FRST AMENDMENT TO THE LEASE BETWEEN THE CTY OF LOS ANGELES AND GAVN DE BECKER & ASSOCATES, LP AT LOS ANGELES NTERNATONAL ARPORT (Lease LAA-8897 at 687 and 6875 W. mperal Hghway formerly 685 W. mperal Hghway) THS FRST AMENDMENT TO THE LEASE (ths Frst Amendment ) s made and entered nto ths day of, 207 (the Effectve Date ) between the Cty of Los Angeles, actng by and through ts Board of Arport Commssoners ( Board ) of the Los Angeles World Arports ( LAWA ), a department of the Cty of Los Angeles (collectvely, Cty ), GAVN-DE BECKER & ASSOCATES, LP, a Delaware lmted partnershp Lessee ), GAVN DE BECKER & ASSOCATES HOLDNGS, LLC, a Delaware lmted lablty company ( Guarantor ) (sometmes heren referred to ndvdually as a "Party," or together as "Partes"). Cty, Lessee, and Guarantor are each a Party to ths Frst Amendment, and collectvely are referred to heren as Partes. Los Angeles nternatonal Arport s referred to heren as LAX.' RECTALS The Partes hereby acknowledge and agree that ther respectve decsons to enter nto ths Frst Amendment are premsed on the followng rectals whch set forth certan facts upon whch the Partes agree: A. Cty and Lessee are partes to: () that certan Lease by and between Lessee, as lessee, and the Cty, as lessor, dated January 3, 206 pertanng to certan property commonly known as 687 and 6875 W. mperal Hghway (formerly known as 685 W. mperal Hghway), Los Angeles, Calforna and located at Los Angeles nternatonal Arport, desgnated as Lease No. LAA-8897, ( Lease LAA-8897 ); and () that certan Lease by and between Lessee, as lessee, and the Cty, as lessor, dated January 3, 206 pertanng to certan property consstng of a corrected 20,950 square feet of land, desgnated as Lease No. LAA-8898 ( Lease LAA- 8898 ), adjacent to Lease LAA-8897. B. Guarantor s the guarantor for Assgnor s oblgatons under Lease LAA-8897 and Lease LAA-8898 pursuant to that Guaranty Agreement dated January 3, 206 ( Guaranty ). C. Cty, Lessee and Guarantor have agreed to consoldate Lease LAA-8897 and Lease LAA-8898.
AGREEMENT NOW, THEREFORE, n consderaton of the promses and the mutual covenants and agreements set forth heren, and for other good and valuable consderaton, the recept and suffcency of whch are hereby acknowledged, the Partes agree as follows: SECTON. NAME CLARFCATON. Lessee s name n the Lease shall be corrected from GAVN DE BECKER & ASSOCATES, L.P. to GAVN DE BECKER & ASSOCATES, LP. Notwthstandng the foregong, Lessee represents and warrants that both names refer to Lessee. Lessee acknowledges and assumes all labltes and oblgatons ncurred n the name of GAVN DE BECKER & ASSOCATES, L.P. to the same extent as f they were made n the name of GAVN DE BECKER & ASSOCATES, LP. SECTON 2. DEMSED PREMSES 2. Artcle, Secton. of Lease LAA-8897 s hereby deleted n ts entrety and replaced wth the followng:. Demsed Premses. The subject property, commonly known as 697 and 6875 W. mperal Hghway, (formerly 685 W. mperal Hghway), Los Angeles, Calforna, s located at Los Angeles nternatonal Arport (herenafter referred to as Arport ) and ncludes: () () () approxmately 64,700 square feet of land ( Land ) for operatonal purposes; approxmately 3,840 square feet of land for shared vehcle parkng ( Vehcle Parkng ); and subject to Secton 5..2 below, approxmately 9,522 square feet of mprovements ( Buldngs ) consstng of an approxmately 7,272 square-foot offce buldng and an approxmately 2,250 square-foot shop buldng. The Buldngs are subject to acquston and reverson under Secton 5..2. The Buldngs, Land and Vehcle Parkng are collectvely referred to heren as Demsed Premses. The Demsed Premses are collectvely depcted and outlned n bold on the Premses Map attached hereto as Exhbt A. 2.2 Exhbt A of Lease LAA-8897 s hereby deleted n ts entrety and replaced wth Exhbt A of ths Amendment. 2.3 Exhbt B of Lease LAA-8897 s hereby deleted n ts entrety and replaced wth Exhbt B of ths Amendment. 2
