SECOND AMENDMENT TO LEASE
This Second Amendment to Lease ("Second Amendment") is made as of this day of, 2016, between THE CITY OF SANTA MONICA, a municipal corporation ("Landlord"), and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association, (successor-in-interest to Washington Mutual FA by way of and subject to the limitations within the Receiver's Assignment and Assumption Agreement) ("Tenant").
A. Landlord (or a predecessor-in-interest) and Tenant (or a predecessor-in-interest) entered into a Standard Industrial/Commercial Single-Tenant Lease-Net and its corresponding Addendum No. 1, both dated December 19, 2006 ( collectively, the "Original Lease"), as amended by that certain First Amendment to the Lease Agreement, dated January 18, 2012 ("First Amendment") ( collectively, the "Lease") for the building ("Building") commonly known as 1333 Fourth Street, Santa Monica, California, as particularly described in the Lease (the "Premises").
B. Tenant has exercised its second of two (2) options to extend the term of the Lease for five (5) years (the "Extended Term") as set forth in Section 59 (a) of the Original Lease.
C. The parties have agreed upon the monthly Base Rent for the Extended Term.
D. Unless otherwise defined herein, all capitalized terms shall have the meaning ascribed to them in the Lease.
NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth, Landlord and Tenant agree as follows:
1. The parties acknowledge and agree that the Extended Term shall be for a period of five (5) years, commencing on May 1, 2017 and expiring on April 30, 2022, and shall be subject to all of the terms and conditions of the Lease, with the exception of monthly Base Rent, which shall be paid in the amounts stated below and otherwise in accordance with the terms of the Lease. For purposes of the Lease, the definition of "Term" provided in Section 1.3 of the Original Lease shall be deemed to include this Extended Term and any future renewal Term for which Tenant timely and properly exercises its option.
2. Notwithstanding anything contained in the Lease to the contrary, throughout the Extended Term, monthly Base Rent shall be as follows:
Period Annual Base Rent Monthly Base Rent
May 1, 2017 - April 30, 2018 $893,400.00 $74,450.00
May 1, 2018 - April 30, 2019 $920,202.00 $76,683.50
Mav 1, 2019 - April 30, 2020 $947,808.00 $78,984.00
Mav 1, 2020 - April 30, 2021 $976,242.00 $81,353.50
May 1, 2021 -April 30, 2022 $1,005,530.00 $83,794.17
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Notwithstanding anything contained in the Lease to the contrary, Tenant may have the option, at its sole election, to remit payment to Landlord for all sums due under the Lease by way of automated clearing house ("ACH") transfer. Upon the request of Tenant, Landlord shall complete and return to Tenant all reasonable forms of documentation necessary to facilitate such transfers.
Landlord and Tenant each represents to the other that it has not dealt with a real estate broker in connection with this Second Amendment. Landlord and Tenant each hereby indemnifies and holds the other harmless from and against any and all claims for brokerage commissions or fees and any losses, suits, damages, claims, penalties and monies, including attorneys' fees and expenses, which the other party may incur due to a breach of the foregoing representation and warranty.
5. Notwithstanding anything to the contrary within the Lease, Tenant shall have the right to install, replace, maintain, repair, operate, and remove, at its sole expense, certain innovation improvements and alterations including but not limited to any wires, cables, conduit, communications and data service distribution materials and wiring (fiber optics or otherwise), ATMs (or similar self-service banking systems) and other related fixtures and equipment over, under, across and along the Premises and/or Building ( collectively "Innovations"), subject to Landlord's approval of the plans and specifications for same which approval shall not be unreasonably conditioned, withheld or delayed. The Landlord shall not be entitled to any fees, rents, costs or expenses whatsoever related to same.
6. Except as herein specifically amended, the Lease shall continue in full force and effect.
This Second Amendment may be executed in multiple counterparts, and by use of counterpart signature pages, but all such counterparts shall constitute but one and the same agreement. Signature pages bearing facsimile signatures shall be effective for purposes of binding the patties to this Second Amendment.
The Lease, as modified by this Second Amendment contains the entire agreement between the parties. The Lease may be amended only by a written instrument signed by and delivered to all of the parties.
9. In the event that there are conflicts between the terms of the Lease and the terms of this Second Amendment, the terms of this Second Amendment shall control. - 2-
10. Each of the parties hereto represents and warrants to the other that the person executing this Second Amendment on behalf of such party has the full right, power and authority to enter into and execute this Second Amendment on such party's behalf.
IN WITNESS WHEREOF, the parties have executed this Second Amendment as of the date first above written.
LANDLORD:
CITY OF SANTA MONICA
ATTEST: a municipal corporation
Aense Anderm Marue Lick Gh
By:
DENISE ANDERSON-WARREN RICK COLE
8.30•16
City Clerk City Manager
APPROVED AS TO FORM:
MARSHA JONES MOUTRIE
City Attorney
TENANT:
JPMORGAN CHASE BANK, NATIONAL
ASSOCIATION, a national banking association
By: -
Print Name: John C. McGinley
Its: Managing Director
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