Exhibit 10.37(c)
Execution
version
SECOND AMENDMENT TO LEASE
(150 Pelican Way)
This
Second Amendment to Lease (this “Second Amendment”) is
dated as of October 4, 2006
and is by and between 150 Pelican LLC, a California limited liability company
(“Landlord”), and Century Theatres, Inc., a California
corporation (“Tenant”).
WITNESSETH
WHEREAS, Sycal Properties, Inc., a California corporation (“Original Landlord”),
and Tenant entered into that certain Lease Agreement dated as of October 31,1997, as amended by that
certain First Amendment to Lease dated December 1, 1998 (as amended, the “Original
Lease”), for office space at 150 Pelican Way, San Rafael, California (the “Premises”).
WHEREAS, 150 Pelican LLC has succeeded Sycal Properties, Inc. as Landlord and has
assumed all of its obligations as set forth in the Lease; and
WHEREAS, the parties hereto desire to further amend said Lease as hereinafter provided.
AGREEMENT
NOW, THEREFORE, for valuable consideration, the receipt and adequacy
of which is hereby acknowledged, and in exchange of the
mutual covenants made by the parties hereunder, the parties hereby amend the Lease as follows:
1. Capitalized terms used and not otherwise defined herein have the meanings set forth in the Lease.
2. This Second Amendment shall be effective as of the date of closing of the
transactions contemplated by the Stock Purchase Agreement, dated August 7, 2006, by and
among Tenant, Century Theatres Holdings, LLC, Syufy Enterprises, LP, Cinemark USA, Inc. and
Cinemark Holdings, Inc. (the “Effective Date”).
3. Notwithstanding anything to the contrary contained in the Lease,
commencing on the date that is the three (3) month anniversary
of the Effective Date of this Second Amendment and continuing until September 30, 2007, the Minimum Monthly
Rent shall be as follows: Tenant shall pay Landlord the amount shown on the Amended Exhibit A to
the First Amendment, prorated on a square foot basis, for the amount of square footage
within the Premises that Tenant continues to use or occupy during the month for which Minimum
Monthly Rent is being paid, and Tenant shall pay Landlord $1.35 per
square foot per month for the amount of square footage within the Premises that Tenant
does not occupy during such month.
4. Notwithstanding anything to the contrary contained in the Lease, commencing on
October 1,
2007 and continuing until the Expiration Date of the Lease, the Minimum Monthly
Rent shall be as follows: Tenant shall pay Landlord the amount shown on the Amended Exhibit
A to the First Amendment, prorated on a square foot basis, for the amount of square footage
within the Premises that Tenant continues to use or occupy during the month for
which Minimum Monthly Rent is being paid, and Tenant shall pay Landlord $1.44 per
square foot per month for the amount of square footage within the
Premises that Tenant does not occupy during
such month.
5. Tenant shall deliver to Landlord within sixty (60) days after the
Effective Date a written notice setting forth the portion of the Premises that it intends to
use or occupy, including the square footage and location within the Premises of such portion,
and the time period for which it intends to use or occupy such portion of the Premises. Tenant
shall deliver to Landlord a written notice setting forth any change with respect to the
portion of the Premises it intends to use or occupy, whether an increase or decrease in the
portion of the Premises used or occupied or a change in the location of such portion within
the Premises, and the time period for which it intends to use or occupy such portion of the
Premises at least thirty (30) days prior to the date of such change.
Notwithstanding the preceding sentence, Tenant shall have no right to
use or occupy any portion of the Premises for which Tenant has delivered a
notice to vacate pursuant to the above and which Landlord is using or has sublet
after the time of receipt of any, such written notice from Tenant pursuant to the terms
of this Section 5.
6. With respect to any portion of the Premises vacated by Tenant (and
identified in a notice to Landlord pursuant to Section 5 above) and/or in
the event that the Tenant occupies or uses none of the Premises, then so
long as the space in question remains unused by Tenant, the following sections of the Lease shall be
considered null and void and of no further force or effect with respect to such vacated
space or the entire Premises, as applicable: Sections 2.3, 4, 6.1 (with respect to
the second sentence only), 7, 9.1 (with respect to the second and third sentences only),
9.2, 9.3 (with respect to the second paragraph only), 10, 11.1, 11.2,
12.1, 12.3, 12.4, 13, 16.2, 17.1(b) and 18.7.
7. If,
at any time during the term of the Lease, the Tenant does not continue to
occupy any portion of the Premises, the Landlord shall have the right to use or sublet the portion
of the Premises not occupied by the Tenant.
8. In the event of any inconsistencies between the terms of
this Second Amendment and the Lease, the terms of this Second Amendment shall prevail.
9. This Second Amendment may be executed in counterparts each of which counterparts
when taken together shall constitute one and the same agreement.
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