EXHIBIT
FOURTH AMENDMENT TO OFFICE LEASE
This FOURTH AMENDMENT TO OFFICE LEASE (the "Amendment"), is made and
entered into as of the 26th day of March, 2002, by and between STAR PROPERTY
FUND, L.P. ("Landlord"), and PLAYBOY ENTERPRISES, INC., a Delaware corporation
("Tenant").
R E C I T A L S :
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A. Landlord's predecessor-in-interest, Xxxxxxx Mercedes Place, Ltd., a
California limited partnership, and Tenant entered into that certain Standard
Form Office Lease dated as of July 25, 1991 (the "Office Lease"), together with
that certain Rider No. 1 to Standard Form Office Lease attached thereto that
constitutes part of the Office Lease (the "Rider"), as amended by that certain
First Amendment to Lease dated as of October 10, 1991 (the "First Amendment"),
that certain First [sic] Amendment to Lease dated as of September 12, 1996 (the
"Second Amendment"), and the certain Third Amendment to Office Lease dated as of
March 15, 2002 (the "Third Amendment"), whereby Landlord leases to Tenant and
Tenant leases from Landlord certain premises more particularly described in the
Office Lease, consisting of (i) 42,139 rentable square feet of space in the
aggregate commonly known as Suites 201 and 300 (the "Original Premises") and
located on the second (2nd) and third (3rd) floors of that certain office
building located at 0000 Xxxxxxx Xxxxxxxxx, Xxxxxxx Xxxxx, Xxxxxxxxxx 00000 (the
"Building"); (ii) 4,500 rentable square feet located on the second (2nd) floor
of the Building and commonly known as Suite 230 (the "First Expansion Space");
and (iii) 1,401 rentable square feet located on the second (2nd) floor of the
Building and commonly known as Suite 281 (the "Second Expansion Space," and,
together with the First Expansion Space, collectively, the "Expansion
Premises"). The Office Lease, the First Amendment, the Second Amendment and the
Third Amendment shall be referred to collectively herein as the "Lease."
B. Tenant desires to extend the Term of the Lease with respect to the
Original Premises and the Second Expansion Space only, and to make other
modifications to the Lease. In connection with the foregoing, Landlord and
Tenant desire to amend the Lease as hereinafter provided.
A G R E E M E N T :
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NOW, THEREFORE, in consideration of the foregoing recitals and the mutual
covenants contained herein, and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, the parties hereto
hereby agree as follows.
1. Defined Terms. All terms defined in the Lease when used herein shall
have their respective meanings as set forth in the Lease unless expressly
superseded by the terms of this Amendment.
2. Extension of Term of Lease. The term of the Lease with respect to the
Original Premises and the Second Expansion Space only, which is currently
scheduled to expire on June 30, 2002 (the "Original Extended Expiration Date"),
is hereby extended for an additional period of three (3) months (the "Second
Extended Term") on the terms and conditions set forth in this Amendment. The
Second Extended Term shall commence on July 1, 2002 (the "Second Extension
Commencement Date"), and shall expire on September 30, 2002 (the "Second
Extended Expiration Date"), unless the Lease, as amended hereby, is sooner
terminated in accordance with its terms. Notwithstanding the foregoing, the term
of the Lease with respect to the First Expansion Space only shall expire on the
Original Extended Expiration Date. Accordingly, effective as of the Second
Extension Commencement Date, the "Premises," as that term is used in the Lease,
as amended hereby, shall be deemed to exclude the First Expansion Space. Tenant
hereby agrees to vacate the First Expansion Space and surrender and deliver
exclusive possession of the First Expansion Space to Landlord on or before the
Original Extended Expiration Date in accordance with the provisions of the
Lease. In the event that Tenant retains possession of the First Expansion Space
or any part thereof after the Original Extended Expiration Date, then the
provisions of Paragraph 11 of the Office Lease shall apply with respect to the
First Expansion Space.
