UNITED C.O. T THIRD AMENDMENT TO THE AMENDED AND RESTATED TERMINAL FACILITIES LEASE AND LICENSE AGREEMENT THIS THIRD AMENDMENT TO THE AMENDED AND RESTATED TERMINAL FACILITIES LEASE AGREEMENT (this “Third Amendment”) is made as of ____________________ , 2016 between the CITY OF LOS ANGELES, acting by and through the Board of Airport Commissioners of its Department of Airports, as landlord and licensor (the “Landlord”), and UNITED AIRLINES, INC., as tenant and licensee (the “Tenant”) and shall be effective on the last day of the month following Los Angeles City Council approval of this Third Amendment. RECITALS WHEREAS, the Tenant and the Landlord entered into an Amended and Restated Terminal Facilities Lease Agreement dated November 16, 2009 (LAA-3088) (the “Original Lease”), a First Amendment to the Amended and Restated Terminal Facilities Lease Agreement dated November 6, 2013 (LAA-3088A)(the “First Amendment”), and a Second Amendment to the Amended and Restated Terminal Facilities Lease Agreement dated April 6, 2015 (LAA- 3088B)(the “Second Amendment.” and together with First Amendment and the Original Lease, the “UA Lease”): WHEREAS, the Tenant wishes to discontinue leasing space in Terminal 6; NOW, THEREFORE, in consideration of the mutual agreements contained in this Third Amendment, the Landlord and the Tenant agree with each other as follows (certain terms used in this Third Amendment and not defined elsewhere in the text of this Third Amendment, are used with the meanings specified in the UA Lease): AGREEMENT Section 1.1 of the UA Lease shall be amended and restated in its entirety as 1. follows: “1.1. This Lease shall commence on November 15, 1981 (the “Commencement Date”) and shall terminate (a) with respect to (i) the Demised Premises including Gates in Terminal 6 (the “T6 Demised Premises”) and any associated maintenance obligations, (ii) the licenses in connection with the lease of the T6 Demised Premises, and (iii) any equipment leased to the Tenant located in the T6 Demised Premises and any associated maintenance obligations, on the last day of the month following Los Angeles City Council (“City Council”) approval of the Third Amendment to this Lease, and (b) with respect to the remainder of the Lease, on November 1, 2025 (the “Term”), unless earlier terminated pursuant to the terms hereinafter set forth.” Exhibit A-3 to the UA Lease shall be replaced with Exhibit A-3 attached hereto. 2. 3. Miscellaneous. 1 TY kdrive/Third Amendment to United T6/7/8 Lease v.2
Transcript
UNITEDC.O. T
THIRD AMENDMENT TO THE AMENDED AND RESTATED TERMINAL FACILITIES LEASE AND LICENSE AGREEMENT
THIS THIRD AMENDMENT TO THE AMENDED AND RESTATED TERMINAL FACILITIES LEASE AGREEMENT (this “Third Amendment”) is made as of____________________ , 2016 between the CITY OF LOS ANGELES, acting by and throughthe Board of Airport Commissioners of its Department of Airports, as landlord and licensor (the “Landlord”), and UNITED AIRLINES, INC., as tenant and licensee (the “Tenant”) and shall be effective on the last day of the month following Los Angeles City Council approval of this Third Amendment.
RECITALS
WHEREAS, the Tenant and the Landlord entered into an Amended and Restated Terminal Facilities Lease Agreement dated November 16, 2009 (LAA-3088) (the “Original Lease”), a First Amendment to the Amended and Restated Terminal Facilities Lease Agreement dated November 6, 2013 (LAA-3088A)(the “First Amendment”), and a Second Amendment to the Amended and Restated Terminal Facilities Lease Agreement dated April 6, 2015 (LAA- 3088B)(the “Second Amendment.” and together with First Amendment and the Original Lease, the “UA Lease”):
WHEREAS, the Tenant wishes to discontinue leasing space in Terminal 6;
NOW, THEREFORE, in consideration of the mutual agreements contained in this Third Amendment, the Landlord and the Tenant agree with each other as follows (certain terms used in this Third Amendment and not defined elsewhere in the text of this Third Amendment, are used with the meanings specified in the UA Lease):
AGREEMENT
Section 1.1 of the UA Lease shall be amended and restated in its entirety as1.follows:
“1.1. This Lease shall commence on November 15, 1981 (the “Commencement Date”) and shall terminate (a) with respect to (i) the Demised Premises including Gates in Terminal 6 (the “T6 Demised Premises”) and any associated maintenance obligations, (ii) the licenses in connection with the lease of the T6 Demised Premises, and (iii) any equipment leased to the Tenant located in the T6 Demised Premises and any associated maintenance obligations, on the last day of the month following Los Angeles City Council (“City Council”) approval of the Third Amendment to this Lease, and (b) with respect to the remainder of the Lease, on November 1, 2025 (the “Term”), unless earlier terminated pursuant to the terms hereinafter set forth.”
Exhibit A-3 to the UA Lease shall be replaced with Exhibit A-3 attached hereto.2.
