SIXTH AMENDMENT OF LEASE
THIS SIXTH AMENDMENT is dated October 1, 2003
BETWEEN:
PRODUCTION COURT PROPERTY HOLDINGS INC., a body corporate carrying on
business at Vancouver, British Columbia,
(the "Landlord")
- AND -
PMC-SIERRA, LTD., a body corporate carrying on business at 0000 Xxxxxx
Xxxxx, Xxxxxxx, Xxxxxxx Xxxxxxxx, X0X 0X0
(the "Tenant")
WHEREAS the Landlord and Tenant are parties to a certain Lease Agreement dated
as of May 15, 1996 and amended by Amendments of Lease dated as of January 1,
1997, November 1, 1999, August 11, 2000, April 17, 2001 and May 8, 2001 and
supplemented by a Satellite Dish Agreement dated January 22, 2001 (collectively,
the "Lease"), pursuant to which the Tenant is leasing and occupying certain
premises in the Landlord's buildings at 0000 Xxxxxx Xxxxx ("8555 Xxxxxx"), 0000
Xxxxxxxxxx Xxx ("0000 Production") and 0000 Xxxxxx Xxxxx ("8525 Baxter"), all in
Burnaby, British Columbia (collectively, "Production Court");
IN CONSIDERATION OF the covenants and agreements in this Sixth Amendment and for
other good and valuable consideration the receipt and sufficiency whereof each
of the parties hereby acknowledges, the Landlord and the Tenant hereby agree
each with the other as follows:
1. 0000 XXXXXX XXXXX
(a) The Tenant is now in possession of all of the rentable premises in
8555 Xxxxxx, leasing all of said premises until May 14, 2006,
subject to earlier termination by the Landlord pursuant to the
Lease.
(b) Subsection (a) of Article 15.11 of the Lease provided the Tenant
with certain options to renew the rentable premises in 8555
Xxxxxx.
(c) This Sixth Amendment is deemed to exhaust those options to renew.
Therefore, there are no further rights to be exercised under
Article 15.11 of the Lease.
(d) The Tenant agrees to adjust its Base Rent effective October 1,
2003 in exchange for an extension of the Term. The following chart
summarizes the Rentable Area, current Base Rent rate per square
foot of Rentable Area commencing October 1, 2003, the increase
thereof commencing October 1, 2008, current monthly Base Rent
commencing October 1, 2003, the increase thereof commencing
October 1, 2008 and the expiration date applicable to the Tenant's
occupancy in 8555 Xxxxxx:
--------------------- --------------------------- ----------------------------- --------------------------
Base Rent per Square Foot
Rentable Area of Rentable Area Monthly Base Rent Expiration Date
--------------------- --------------------------- ----------------------------- --------------------------
134,161 01/10/03-30/09/08 01/10/03-30/09/08
$15.17 169,601.85
--------------------- --------------------------- ----------------------------- --------------------------
01/10/08-30/09/13 01/10/08-30/09/08 September 30, 2013
$16.00 178,881.33
--------------------- --------------------------- ----------------------------- --------------------------
(e) The Landlord shall provide a one time only inducement to the
Tenant of $4,200,000 (the "Inducement"). The Inducement shall be
paid on October 1, 2003 subject to the following conditions having
been satisfied:
(1) the Tenant being in good standing under the Lease; and
(2) the Tenant continuing to be in occupancy of the Leased
Premises.
(f) At any time after March 31, 2007, the Tenant may give the Landlord
written notice that it elects (without cause) to terminate the
Lease effective the eighteenth (18th) month following the date of
such notice conditional upon payment 30 days prior to the
effective date of the termination of a termination fee equal to
the unamortized portion of the Inducement provided for in Section
1(f), utilizing an 8% discount rate based on an 88 month term
commencing June 1, 2006, with no interest accruing to the
Inducement for the period from October 1, 2003 to June 1, 2006.
(g) The Tenant shall not be responsible for paying any fees or
commissions in respect of the extension of the Lease pursuant to
this Section 1.
2. 0000 XXXXXX XXXXX
The Landlord and Tenant acknowledge and agree that:
(a) The Tenant shall have the right to terminate the Lease as it
relates to Suite #103A at 8525 Xxxxxx effective at any time upon 3
months written notice to the Landlord.
3. 2700 PRODUCTION WAY
The Landlord and Tenant acknowledge and agree that:
(a) The Tenant shall surrender Suites #500 and #600 at 2700 Production
effective September 30, 2003 and the Tenant shall be released of
all obligation to pay Rent with respect thereto from October 1,
2003 to the date that the lease of such Premises would otherwise
have expired on December 31, 2003.
4. GENERAL
(a) Except as otherwise provided herein, each capitalized term used in
this Sixth Amendment, not defined in this Sixth Amendment, and
defined in the Lease, has the meaning herein ascribed to it in the
Lease.
(b) Except as modified hereby, the Lease remains unchanged, and as
modified hereby the Lease continues in full force and effect, time
still being of the essence. The Landlord and the Tenant hereby
confirm and ratify the Lease as modified hereby.
(c) This Sixth Amendment contains the entire agreement between the
parties in connection with the extension of the Lease as it
relates to 8555 Xxxxxx, the Tenant's right to terminate the lease
as it relates to 8525 Xxxxxx, the Tenant's surrender the Lease as
it relates to 2700 Production and the Tenant's right to enter a
new lease with respect to 3100 Production Way in Burnaby, B.C.
(which last mentioned right the parties have mutually agreed not
to set forth in a binding agreement), and this Sixth Amendment
replaces that certain letter of intent entered into between the
Tenant through its agent and the Landlord dated August 1, 2003.
(d) This Sixth Amendment may be signed in counterparts and delivered
by fax.
(e) This Sixth Amendment will enure to the benefit of and be binding
upon the Landlord and the Tenant and their respective successors
and permitted assigns.
IN WITNESS WHEREOF the Landlord and the Tenant have executed this Sixth
Amendment effective as of the date and year first above written.
PRODUCTION COURT PROPERTY HOLDINGS INC. PMC-SIERRA, LTD.
____________________________________ _________________________________
Authorized Signatory Authorized Signatory
____________________________________ _________________________________
Authorized Signatory Authorized Signatory