SECTON 3. TERMNATON OF LEASE LAA-8898. Lease LAA-8898 shall be termnated as of the Effectve Date of ths Frst Amendment, provded that nothng heren shall be construed to release Assgnor, Guarantor, or Lessee from any lablty under Lease LAA-8898 arsng from any event up to and pror to the Effectve Date of ths Frst Amendment. SECTON 4. GUARANTES: CONDTONS. The followng s a condton concurrent to the effectveness of ths Frst Amendment: Notwthstandng () the amendments heren to Lease LAA-8897 and () the termnaton of Lease LAA-8898 under Secton 3 above, Guarantor guarantees all oblgatons of Lessee under Lease LAA-8897 and Lease LAA-8898 heretofore and from and after the Effectve Date, under the same terms and condtons as the Guaranty, wthout nterrupton, mutats mutands. The guarantes under ths Secton 4. shall be n addton to Guarantor s guarantes under the Guaranty and any other future guarantes by Guarantor n favor of Cty, and shall not be construed to dmnsh such guarantes. ' SECTON 5. EFFECT OF THS FRST AMENDMENT. Except as modfed by ths Frst Amendment, Lease LAA-8897 s hereby ratfed and confrmed and all other terms of Lease LAA-8897 shall reman n full force and effect, unaltered and unchanged by ths Frst Amendment. f there s any conflct between the provsons of ths Frst Amendment and the provsons of Lease LAA-8897, the provsons of ths Frst Amendment shall preval. Whether or not specfcally amended by ths Frst Amendment, all terms and provsons of Lease LAA- 8897 are amended to the extent necessary to gve effect to the purpose and ntent of ths Frst Amendment. SECTON 6. NTEGRATON: NO THRD PARTY BENEFCARES. No provsons of the Frst Amendment may be further amended or added to except by a wrtten agreement sgned by the Partes or ther respectve successors-n-nterest. Except as expressly provded for heren, ths Frst Amendment s not ntended to confer upon any person other than the Partes any rghts or remedes hereunder. SECTON 7. GOVERNNG LAW: NTERPRETATON. Ths Frst Amendment shall be governed by, and construed n accordance wth, the laws of the State of Calforna. Lease LAA- 8897 and ths Frst Amendment are subject to the provsons of the Los Angeles Admnstratve Code. Each Party represents and warrants that ths Frst Amendment has been negotated and drafted at arms length by equally sophstcated partes, and any ambguty cannot be attrbuted to ether Party hereto. f any provson of ths Frst Amendment, or the applcaton thereof to any persons or crcumstances, shall be nvald or unenforceable, the remander of ths Frst Amendment shall not be affected thereby, and each provson of ths Frst Amendment shall be vald and shall be enforceable to the fullest extent permtted by law. 3
SECTON 8. RGHTS OF UNTED STATES GOVERNMENT: NATON AT, EMERGENCY. Lease LAA-8897 and ths Frst Amendment shall be subordnate to the provsons and requrements of any exstng or future agreement(s) between Cty and the Unted States relatve to the development, operaton or mantenance of LAX, ncludng but not lmted to Arport Grant Assurances. Furthermore, Lease LAA-8897 and ths Frst Amendment shall be subject to whatever rght the Unted States Government now has or n the future may have or acqure affectng the control, operaton, regulaton, takng over, or use (whether exclusve or nonexclusve) of LAX durng war or a natonal emergency. SECTON 9. COUNTERPARTS. Ths Frst Amendment may be executed n any number of counterparts, each of whch shall be deemed an orgnal, but all of whch when taken together shall consttute one and the same nstrument. The sgnature page of any counterpart may be detached therefrom wthout mparng the legal effect of the sgnature(s) thereon provded such sgnature page s attached to any other counterpart dentcal thereto except havng addtonal sgnature pages executed by other partes to ths Frst Amendment attached thereto. 4
SGNATURE BLOCKS N WTNESS WHEREOF, the partes hereto have themselves or through ther duly authorzed offcers caused ths Lease to be executed as of the day and year herenbelow wrtten. APPROVED AS TO FORM: MCHAEL N. FEUER Cty Attorney CTY OF LOS ANGELES Date: Z/Vv? Date: By: Deputy/Assstentrhty Attorney By Executve Drector Department of Arports [sgnatures contnued on the followng page] 5
ATTEST: GAVN DE BECKER & ASSOCATES, LP By. gnature) QjpQ By. C-- Sgnature (2-0 CAbU JosmuA- E>e$sRLtFS Prnt Name Prnt Name [SEAL] General Partner Prnt Ttle ATTEST: GAVN DE BECKER & ASSOCATES HOLDNGS, LLC By. (Sgnature) CFO QotO Prnt Name [SEAL] By. Sgnature Jos-HCLA L>'BS5ftU^gS Prnt Name Coo Prnt Ttle 6
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GAVN DE BECKER & ASSOCATES, LP 687 and 6875 West mperal Hghway Los Angeles nternatonal Arport RENTAL PAYMENTS AND OTHER FEES* (Frst Amendment to Lease LAA-8897) RENT* AREA (Sq. Ft.) RATE PER Sq. Ft./YEAR MONTHLY ANNUAL Land 64,700 $6.83 $ 36,825.08 $ 44,90.96 Parkng 3,840 $6.83 $ 7,877.27 $ 94,527.24 Annual Prvlege Fee (commenced January 3 207) N/A N/A $258,333.33 $3,00,00.00 TOTAL RENT $303,035.68 $3,636,429.20 FATHFUL PERFORMANCE GUARANTEE (FPG)* PEROD NTAL AMOUNT Currently n effect through the remander of the Lease Term $909,07.04 *ALL RENT, FEES, FPG AND OTHER CHARGES, AS SET FORTH N THS EXHBT B, ARE SUBJECT TO ADJUSTMENT TO THE TERMS OF SECTON 5 OF LEASE LAA-8897, AS AMENDED. EXHBT B