Exhibit 10.1
FIRST AMENDMENT TO LEASE
This FIRST AMENDMENT TO LEASE ("Amendment") is entered into as
of this 6th day of October, 1999, by and between XXXXXX XXXXXX, LLC, a Delaware
limited liability company ("Landlord"), and CUTTER & BUCK, INC., a Washington
corporation ("Tenant"), with respect to the facts set forth in the Recitals
below.
R E C I T A L S :
A. Landlord and Tenant are parties to that certain Industrial
Lease dated May 27, 1999 (the "Lease"), whereby Tenant currently leases from
Landlord those certain premises (the "Premises"), in Oakesdale Business Campus
located at 0000 Xxxxxxxxx Xxxxxx XX, Xxxxxx, Xxxxxxxxxx and containing
approximately 170,500 square feet.
B. Capitalized terms which are not defined in this Amendment
have the meanings given to them in the Lease.
C. Landlord and Tenant desire to modify the Lease as follows
with regard to the construction of office improvements.
A G R E E M E N T:
NOW, THEREFORE, in consideration of the foregoing Recitals,
the mutual covenants and agreements contained herein, and other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, Landlord and Tenant agree as follows:
1. INITIAL MONTHLY BASE RENT. The entire second sentence of
Paragraph 1(j) of the Lease, beginning with "By way of example, . . .", is
hereby deleted in its entirety and replaced by the following:
"By way of example, if the Building contains 170,500 square
feet, of which 10,383 square feet comprise office space, the
initial Monthly Base Rent shall be equal to the sum of (A)
$.3325 x 170,500 (i.e. $56,691.25) plus (B) $.65 x 10,383
(i.e. $6,748.95), for a total initial Monthly Base Rent of
$63,440.20."
2. EARLY ENTRY. The first sentence of Paragraph 4(c) of the
Lease is deleted in its entirety. The entire second sentence of Paragraph 4(c)
of the Lease, beginning with "Tenant may elect . . . ," is hereby deleted and
replaced by the following:
"Tenant may elect to enter upon the Premises commencing on
October 4, 1999 (the "Early Entry Date") in order to install
communications cable, fixtures and racking and the like, at
Tenant's sole cost and expense (collectively, "Tenant's
Work")."
3. BUILDING SHELL; TENANT IMPROVEMENTS. The entire second
sentence of Paragraph 1 of Exhibit C, beginning with "As used in the Lease . . .
," is hereby deleted and replaced by the following:
"As used in the Lease and this Work Letter Agreement, the term
"Tenant Improvements" or "Tenant Improvement Work" means
collectively those items of tenant improvement construction
relating to the office portion of the Premises ("Office
Improvements") shown on the Tenant's Final Plans (described in
Paragraph 4 below), the Above-Standard Improvements (described
in Paragraph 5(b) below) and the Above Standard Office
Improvements (described in Paragraph 5(g) below)."
4. WORK COST ESTIMATE AND STATEMENT. The first three (3)
sentences of Paragraph 4(f) of Exhibit C are hereby deleted and replaced by the
following:
"Prior to the commencement of construction of any of the
Office Improvements and/or the Above-Standard Improvements
and/or the Above Standard Office Improvements shown on
Tenant's Final Plans, Landlord will submit to Tenant a written
estimate of the cost to complete the Tenant Improvement Work,
which written estimate will be based on the Tenant's Final
Plans taking into account any modifications which may be
required to reflect changes in the Tenant's Final Plans
required by the City or County in which the Premises are
located (the "Work Cost Estimate"). Tenant acknowledges that
it has approved the Work Cost Estimate submitted by Landlord."
5. OFFICE ALLOWANCE. The "$210,000" figure set forth in
Paragraph 5(a) of Exhibit C is hereby deleted and replaced with "$363,405."
6. EXCESS COSTS. The entire first and second sentences of
Paragraph 5(c) of Exhibit C are hereby deleted and replaced with the following:
"The cost of each item referenced in Paragraphs 5(a) and 5(b)
above and Paragraph 5(g) below shall be charged against the
respective Allowance. If the Work Cost for either the Office
Improvements or the Above-Standard Improvements or the Above
Standard Office Improvements exceeds the respective Allowance,
Tenant agrees to pay to Landlord such excess including
reasonable fees for the contractor prior to the commencement
of construction (less any sums previously paid by Tenant for
such excess pursuant to the Work Cost Estimate)."
7. UNUSED ALLOWANCE AMOUNTS. Paragraph 5(e) of Exhibit C is
hereby deleted and replaced with the following:
"Except as provided in the following sentence, any unused
portion of any Allowance upon completion of the Tenant
Improvements will not be refunded to Tenant or be available to
Tenant as a credit against any obligations of Tenant under the
Lease. The unused portion of any Allowance, if any, shall be
credited against the excess costs, if any, associated with
improvements made with respect to any of the other
Allowances."
