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EXHIBIT 10.6C
FIRST AMENDMENT
TO
OFFICE LEASE AGREEMENT
THIS FIRST AMENDMENT (the "Amendment") is entered into as of March __,
1997, by and between GRAND PACIFIC LIMITED PARTNERSHIP, a Washington limited
partnership ("Landlord"), and fine.com CORPORATION, a Washington corporation
("Tenant").
Recitals
A. Landlord owns the building commonly known as the Grand Pacific
Building (the "Building"), which is situated on real property located in
Seattle, Washington and described more particularly in Exhibit 1 hereto and in
that certain Office Lease Agreement dated February 28, 1996 (the "Lease")
between Tenant and Landlord.
B. Pursuant to the Lease, Tenant leased from Landlord certain office
space consisting of approximately four thousand six hundred ninety-five (4,695)
square feet of rentable area (the "Original Space") situated on the second floor
of the Building.
C. Thereafter, Tenant exercised its right in the Lease to lease from
Landlord certain additional office space consisting of approximately one
thousand seventy-two (1,072) square feet of rentable area (the "Expansion
Space") situated adjacent to the Original Space on the second floor of the
Building.
D. Now, on the following terms and conditions, Landlord and Tenant
desire to amend the Lease to include additional office space and a certain
non-exclusive common area, consisting of approximately seven hundred
seventy-three (773) square feet (the "First Additional Space") situated on the
second floor of the Building. The First Additional Space is outlined in red on
the Floor Plan attached to this Amendment as Exhibit 2.
NOW, THEREFORE, in consideration of the mutual covenants set forth
below, Landlord and Tenant agree as follows:
1. Continuation of Lease. Except as provided in Section 2 of this
Amendment, each and every provision of the
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Lease shall remain unchanged and shall apply with full force and effect to the
First Additional Space, including Tenant's obligation to pay periodic Additional
Charges. All capitalized terms in this Amendment, unless defined herein, shall
have the meanings set forth in the Lease. Unless the context requires otherwise,
"Premises" as used in the Lease shall mean the Original Space, the Expansion
Space, and the First Additional Space.
2. Additional Terms. The Lease is hereby amended to include the
following additional terms:
2.1 First Additional Space. Tenant hereby acknowledges that
the First Additional Space consists of both rentable office floor space and
bathroom and hallway space shared with other tenants of the Building. Tenant
agrees to pay rent for the entirety of the First Additional Space without regard
to whether the actual square feet of office floor space is more or less than
seven hundred seventy-three (773) square feet. Tenant further agrees that the
door located in the southeast corner of the First Additional Space (marked on
the attached Floor Plan with an "X") will remain unlocked and unobstructed at
all times. Tenant agrees to use the door as an emergency exit only and shall
permit access to the door by other tenants at all times for emergency purposes.
2.2 Occupancy Commitment Date. Tenant shall be entitled to
occupy the First Additional Space on the date of this Amendment for the purpose
of completing tenant improvements permitted under the Lease and this Amendment.
2.3 Minimum Rent Commencement Date. Tenant's obligation to pay
monthly Minimum Rent for the First Additional Space shall begin on May 1, 1997.
2.4 Minimum Rent. The Minimum Rent payable by Tenant for the
First Additional Space beginning on the Effective Date (as shown below), and
until the next succeeding Effective Date, shall be as follows:
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Rent Per
Square Foot New Monthly
Effective Date Per Annum Minimum Rent
-------------- ---------- ------------
May 1, 1997 $11.95 $769.78
April 15, 1998 $14.00 $901.83
April 15, 1999 $14.50 $934.04
April 15, 2000 $15.00 $966.25
The parties agree that the First Additional Space shall be deemed to
contain seven hundred seventy-three (773) square feet and there shall be no
adjustment in Minimum Rent set forth hereinabove due to the fact that the First
Additional Space contains less or more than seven hundred seventy-three (773)
square feet.
2.5 No Option to Extend. Tenant's option to extend set forth
in Section 3.3.2 of the Lease shall not apply to the First Additional Space.
2.6 Tenant's Share of Direct Costs. 1.99% shall be Tenant's
Percentage of Excess Expenses of the Commercial Complex attributable to the
First Additional Space.
2.7 Alterations of the Premises. Tenant hereby accepts the
First Additional Space in its current condition. Tenant may make, at its
expense, Alterations to the First Additional Space only in compliance with
Section 10.2 of the Lease. Tenant's Alterations may include opening the demising
wall between Units C and D of the Premises to install an internal staircase
connecting portions of Tenant's Premises. The final location and plans and
specifications for such staircase must be approved by Landlord.
2.8 Termination. Tenant shall have the right, upon ninety (90)
days' advanced written notice to Landlord, to terminate this Amendment and, as a
result, terminate its lease of the First Additional Space. If, however, Tenant
terminates its lease of the First Additional Space prior to the Expiration Date
(as defined in Section 3.2 of the Lease) Tenant shall, at its expense, close the
demising walls between Units C and D to restore them to their condition prior to
Tenant's Alterations and otherwise close the First Additional Space from access
to the installed internal staircase (which installed staircase can remain). All
other provisions of the Lease that apply with respect to the Premises upon
termination of the Lease shall apply with equal force with respect to the First
Additional Space upon termination of this Amendment.
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LANDLORD:
GRAND PACIFIC LIMITED PARTNERSHIP, a
Washington limited partnership
By WHITEHALL CAPITAL CORPORATION,
a Washington corporation
/s/
By ___________________________
Its President
TENANT:
fine.com CORPORATION
a Washington corporation
/s/ Daniel M. Fine
By _______________________________
Its President
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STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
I certify that I know or have satisfactory evidence that
_________________________ is the person who appeared before me, and said person
acknowledged that he/she signed this instrument, on oath stated that he/she was
authorized to execute the instrument and acknowledged it as the
____________________ of GRAND PACIFIC LIMITED PARTNERSHIP to be the free and
voluntary act of such party for the uses and purposes mentioned in the
instrument.
Dated:_________________________
(Seal or stamp) _______________________________
(Signature)
_______________________________
(Print Name)
Residing at ___________________
My appointment expires_________
STATE OF WASHINGTON )
) ss.
COUNTY OF KING )
I certify that I know or have satisfactory evidence that
_________________________ is the person who appeared before me, and said person
acknowledged that he/she signed this instrument, on oath stated that he/she was
authorized to execute the instrument and acknowledged it as the
____________________ of fine.com CORPORATION to be the free and voluntary act of
such party for the uses and purposes mentioned in the instrument.
Dated:_________________________
(Seal or stamp) _______________________________
(Signature)
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_______________________________
(Print Name)
Residing at ___________________
My appointment expires_________
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FIRST AMENDMENT TO OFFICE LEASE AGREEMENT
Dated March ___, 1997
between
Grand Pacific Limited Partnership,
a Washington Limited Partnership, Landlord,
and
fine.com CORPORATION, a Washington corporation, Tenant
EXHIBIT 1
LEGAL DESCRIPTION OF THE PROPERTY
That certain real property located in King County, Washington and described as
the Colonial/Grand Pacific, a condominium according to Condominium Declaration
recorded under King County Recording No. 9202101191.
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FIRST AMENDMENT TO OFFICE LEASE AGREEMENT
Dated March ___, 1997
between
Grand Pacific Limited Partnership,
a Washington Limited Partnership, Landlord,
and
fine.com CORPORATION, a Washington corporation, Tenant
EXHIBIT 2
FLOOR PLAN OF FIRST ADDITIONAL SPACE
[See Attached]