3. Miscellaneous.
1TY kdrive/Third Amendment to United T6/7/8 Lease v.2
It is understood and agreed by and between the parties that, except as specifically provided herein, this Third Amendment shall not, in any manner, alter, change, modify or affect any of the rights, privileges, duties or obligations of either of the parties under the UA Lease, as amended, and except as expressly amended herein, all of the terms, covenants and conditions of the UA Lease, as amended, shall remain in full force and effect.
3.1.
This Third Amendment shall be binding upon the parties hereto and their respective heirs, personal representatives, successors and assigns.
3.2.
This Third Amendment may be executed in a number of identical counterparts, each of which for all puiposes is deemed an original, and all of which constitute collectively one agreement. Facsimile signatures may be utilized.
3.3.
[signature page follows]
2TY kdrive/Third Amendment to United T6/7/8 Lease v.2
IN WITNESS WHEREOF, the Landlord and the Tenant have respectively executed this Third Amendment as of the day and year first above written.
APPROVED AS TO FORM. LANDLORD:
Michael N. Feuer, City Attorney
CITY OF LOS ANGELES
By:Executive Director Department of Airports
Date:
UMBy:uty/Assistant City At •y
TENANT:
UNITED AIRLINESLTNC.)ATTEST:
By: £Peter Froertlich
Managing PirtetorName:Title:
By:<N: i: hi'fie•s' A.
e c-r e 4~& tTTitle/: Y[Corporate Seal]
1TY kdrive/Third Amendment to United T6/7/8 Lease v.l
Los Angeles World AirportsLease Exhibit A-3
United Airlines, Inc.LAA-3088 - Third Amendment
10/6/2016 Page 1 of 7
Terminals 6, 7 and 8iSoriptibnlUfeatib Description1 SpaceShel Space n)
Terminal 6N/A N/A 0NONE
0Terminal 6 Total Area
i
jI
SI
10/6/2016 Los Angeles World AirportsLease Exhibit A-3
1 24 Basement Level Ticketing4 Basement Level Ticketing5 Basement Level Ticketing4 First Level East Ticketing5 First Level East Ticketing
10 First Level East Ticketing11 First Level East Ticketing14 First Level East Ticketing 29 First Level East Ticketing 35 First Level East Ticketing 37 First Level East Ticketing 41 First Level East Ticketing 10 First Level West Ticketing12 First Level West Ticketing15 First Level West Ticketing 18 First Level West Ticketing16 First Level West Ticketing17 First Level West Ticketing 3 First Level West Ticketing3 Second Level East Ticketing4 Second Level East Ticketing5 Second Level East Ticketing6 Second Level East Ticketing7 Second Level East Ticketing
20 Second Level East Ticketing 57 Second Level East Ticketing 24 Second Level East Ticketing 23 Second Level East Ticketing27 Second Level East Ticketing29 Second Level East Ticketing28 Second Level East Ticketing30 Second Level East Ticketing46 Second Level East Ticketing47 Second Level East Ticketing18 Second Level East Ticketing 26 Second Level East Ticketing37 Second Level East Ticketing38 Second Level East Ticketing 43 Second Level East Ticketing2 Second Level West Ticketing3 Second Level West Ticketing
5 Second Level West Ticketing8 Second Level West Ticketing
11 Second Level West Ticketing 13 Second Level West Ticketing 17 Second Level West Ticketing7 Second Level West Ticketing
12 Second Level West Ticketing 16 Second Level West Ticketing2 Public Level East Ticketing
29 Public Level East Ticketing 11 Public Level East Ticketing3 Public Level West Ticketing9 Public Level West Ticketing1 Public Level West Ticketing2 Channel Level Connector3 Channel Level Connector4 Channel Level Connector5 Channel Level Connector
13 Public Level Connector15 Public Level Connector16 Public Level Connector 27 Public Level Connector31 Public Level Connector32 Public Level Connector33 Public Level Connector34 Public Level Connector35 Public Level Connector36 Public Level Connector 26 Public Level Connector
38 Public Level Satellite 46 Public Level Satellite 35 Public Level Satellite 50 Public Level Satellite 52 Public Level Satellite 14 Public Level Satellite 34 Public Level Satellite 42 Public Level Satellite32 Public Level Satellite33 Public Level Satellite
Public Level Satellite Public Level Satellite
24 Public Level Satellite 23 Public Level Satellite
3 Public Level Satellite3 Mezzanine Level Satellite
28 Channel Level Satellite1 Operations Level North Satellite 8 Operations Level North Satellite3 Operations Level North Satellite 7 Operations Level North Satellite4 Operations Level North Satellite
12 Operations Level North Satellite 21 Operations Level North Satellite 20 Operations Level North Satellite17 Operations Level North Satellite35 Operations Level North Satellite26 Operations Level North Satellite27 Operations Level North Satellite18 Operations Level North Satellite28 Operations Level North Satellite29 Operations Level North Satellite31 Operations Level North Satellite32 Operations Level North Satellite36 Operations Level North Satellite 53 Operations Level North Satellite30 Operations Level North Satellite 25 Operations Level North Satellite 34 Operations Level North Satellite 48 Operations Level North Satellite 47 Operations Level North Satellite32 Operations Level South Satellite33 Operations Level South Satellite31 Operations Level South Satellite29 Operations Level South Satellite 28 Operations Level South Satellite