8. AMENDMENT TO LEASE. Paragraph 5(f) of Exhibit C is hereby
deleted in its entirety and replaced with the following:
"Within fifteen (15) business days following the Commencement
Date (as defined in Paragraph 8(a) below), Landlord and Tenant
shall execute an amendment to the Lease setting forth a new
rent schedule which incorporates the amortization of any costs
funded by Landlord with respect to the Above Standard
Allowance or the Above Standard Office Allowance."
9. ABOVE STANDARD OFFICE ALLOWANCE. Paragraph 5(g) is hereby
added to Exhibit C as follows:
"ABOVE STANDARD OFFICE ALLOWANCE. In addition to the Above
Standard Allowance described in Paragraph 5(b) above, Landlord
hereby grants to Tenant an allowance of up to $70,000 ("Above
Standard Office Allowance") for the purchase, construction and
installation of the above-standard office improvements
described on SCHEDULE "2" to this Exhibit "C" ("Above Standard
Office Improvements"). The Office Allowance, the Above
Standard Allowance and the Above Standard Office Allowance are
sometimes each individually referred to as an "Allowance" and
sometimes collectively referred to as the "Allowances." All
costs disbursed or expended by Landlord as part of the Above
Standard Office Allowance shall be fully amortized over the
original seven (7) years of the Term, plus interest at a rate
of eleven percent (11%) per year, and the annual amortized
amount shall be paid by Tenant monthly, as additional rent
under the Lease, in equal installments throughout such seven
(7) year period until such excess costs have been fully
repaid."
10. COMMENCEMENT DATE. The term "Shell Delivery Date" set
forth in Paragraph 8(a) of Exhibit C is hereby deleted and replaced with the
term "Early Entry Date." Therefore, if the Early Entry Date is actually October
4, 1999, then the Commencement Date will not occur earlier than November 15,
1999.
11. SCHEDULE "2" TO EXHIBIT C. The attached Schedule "2",
entitled "Above Standard Office Improvements," is hereby added to Exhibit C of
the Lease.
12. NO OTHER MODIFICATION. Except as specifically modified in
this Amendment, the Lease remains in full force and effect between the parties
hereto, as modified by this Amendment. To the extent of any inconsistency or
conflict between the terms and conditions of the Lease and the terms and
conditions of this Amendment, the terms and conditions of this Amendment shall
prevail and control.
IN WITNESS WHEREOF, Landlord and Tenant have executed this
Amendment as of the date first written above.
TENANT: LANDLORD:
CUTTER & BUCK, INC., XXXXXX XXXXXX, LLC,
a Washington corporation a Delaware limited liability company
By: Xxxxxx Industrial Partners, Inc.,
a California corporation,
By: /s/ XXXXXX XXXXX Its: Managing Member
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Print Name: XXXXXX XXXXX
Print Title: VP of Operations
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By: /s/ XXXX X. XXXXX
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Print Name: Xxxx X. Xxxxx
Print Title: Vice President
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STATE OF WASHINGTON )
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) ss.
COUNTY OF KING )
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I certify that I now or have satisfactory evidence that
Xxxx Xxxxx is the person who appeared before me, and said person acknowledged
that he/she was authorized to execute the instrument and acknowledged it as
the VICE PRESIDENT OF OPERATIONS of CUTTER & BUCK INC. to be the free and
voluntary act of such party for the uses and purposes mentioned in the
instrument.
Dated: OCTOBER 6, 1999
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/s/ XXXXXXX X XXXXXXX
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Notary Public
Print Name: Xxxxxxx X. Xxxxxxx
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My commission expires 11/29/99
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(Use this space for notarial stamp/seal)
STATE OF CALIFORNIA )
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) ss.
COUNTY OF LOS ANGELES )
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I certify that I now or have satisfactory evidence that
XXXX X. XXXXX is the person who appeared before me, and said person
acknowledged that he/she was authorized to execute the instrument and
acknowledged it as the Vice President of XXXXXX INDUSTRIAL PARTNERS, INC. to
be the freeand voluntary act of such party for the uses and purposes
mentioned in the instrument.
Dated: OCTOBER 11, 1999
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/S/ XXXXX XXXXX XXXXXXXX
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Notary Public
Print Name: XXXXX XXXXX XXXXXXXX
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My commission expires OCT 11, 2002
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(Use this space for notarial stamp/seal)
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ABOVE STANDARD OFFICE IMPROVEMENTS
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ITEM ESTIMATED ADDITIONAL COST
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Total $70,000
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