3. Payment of Basic Rent. Commencing on the Second Extension Commencement
Date and continuing throughout the Second Extended Term, Tenant shall pay to
Landlord, in accordance with the terms of the Lease, Annual Basic Rent for the
Premises (i.e., the Original Premises and the Second Expansion Space) at the
rate of Two Million One Hundred Seventy-Seven Thousand and No/100 Dollars
($2,177,000.00) (i.e., $50.00 per rentable square foot of the Premises per annum
multiplied by 43,540 rentable square feet) in equal monthly installments of
Monthly Basic Rent in the amount of One Hundred Eighty-One Thousand Four Hundred
Sixteen and 67/100 Dollars ($181,416.67).
4. Tenant's Percentage Share of Operating Expenses. Commencing on the
Second Extension Commencement Date and continuing throughout the Second Extended
Term, Tenant shall continue to pay Tenant's Percentage Share of Operating
Expenses with respect to the Original Premises and with respect to the Second
Expansion Space, in each instance accordance with the terms of the Lease.
5. Condition of Premises. Landlord and Tenant acknowledge that Tenant is
currently occupying the Original Premises and the Expansion Premises pursuant to
the Lease; therefore, Tenant shall continue to accept the Original Premises, the
Expansion Premises and the Building in their presently existing, "as is"
condition. Landlord shall not be required to construct or pay for any
improvements, alterations or refurbishment work for the Original Premises or the
Expansion Premises. Nothing contained in this Amendment shall affect or limit
Landlord's obligation to maintain the Building in a first-class condition,
consistent with comparable existing office buildings in the area.
6. Signage and Building Name. Notwithstanding anything to the contrary
contained in Paragraph 63 of the Office Lease (as set forth in the Rider) or
elsewhere in the Lease, as amended hereby, Tenant shall have no right during the
Second Extended Term to make any changes to the Building name, or to make and
changes or additions to any of Tenant's
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signage existing in, on or about the Building as of the date of this Amendment
(other than in connection with ordinary maintenance and repair of Tenant's
existing signage).
7. Brokers. Landlord and Tenant hereby warrant to each other that they
have no dealings with any real estate broker, agent or finder in connection with
the negotiation of this Amendment, and that they know of no real estate broker,
agent or finder who is entitled to a commission in connection with this
Amendment. Each party agrees to indemnify and defend the other party against and
hold the other party harmless from any and all claims, demands, losses,
liabilities, lawsuits, judgments, and costs and expenses (including, without
limitation, reasonable attorneys' fees) with respect to any leasing commission
or equivalent compensation alleged to be owing on account of the indemnifying
party's dealings with any real estate broker, agent or finder other than the
Brokers. The terms of this Section 7 shall survive the expiration or earlier
termination of this Amendment.
8. Deletions. Paragraph 61 of the Office Lease (as set forth in the Rider)
is hereby deleted in its entirety and shall be of no further force or effect.
9. Time of Essence. Time is of the essence with respect to the performance
of every provision of this Amendment in which time of performance is a factor.
Unless otherwise indicated, all references herein to a "number of days" shall
mean and refer to calendar days.
10. No Further Modification. Except as set forth in this Amendment, all of
the terms and provisions of the Lease shall remain unmodified and in full force
and effect.
IN WITNESS WHEREOF, this Amendment has been executed as of the day and
year first above written.
"Landlord":
STAR PROPERTY FUND, L.P.
By: Star Property Fund Management, LLC,
its general partner
By: TMW Real Estate Group, LLC,
its sole member
By: TMW Real Estate Partners, Inc.
its managing member
By: /s/ Xxxxx X. Xxxxxx
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Name: Xxxxx X. Xxxxxx
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Title: Senior Vice President
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"Tenant":
PLAYBOY ENTERPRISES, INC.,
a Delaware corporation
By: /s/ Xxxxxx Xxxxxxx
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Name: Xxxxxx Xxxxxxx
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Title: Ex VP
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By: /s/ Xxxxxx X. Xxxxxxxx
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Name: Xxxxxx X. Xxxxxxxx
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Title: SR VP. Treasurer
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