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EXHIBIT 10.29
ADDENDUM NO. 5 TO
WESTSIDE TOWERS/XXXX XXXXX
OFFICE LEASE
THIS ADDENDUM NO. 5 TO WESTSIDE TOWERS/XXXX XXXXX OFFICE LEASE
("Addendum") is made as of February 7, 1997 between WESTSIDE ASSOCIATES, LTD.,
a California limited partnership ("Landlord"), and THE XXXX XXXXX LIFE
CORPORATION, a California corporation ("Tenant"), with reference to the
following facts:
A. Landlord and Tenant are parties to that certain Westside Towers
Office Lease dated as of August 19, 1986, as amended by Addendum No. 1 dated as
of August 20, 1986, Addendum No. 2 dated as of November 4, 1991, Addendum No. 3
dated as of June 30, 1992 and Addendum No. 4 dated as of June 15, 1993
(collectively the "Lease"), for those certain premises located at the street
address of Suite 905, 00000 X. Xxxxxxx Xxxx., Xxx Xxxxxxx, Xxxxxxxxxx (the
"Premises").
B. Landlord and Tenant desire to provide for a decrease in the
Rentable Area of the Premises, an extension of the Lease Term and a change in
certain other terms of the Lease, as more particularly set forth herein.
C. The defined terms used in the Addendum shall have the meanings
set forth in the Lease, unless otherwise provided herein.
NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS:
1. Term. The Lease Term shall be renewed, solely for the "New
Premises" as more particularly described herein, for a term (the "New Premises
Lease Term") commencing March 1, 1997 and ending February 28, 1998, unless
sooner terminated pursuant to the terms of the Lease or this Addendum. Prior to
the commencement of the New Premises Lease Term, Tenant shall continue to lease
the Reduced Premises from Landlord (consisting of approximately three thousand
seven hundred twenty seven (3,727) square feet of Rentable Area) on the terms
set forth in the Lease.
2. Renewal Premises. Pursuant to the terms of the Lease and this
Addendum, at all times during the New Premises Lease Term Tenant shall occupy a
portion of the Reduced Premises containing approximately 1,616 square feet of
Rentable Area on the ninth (9th) floor of the West Tower (the "New Premises") as
generally described on Exhibit C attached to this Addendum, incorporated herein
by reference.
3. Basic Monthly Rent.
a. Rental Rate. The Basic Monthly Rent for the New Premises
shall be Two Thousand Five Hundred Eighty Five and 60/100ths Dollars ($2,585.60)
per month throughout the New Premises Lease Term.
b. Rent Abatement. So long as Tenant does not continue in
default of its obligations under the Lease Agreement after the expiration
provided therein for any cure thereof, Tenant shall be entitled to abatement of
the Basic Monthly Rent with respect to the New Premises for the month of March
1997; provided, however, in the event of a default by Tenant under the terms of
the Lease or this Addendum, which default remains uncured after the expiration
of any applicable grace period, then as a part of the recovery set forth in
Section 18.2.A of the Lease, Landlord shall be entitled to the recovery of the
Basic Monthly Rent that was abated under the provisions of this Section 8, and
such Basic Monthly Rent shall not be deemed to have been
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forgiven or abated, but shall become immediately due and payable as unpaid Rent
which had been earned at the time of termination.
4. Tenant's Proportionate Share. During the New Premises Lease
Term, "Tenant's Proportionate Share", determined by dividing the Rentable Area
of the New Premises by the Rentable Area of the Building, shall be 0.40%. Tenant
shall pay to Landlord throughout the New Premises Lease Term Tenant's
Proportionate Share of the amount by which the Costs of Operation and
Maintenance of the Building exceed the Base Costs as established in Section 4 of
the Third Addendum.
