AMENDMENT ONE TO LEASE
THIS AMENDMENT ONE TO LEASE is made this 27th day of September, 1996, by and
between ▇▇▇▇▇ BANK N.A., formerly known as The ▇▇▇▇▇ National Bank of
Washington, D.C., as trustee of the Multi-Employer Property Trust, (the
"Landlord"), and ADVANCED MATERIALS GROUP, INC., a Nevada corporation (the
"Tenant").
WHEREAS, Landlord and Tenant entered into a Lease Agreement dated February 1,
1994, (the "Lease"), for approximately 28,488 square feet of space located in
Building B of Tualatin Corporate Center at ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇-▇▇▇▇▇▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇ (the "Premises"), as more fully described in the Lease; and
WHEREAS, the current term of the Lease expires February 28, 1997, and Landlord
and Tenant desire to extend the Lease Term, adjust the monthly base rent and to
modify the Lease accordingly;
NOW, THEREFORE, in consideration of the covenants and agreements contained
herein, the parties hereby mutually agree as follows:
1. The term of the Lease is hereby extended for a period of Thirty-six
(36) months commencing March 1, 1997, and terminating February 29, 2000.
2. Effective March 1, 1997, the monthly base rent as provided for in
Paragraph 2 of the Lease shall be as follows:
Months Monthly Base Rent
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3/1/97 - 8/31/98 $7,977.00
9/1/98 - 2/29/00 $8,262.00
3. Landlord hereby acknowledges receipt of the sum of Five Hundred
Seventy and No/100 Dollars ($570.00) as additional security deposit.
4. With the exception of this Lease, neither the Tenant nor any affiliate
of the Tenant is a tenant under a lease or any other tenancy arrangement (i)
with (a) ▇▇▇▇▇ Bank N.A., formerly known as The ▇▇▇▇▇ National Bank of
Washington, D.C., as trustee of the Multi-Employer Property Trust; (b) the
Multi-Employer Property Trust; (c) The National Bank of Washington
Multi-Employer Property Trust; (d) Alameda Industrial Properties Joint Venture;
(e) ▇▇▇▇▇▇ International Business Campus Joint Venture; (f) Beaverton-▇▇▇▇▇▇▇
Tech Properties; (g) Corporate Drive Corporation as trustee of the Corporate
Drive Nominee Realty Trust; (h) Goldbelt Place Joint Venture; or (i) Boa 1515;
or (ii) involving any property in which the entities named in clauses (a), (b)
or (c) are known by the Tenant to have any ownership interest.
5. (a) As used in this paragraph, the term "Access Laws" shall mean the
Americans with Disabilities Act of 1990, the Fair Housing Amendments Act of
1988, all state and local laws or ordinances related to handicapped access, or
any statute, rule, regulation, ordinance, order of governmental bodies or
regulatory agencies, or order or decree of any court adopted or enacted with
respect to any of the foregoing. The term Access Laws shall include all Access
Laws now in existence or hereafter enacted, adopted or applicable.
(b) Landlord makes no representations regarding the compliance of the
Premises, Building or the Project with Access Laws; provided that, if any
improvements or alternations constructed by Landlord do not comply with Access
Laws, Landlord shall be responsible for correcting such defects if and to the
extent required by law.
(c) Tenant agrees to notify Landlord immediately if Tenant becomes
aware of (i) any condition or situation in or on the Premises which would
constitute a violation of any Access Laws, or (ii) any threatened or actual
lien, action or notice of the Premises not being in compliance with any Access
Laws. Tenant shall inform Landlord of the nature of any such condition,
situation, lien, action or notice and of the action Tenant proposes to take in
response thereto.
(d) Tenant shall be solely responsible for all costs and expenses
relating to or incurred in connection with bringing the Premises, the Building
and the common areas into compliance with the Access Laws if and to the extent
such costs and expenses arise out of or relate to Tenant's use of the Premises
or Tenant's modifications, improvements or alterations to the Premises after the
date of this Lease.
(e) Tenant agrees to indemnify, defend and hold Landlord harmless
from and against any and all claims, demands, damages, losses, liens,
liabilities, penalties, fines, lawsuits, and other proceedings and costs and
expenses (including attorneys fees), arising directly or indirectly from or out
of, or in any way connected with, any activity on or use of the Premises, the
Building or the Project by Tenant,
its agents, employees, contractors, invitees, or any subtenant or concessionaire
put into possession of all or any part of the Premises by Tenant, which activity
or use results in the Premises violating any applicable Access Laws.
(f) The provisions in this paragraph shall supersede any other
provisions in this Lease regarding Access Laws to the extent inconsistent with
the provisions of this paragraph. The provisions in this paragraph shall survive
the expiration of the Term or the termination of this Lease for any other reason
whatsoever.
6. In the event any payment due from Tenant to Landlord is made by a
party other than Tenant, such payment shall be deemed to have been made by and
for the account of Tenant, and the party making such payment shall have no
rights under this Lease.
7. Tenant warrants that all necessary corporate actions have been duly
taken to permit Tenant to enter into this Amendment to Lease and that each
undersigned officer has been duly authorized and instructed to execute this
Amendment to Lease.
8. Except as expressly modified above, all terms and conditions of the
Lease remain in full force and effect and are hereby ratified and confirmed.
LANDLORD: TENANT:
▇▇▇▇▇ BANK N.A., formerly known as ADVANCED MATERIALS GROUP, INC.,
The ▇▇▇▇▇ National Bank of Washington, a Nevada corporation
D.C., as trustee of the Multi-Employer
Property Trust
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ VP/CFO
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Senior Trust Officer Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
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Date: 11/8/96 Date: 10/3/96
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TENANT
STATE OF California )
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SS.
County of Los Angeles )
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BE IT REMEMBERED, That on this third day of October, 1996, before me, the
undersigned a Notary Public in and for said County and State, personally
appeared the within name ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, known to me to be VP/CFO who executed
the within instrument and acknowledged to me that he executed the same freely
and voluntarily.
IN TESTIMONY WHEREOF, I hereunto set my hand and affixed my
official seal the day and year last above written.
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Notary Public for
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My commission expires
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[SEAL]
LANDLORD
District of Columbia )
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SS.
County of )
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BE IT REMEMBERED, That on this 8th day of November, 1996, before me, the
undersigned a Notary Public in and for said County and State, personally
appeared the within name ▇▇▇▇▇ ▇▇▇▇▇▇▇ known to me to be Senior Trust Officer
who executed the within instrument and acknowledged to me that he executed the
same freely and voluntarily.
IN TESTIMONY WHEREOF, I hereunto set my hand and affixed my
official seal the day and year last above written.
[illegible] ▇. ▇▇▇▇▇▇
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Notary Public for ▇▇▇▇▇ Bank
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My commission expires 4-30-99
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