envelope ID: C86D1A7D-05C8-8FC4-81F1-269BE15A638A B0785-0001\2401596v2.doc -4-

12. Entire Agreement. This Agreement constitutes the entire agreement between Landlord and Broker with respect to the subject matter hereof.

13. Applicable Law. This Agreement shall be governed by the laws of the State of California.

14. Addresses for Notices. Notices hereunder shall be in writing, shall be addressed as follows, and shall be delivered by certified mail, return receipt requested (and deemed delivered on the date of delivery or refusal of acceptance shown on the return receipt:

Landlord: The City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, California 90210
Attn: City Manager
Broker: Cushman & Wakefield of California, Inc.
10250 Constellation Blvd., Suite 2200
Los Angeles, California 90067
with a copy to: Cushman & Wakefield
900 Wilshire Boulevard, Suite 2400
Los Angeles, California 90017
Attention: Legal Department

15. Time of Essence. Time is of the essence of every provision hereof in which time is a factor.

16. Broker Default. Landlord may terminate this Agreement upon a default by Broker which is not cured within ten (10) days after written notice from Landlord, provided, however, that if Broker fails to maintain the insurance required under Section 6, Landlord may terminate this Agreement immediately, without opportunity for Broker to cure.

LANDLORD:

THE CITY OF BEVERLY HILLS
CRAIG A. CORMAN
Mayor
BROKER:

CUSHMAN & WAKEFIELD OF
CALIFORNIA, INC.

ERIC OLOFSON
Executive Vice Chairman
ATTEST:

HUMA AHMED
City Clerk
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APPROVED AS TO CONTENT:

SHARON L’HEUREUX DRESSEL
Risk Manager

NANCY HUNT-COFFEY
City Manager
APPROVED AS TO FORM:

LAURENCE S. WIENER
City Attorney
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B0785-0001\2401596v2.doc

NOTICE TO OWNERS, BUYERS AND TENANTS REGARDING

ENVIRONMENTAL MATTERS,

AMERICANS WITH DISABILITIES ACT AND RELATED LAWS,

FLOOD DISCLOSURE, ZONING/USE DISCLOSURE AND

ALQUIST-PRIOLO SPECIAL EARTHQUAKE FAULT ZONING ACT

ENVIRONMENTAL MATTERS
It is essential that all parties to real estate transactions be aware of the health, liability and economic impact of environmental factors on real estate. Cushman & Wakefield does not conduct investigations or analyses of environmental matters and, accordingly, urges the parties to a real estate transaction to retain qualified environmental professionals to determine whether hazardous or toxic wastes or substances (such as asbestos, PCBs and other contaminants or petro-chemical products stored in underground tanks) or other undesirable materials or conditions are present at the property and, if so, whether any health danger or other liability exists. Such substances may have been used in the construction or operation of buildings or may be present as a result of previous activities at the property.

Various laws and regulations have been enacted at the federal, state and local levels dealing with the use, storage, handling, removal, transport and disposal of toxic or hazardous wastes and substances. Depending upon past, current and proposed uses of the property, it may be prudent to retain an environmental expert to conduct a site investigation and/or building inspection. If hazardous or toxic substances exist or are contemplated to be used at the property, special governmental approvals or permits may be required. In addition, the cost of removal and disposal of such materials may be substantial. Consequently, legal counsel and technical experts should be consulted where these substances are or may be present.

AMERICANS WITH DISABILITIES ACT AND RELATED LAWS
As an Owner or tenant of real property, you may be subject to the Americans with Disabilities Act (the ADA), a Federal law codified at 42 USC Section 12101 et seq. Among other requirements of the ADA that could apply to your property, Title III of the ADA requires Owners and tenants of "public accommodations" to remove barriers to access by disabled persons and provide auxiliary aids and services for hearing, vision or speech impaired persons by January 26, 1992. The regulations under Title III of the ADA are codified at 28 CFR Part

36. We recommend that you and your attorney review the ADA and the regulations, and, if appropriate, your proposed lease or purchase agreement, to determine if this law would apply to you, and the nature of the requirements. These are legal issues. Cushman & Wakefield cannot give you legal advice on these issues.

Furthermore, all California commercial leases regardless of size executed on or after July 1, 2013 must contain a provision disclosing whether the premises have been inspected by a government-approved Certified Access Specialist (CASp) and if so, whether the premises have been determined to be in compliance with all applicable construction-related disability accessibility standards. The law (California Civil Code §1938) does not require a landlord to conduct a CASp inspection of the property; however, it does require that the landlord disclose whether or not an inspection has been completed and if so, whether the property meets the applicable accessibility standards.

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B0785-0001\2401596v2.doc

FLOOD DISCLOSURE
If the premises is located in a Federally Designated Flood Zone, the Tenant’s real and personal property situated on or in the premises is not protected by the hazard insurance policy for the property carried by the Owner. The Tenant is responsible for investigating the Flood Zone status of the premises and obtaining insurance to cover the Tenant's property if it so desires.

ZONING/USE DISCLOSURE
Prior to executing a lease, the Tenant is responsible for determining that the zoning applicable to the property allows the Tenant to use the premises for the Tenant’s intended use, and that all building codes, parking requirements, and other governmental requirements, improvements required, and permits necessary have been met or are available to Tenant. Cushman & Wakefield has made no representations, except in writing, if any, concerning the zoning and allowable use of the premises and any requirements that may be imposed upon the Tenant by any governmental agency. If the Tenant's use of the premises requires a Use Permit or other permits from a governmental authority it could take several months to obtain same, and Tenant may still be responsible for the payment of rent and other charges whether or not such permits are ultimately obtained.

ALQUIST-PRIOLO SPECIAL EARTHQUAKE FAULT ZONING ACT
The property may be situated in an Earthquake Fault Zone as designated under the Alquist-Priolo Earthquake Fault Zoning Act, Sections 2621-2630 inclusive, of the California Public Resources Code; and, as such the construction of development on the property of any structure for human occupancy may be subject to the findings of a geologic report prepared by a geologist registered with the State of California, unless such report is waived by the city or county under the terms of that Act. No representations on this subject are made by Cushman & Wakefield or its agents or employees, and the Tenant/Purchaser is advised to make its own inquiry into this situation prior to entering into a lease or sale agreement.

By your signature below, you acknowledge that you have read and understand this disclosure and have received a copy:

Received on , 20___
Signature:

Printed Name:

Docusign Envelope ID: C86D1A7D-05C8-8FC4-81F1-269BE15A638A Certificate Of Completion
Envelope Id: C86D1A7D-05C8-8FC4-81F1-269BE15A638A Status: Sent Subject: Complete with Docusign: Broker Leasing & Commission Agreement Cushman & Wakefield.pdf Source Envelope:

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Certificate Pages: 3 Initials: 0 Jonathan Gernes
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Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.166
Record Tracking
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Executive Vice Chairman
Cushman & Wakefield
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