Health Net 2009 Annual Report Download - page 427

constructed for the convenience of Tenant, the Expansion Premises Tenant Improvements are not intended to be a substitute for Rent
or any part thereof. Nothing in this Section 7 or in Exhibit B-1 hereto shall affect the obligations of Tenant with respect to any other
alterations, additions or improvements to the Premises, including without limitation, any obligation to obtain the prior written consent
of Landlord thereto.
8. MODIFICATION OF TENANT IMPROVEMENT ALLOWANCE. Effective as of the date of the Lease, all references in the
Lease to “Landlord’s Contribution” shall be deemed to mean the Tenant Improvement Allowance. In addition, effective retroactively
as of the date of the Lease, the second to last row of the Basic Lease Information describing the Tenant Improvement Allowance shall
be amended in its entirety to provide as follows:
9. DELETION OF RIGHT OF FIRST OFFER. Effective as of the date of this First Amendment, Section 45 of the Lease shall
be deleted in its entirety and be of no force or effect.
10. BROKERAGE COMMISSIONS.
(a) Landlord hereby warrants and represents to Tenant that Landlord has not voluntarily incurred, on its behalf or on behalf
of Tenant or on behalf of both Landlord and Tenant, any obligation to pay a commission or finder’s fee to any real estate broker
or other person or entity in connection with this Lease, other than CB Richard Ellis, Inc. (“Tenant’s First Amendment Broker”)
and Landlord’s Broker, with which Landlord has a separate agreement with respect to the payment of a commission in
connection with this transaction. Landlord’s obligation to Tenant’s First Amendment Broker with respect to the payment of a
commission in connection with this transaction shall be as provided in such separate agreement between Landlord and
Landlord’s Broker. Landlord hereby agrees to indemnify, defend and hold Tenant harmless from claims for any commission or
finder’s fee charges by any real estate broker or other person or entity (including, without limitation, Tenant’s First Amendment
Broker, but only to the extent that the claim of Tenant’s First Amendment Broker is based upon such separate agreement
between Landlord and Landlord’s Broker) arising from an agreement, whether express or implied, between Landlord and such
broker or other person or entity or otherwise arising from the conduct of Landlord.
(b) Tenant hereby warrants and represents to Landlord that Tenant has not voluntarily incurred, on its behalf or on behalf
of Landlord or on behalf of both Landlord and Tenant, any obligation to pay a commission or finder’s fee to any real estate
broker or other person or entity in connection with this Lease, other than Tenant’s First Amendment Broker. Tenant is not aware
of any obligation of Landlord to Tenant’s First Amendment Broker other than those set forth in the separate agreement between
Landlord and Landlord’s Broker referred to in Section 10(a) above. Tenant hereby agrees to indemnify, defend and hold
Landlord harmless from claims for any commission or finder’s fee charges by any real estate broker or other person or entity
arising from an agreement, whether express or implied, between Tenant and such broker or other person or entity or otherwise
arising from the conduct of Tenant.
7
“Tenant Improvemen
t
Allowance:
An aggregate amount equal to Two Million Nine Hundred Eighty-Seven Thousand Five Hundred and
No/100ths Dollars ($2,987,500.00), based on Fifty Dollars ($50.00) per square foot on Fifty-Nine Thousand
Seven Hundred Fifty (59,750) square feet of Rentable Area contained in the Premises”