Illinois-Itasca-Old Thorndale Road Lease [Amendment] - Centerpoint Realty Services Corp. and Playboy Enterprises Inc.
AMENDMENT TO LEASE
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THIS AMENDMENT TO LEASE ("Amendment") is dated as of the 1st day of June,
1997, by and between CENTERPOINT REALTY SERVICES CORPORATION, an Illinois
corporation ("Landlord") and PLAYBOY ENTERPRISES, INC., a Delaware corporation
("Tenant").
RECITALS
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A. Landlord and Tenant have entered into that certain Industrial Building
Lease dated as of September 6, 1996 ("Lease") with respect to a building
("Initial Improvements") to be constructed by Landlord on certain property
located along Old Thorndale Road in Itasca, Illinois as more particularly
described in the Lease. Landlord was inadvertently referred to as CenterPoint
Properties Corporation in the Lease. The parties acknowledge and agree that the
Landlord is CenterPoint Realty Services Corporation.
B. Landlord's construction of the Initial Improvements has progressed
more quickly than originally anticipated and Tenant would like to occupy the
Premises earlier than anticipated. Also, changes have been made to the Initial
Improvements. In connection with the foregoing, Landlord and Tenant have agreed
to amend the Lease to, among other things, revise the Estimated Office
Commencement Date, the Warehouse Commencement Date, the Termination Date and the
Base Rent Schedule.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
1. Recitals. The Recitals are incorporated into this Amendment as if
fully set forth in this Section 1.
2. Definitions. All terms used herein, unless otherwise specified, shall
have the meaning ascribed to them in the Lease.
3. Amendments. The terms of the Lease shall be amended as follows:
A. The Base Rent Schedule as defined in Section 1.1D of the Lease
is hereby deleted in its entirety and replaced with the following:
Period Annual Base Rent
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June 1, 1997 - the day preceding
the Office Rent Commencement Date $403,466.52
Office Rent Commencement Date -
November 30, 2002 $729,223.12
December 1, 2002 -
November 30, 2007 $837,666.00
B. The Estimated Office Commencement Date defined in Section l.1E is
hereby changed to July 25, 1997.
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C. The Initial Term defined in Section l.lM is hereby changed to the
period commencing June 1, 1997 and ending November 30, 2007.
D. The phrase Office Rent Commencement Date is hereby added as
Section 1.1 AE and shall mean the date which is the later of August 25, 1997 or
the thirtieth (30th) day after the Office Commencement Date.
E. Section 3.1 of the Lease is hereby deleted in its entirety and
replaced with the following:
"Section 3.1 Term. The Initial Term of this Lease shall commence
with respect to the Warehouse Space on June 1, 1997 (hereinafter
referred to as the "Commencement Date" and "Warehouse Commencement
Date"). The Initial Term of this Lease shall commence with respect to
the Office Space on the date (hereinafter referred to as the "Office
Commencement Date") which is the Substantial Completion Date of the
Office Space, which date is estimated to be the Estimated Office
Commencement Date. The Initial Term shall end on November 30, 2007,
unless sooner terminated as herein set forth. Concurrent with the
actual Warehouse Commencement Date and Office Commencement Date of
this Lease, Tenant shall deliver to Landlord an estoppel certificate
in accordance with Article XVII hereof."
F. The term Lease Year as used in the Lease is hereby changed to
calendar year.
G. Section 31.1 of the Lease shall be amended to provide (i) the
reference to 26,195 is hereby changed to 22,829, (ii) the sentence stating that,
"The Expansion Date shall be a date during Lease Year 6 or Lease Year 7" is
hereby deleted and replaced with the following: The Expansion Date shall be a
date during the period commencing December 1, 2002 and ending November 30, 2004,
and (iii) Annual Base Rent for the Expansion Space is hereby reduced to
$119,856.00.
H. Section 32.1 of the Lease shall be amended to provide that the
Annual Base Rent for the Expansion Space is reduced to $119,856.00.
I. The first sentence of Section 33.1C of the Lease is hereby
deleted and replaced by the following:
"All of the terms and provisions of this Lease (except this Article
XXXIII) shall be applicable to the Renewal Term, except that Annual
Base Rent for the Renewal Term shall be an amount equal to the lesser
of (i) one hundred fifteen percent (115%) of the Base Rent then being
paid for the Premises, including, but not limited to the Expansion
Space, if applicable, or (ii) the Fair Value as defined below."
4. Modifications. Except as herein modified, the terms, conditions and
covenants of this Lease shall remain unchanged and in full force and effect.
This Amendment may not be modified or amended except by written agreement
executed by the parties hereto.
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5. Successors and Assigns. This Amendment shall be binding upon and shall
inure to the benefit of the parties hereto and their respective successors and
assigns.
6. Governing Law. The validity, meaning and effect of this Amendment
shall be determined in accordance with the laws of the State of Illinois.
7. Counterparts. This Amendment may be executed in two counterparts, each
of which shall be deemed an original, but all of which together shall constitute
one and the same instrument.
8. Severability. The parties hereto intend and believe that each
provision in this Amendment comports with all applicable local, state and
federal laws and judicial decisions. However, if any provision in this Amendment
is found by a court of law to be in violation of any applicable ordinance,
statute, law, administrative or judicial decision, or public policy, and if such
court should declare such provision to be illegal, void or unenforceable as
written, then such provision shall be given force to the fullest possible
extent that the same is legal, valid and enforceable and the remainder of this
Amendment shall be construed as if such provision was not contained therein.
9. Construction. The headings of this Amendment are for convenience only
and shall not define or limit the provisions hereof. Where the context so
requires, words used in singular shall include the plural and vice versa, and
words of one gender shall include all other genders. In the event of a 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.
10. Legal Review. The parties hereto acknowledge that they have been
advised by legal counsel of their choice in connection with the interpretation,
negotiation, drafting and effect of this Amendment and they are satisfied with
such legal counsel and the advice which they have received.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the date set forth above.
LANDLORD: TENANT:
CENTERPOINT REALTY SERVICES PLAYBOY ENTERPRISES, INC.,
CORPORATION, an Illinois corporation a Delaware corporation
By: /s/ Paul S. Fisher By: /s/ Howard Shapiro
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Its:
Its: Ex.V.P.
By: /s/ Michael M. Mullen By:
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Its:
Its: President
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