5. Construction of Alterations to New Premises. Tenant shall
accept the New Premises in their "as is" physical condition as of the
commencement of the New Premises Lease Term. Concurrently with the execution and
delivery hereof Tenant shall pay to Landlord the sum of Five Thousand Two
Hundred Dollars ($5,200) as payment for the tenant improvement work required to
separate the New Premises from the remainder of the Reduced Premises, including
(a) installing a new demising wall in the approximate location indicated on the
space plan attached to this Addendum as Exhibit C, (b) separating the electrical
service, mechanical, HVAC and fire sprinklers for the New Premises from the
remainder of the Reduced Premises, (c) relocating lighting and fire sprinklers
within the New Premises and the remainder of the Reduced Premises which are
physically impacted by the installation of the new demising wall, and (d)
painting both sides of the new demising wall with one (1) coat of building
standard paint to match existing color of the New Premises and installing
building standard base on both sides of the new demising wall. All such work
shall be performed in accordance with the requirements of the Lease and shall be
performed by Landlord's contractor.
6. Acknowledgement. Tenant acknowledges that Landlord previously
issued a warning to Tenant, to the effect that Landlord has received numerous
complaints regarding smoking with the Premises. Tenant acknowledges and agrees
that smoking within the Premises (and elsewhere within the Building) is a
violation of applicable laws, and that such activity therefore constitutes a
material breach of the Lease by Tenant. From and after the date hereof Tenant
agrees to cause its employees, contractors, invitees, licensees and all other
occupants of the Premises to comply with applicable laws prohibiting smoking
within the Building and the Premises, and Tenant acknowledges and agrees that
Tenant's failure to do so shall constitute a material breach of the Lease and
this Addendum by Tenant, affording Landlord all rights and remedies permitted
under the Lease in the event of such breach by Tenant. Tenant further
acknowledges and agrees that Landlord's failure to previously declare Tenant in
breach of the Lease due to such smoking activity shall not be deemed a waiver of
Landlord's right to declare Tenant in breach of the Lease in the future should
any of Tenant's employees, contractors, invitees, licensees or other occupants
of the Premises fail, following the date hereof, to comply with applicable laws
prohibiting smoking within the Premises and the Building.
7. Alternative Space. At any time after Tenant's execution of this
Addendum, Landlord shall have the right, upon providing Tenant thirty (30) days
prior written notice, to provide and furnish tenant with space elsewhere in the
Building of approximately the same size as the New Premises, and to move and
place Tenant in such new space at Landlord's expense. In the event Landlord
moves Tenant to such new space, then the Lease and this Addendum, and each and
all of the terms and covenants and conditions thereof and hereof, shall
thereupon remain in full force and effect and be deemed applicable to such new
space except that a revised Exhibit C shall become part of the Lease and shall
reflect the location of the new space, and the Fundamental Lease Provisions of
this Lease shall be amended to include and state all correct data as to the new
space.
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8. Construction Matters. Tenant shall cooperate with Landlord's
construction schedule and Landlord will endeavor to give Tenant advance notice
as to when it will be required to vacate portions of the Tenant's space to
accommodate that construction.
9. Ratification. Except as specifically provided in this Addendum,
all of the terms and conditions of the Lease, including without limitation those
relating to the time and manner of payment of Rent, expenses and parking
charges, shall apply to Tenant's rental of the New Premises during the New
Premises Lease Term, and all references to the Premises and provisions relating
thereto contained in the Lease shall refer to the New Premises during the New
Premises Lease Term and are incorporated herein by reference. Except as
otherwise specifically provided herein, all of the terms, definitions, covenants
and conditions of the Lease are hereby ratified, confirmed and remain in full
force and effect, and are incorporated into this Addendum. This Addendum and the
Lease supersede in their entirety any and all prior written and oral agreements
and understandings of the parties pertaining to the New Premises Lease Term,
including without limitation that certain Letter of Intent dated December 10,
1996 written by Landlord to Tenant.
IN WITNESS WHEREOF the parties have executed this Addendum as of the
date and year first written above.
LANDLORD: WESTSIDE ASSOCIATES, LTD.,
A California limited partnership
By Its General Partner:
BBR Venture I,
a California limited partnership
By [SIG]
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Authorized Signator
By [SIG]
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Authorized Signator
Dated: February 11, 1997
TENANT: THE XXXX XXXXX LIFE CORPORATION,
a California corporation
By: [SIG]
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Its: CEO
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Dated: February 7, 1997
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[FLOORPLAN OF XXXX XXXXX LIFE INSURANCE]
