California-Sunnyvale-460 Oakmead Parkway Lease [Amendment No. 2] - California First Ltd. and InterTrust Technologies Corp.
SECOND AMENDMENT TO LEASE
THIS SECOND AMENDMENT TO LEASE (this "Amendment") is made this 17th
day of April, 1997, by and between CALIFORNIA FIRST, LTD., a Florida limited
partnership ("Landlord") and INTERTRUST TECHNOLOGIES CORPORATION, a Delaware
corporation, formerly known as Electronic Publishing Resources, Inc.,
("Tenant").
RECITALS
A. Tenant currently leases from Landlord that certain premises
commonly known as 460 Oakmead Parkway, Sunnyvale, California (the "Current
Premises") consisting of approximately fifteen thousand four hundred nine
(15,409) square feet pursuant to that certain Lease dated April 28, 1994, as
amended by that certain First Amendment to Lease dated August 10, 1994
(together, the "lease").
B. Tenant desires to extend the term of the Lease for an additional
two (2) years on the terms and conditions set forth herein.
C. Landlord is willing to extend the term of the Lease on the terms
and conditions set forth herein.
NOW, THEREFORE, in consideration of the above recitals and the mutual
covenants and agreements contained herein, the parties hereto agree to amend the
Lease as follows:
1. Term. the term of the Lease is hereby extended for two (2) years
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so that the termination date of the Lease shall be August 31, 1999. The period
commencing on September 2, 1997 and ending on September 1, 1999 is referred to
herein as the "Extended Term".
2. Basic Rent. Paragraphs 4(a) and 5(a) of the Lease are hereby
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modified and amended to provide as follows:
"The monthly basic rent during the Extended Term shall be Nineteen Thousand
Six Hundred One Dollars ($19,601.00) per month."
3. Common Area Charges. During the Extended Term, Tenant shall
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continue to pay to Landlord its proportionate share (52.47%) of common area
charges as provided in paragraph 16 of the Lease, as amended by paragraph 5 of
the First Amendment to Lease, except that from and after January 1, 1998 there
shall be no limit on Tenant's proportionate share of common area charges and any
and all caps or limitations thereon shall be deemed terminated and of no further
force or effect from and after January 1, 1998.
4. Cancellation of Option to Extend Term. The option to extend the
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term of the Lease granted to Tenant pursuant to paragraph 55 of the Lease and
reaffirmed in paragraph 11 of the First Amendment to Lease is hereby cancelled
and shall be of no further
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force or effect. Tenant shall have no right to extend the term of the Lease
beyond August 31, 1999.
5. Cancellation of Option to Terminate. The option to terminate the
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Lease granted to Tenant pursuant to paragraph 58 of the Lease is hereby
cancelled and shall be of no further force or effect.
6. Continuation of Right of First Refusal. The right of first
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refusal granted to Tenant pursuant to paragraph 15 of the First Amendment to
Lease shall continue in full force and effect.
7. Brokers. Each party represents that it has not had dealings with
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any real estate broker, finder or other person with respect to this Amendment or
expanding the Premises, except for Colliers Parrish. Except for the broker
commissions to be paid by Landlord pursuant to a separate written agreement
between Landlord and Colliers Parrish, there are no leasing commissions to be
paid by Landlord or Tenant in connection with this transaction. Each party
hereto shall hold harmless the other party from all damages, loss or liability
resulting from any claims that may be asserted against the other party by any
broker, finder or other person with whom such party has dealt, or purportedly
has dealt, in connection with this transaction.
8. Restatement of Other Lease Terms. Except as specifically
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modified herein, all terms, covenants and conditions of the Lease shall remain
in full force and effect.
[Signatures on Next Page]
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IN WITNESS WHEREOF, the parties hereby execute this Amendment as of
the date first set forth above.
Landlord: Tenant:
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CALIFORNIA FIRST, LTD., INTERTRUST TECHNOLOGIES
a Florida limited partnership CORPORATION
a Delaware corporation
By: McCandless Partnership, (formerly Electronic
a California general Publishing Resource, Inc.)
partnership, a General
Partner
By:__________________________________
By:________________________________ Name:________________________________
Birk S. McCandless, as Trustee
under the Birk S. McCandless Title: President
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and Mary McCandless Inter Vivos
Trust Agreement dated February Date:________________________________
17, 1982, a General Partner
Date:______________________________ By:__________________________________
Name:________________________________
Title: Chief Financial Officer
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Date:________________________________