1 FIRST MODIFICATION OF
ROOFTOP ANTENNAE LICENSE AGREEMENT NO. 9798 (CCS)
This First Modification of Rooftop Antennae License Agreement Number 9798 (CCS) (“First Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica (“City” or “Licensee”), a California municipal corporation, and DE 100 Wilshire, LLC (“Licensor”), a Delaware limited liability company, as successor-in-interest to Douglas Emmett 1998, LLC, a Delaware limited liability company, is made with reference to the following:
RECITALS
A. On or about November 11, 2013, the City and Douglas Emmett 1998, LLC, a Delaware limited liability company (“Original Licensor”), Licensor’s predecessor-in-interest, entered into that certain Rooftop Antennae License Agreement Number 9798 (CCS) (“Original Agreement”) for the purpose of Licensor granting the City a revocable non-exclusive license to operate the its radio antenna and communications room on a portion of the rooftop space (“License Area”) of the office building owned by Licensor and located at 100 Wilshire Boulevard, Santa Monica, California 90401 (“Building”).
B. On or about October 24, 2018, the City and Original Licensor extended the term of the Original Agreement for a period of five (5) years. The term of the Original Agreement was extended to June 30, 2023.
C. Licensor subsequently acquired all of Original Licensor’ interest, right and title in and to the real property and Building in which the License Area is located, becoming successor-in-interest to Original Licensor and licensor under the Original Agreement.
D. The City and Licensor now desire to modify the Original Agreement to increase the fees paid to Licensor to include the utility costs of City’s operation of its communications equipment in the License Area.
TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:
1. A new Section 1.7, entitled “Monthly Utility Fee”, shall be added to the Original Agreement. Section 1.7 shall read as follows:
“1.7 Monthly Utility Fee. In addition to the fees described in Section 1.6, Licensee shall also pay to Licensor a monthly utility fee set by DocuSign Envelope ID: DF7864A6-5EE6-4D08-8C08-337242645419 5/22/2021
2 Licensor in an amount consistent with Section 2.1(c)(11) below. The monthly utility fee shall be reasonably determined by Licensor and/or as measured by a separate submeter installed by Licensee at its election and sole cost. Said billing shall be calculated on the usage indicated by such submeter, and shall be issued by Licensor at the rates charged for such services by the local public utility furnishing the same, plus any additional expense reasonably incurred by Licensor in providing said billing.”
2. GTP Acquisition Partners III, LLC is no longer serving as Licensor’s manager of the License Area. Accordingly as of the date of this First Modification, Licensor’s notice address shall be amended as follows:
*
If to Licensor:
* DE 100 Wilshire, LLC
c/o Douglas Emmett Management, LLC
Attention: Property Manager
100 Wilshire Boulevard, Suite 150
Santa Monica, California 90401
* With a copy to:
* Douglas Emmett Management, LLC
Attention: Director of Property Management
1299 Ocean Avenue, Suite 1000
Santa Monica, California 90401
3. Except as expressly modified by this First Modification, all other terms and conditions of the Original Agreement shall remain in full force and effect.
DocuSign Envelope ID: DF7864A6-5EE6-4D08-8C08-337242645419 3 IN WITNESS WHEREOF, the parties have executed this First Modification as of the date and year first written above.
ATTEST:
______________________________
DENISE ANDERSON-WARREN
City ClerkENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________
GEORGE S. CARDONA
Interim City Attorney DILG
City Attorney
LICENSEE:
CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________
LANE DILG
Interim City ManagerRICK COLE
City Manager
LICENSOR:
DE 100 WILSHIRE, LLC,
a Delaware limited liability company
By: Douglas Emmett Management, LLC,
a Delaware limited liability company,
its agent and authorized signatory
ABC Corporation
#VENDOR
By: _______________________________
SANDI WINTON
DocuSign Envelope ID: DF7864A6-5EE6-4D08-8C08-337242645419 5/22/2021
5/24/2021
5/28/2021
6/1/2021