EXHIBIT 10.13
AMENDMENT NO. 2 TO LEASE
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JULY 31, 2003
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THIS AMENDMENT NO. 2 TO LEASE ("THIS AMENDMENT"), dated for reference
purposes only as of July 29, 2003, is made and entered into by and between BKC
HOLDINGS, LLC ("LANDLORD"), a California limited liability company, and XXXXXXXX
XXXXXXXX DEVELOPMENT ("TENANT"), a California corporation doing business as "CPI
Development," for the purpose of amending and modifying the terms of that
certain Single Tenant Industrial Lease for premises located at 0000 Xxxxxxxxx
Xxxxxx, Xxxxxx Xxxxxxxxx, Xxxxxxxxxx, entered into by and between Xxxxxx Land
Company ("XXXXXX"), a California corporation, as landlord, and Tenant, dated
April 9, 2002, with Lease Rider No. 1, as subsequently amended by that certain
Amendment No. I to Lease dated as of January 28, 2003 (said lease and rider, as
so amended, being herein referred to as "THE LEASE"). Capitalized terms not
otherwise defined in this Amendment shall have the meanings ascribed to them in
the Lease.
RECITALS
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WHEREAS, on or about July 15, 2003, Xxxxxx, as seller, and Xxxxxx X.
Xxxxxxxx and Xxxxxx X. Xxxxxxxx ("THE CHRISTIES"), as joint tenants, as buyer,
entered into THAT certain Agreement of Purchase and Sale and Joint Escrow
Instructions ("THE PURCHASE AGREEMENT") respecting the sale of the property
therein defined and including, without limitation, the Premises, and the
assignment of the Lease.
WHEREAS, on or about July 17, 2003, Christies and Landlord entered into
that certain Assignment of Rights under the Purchase Agreement by which THE
Christies assigned their rights under the Purchase Agreement to Landlord,
pursuant to the terms and conditions thereof.
WHEREAS, on or about July 31, 2003 ("THE CLOSING DATE"), Xxxxxx and
Landlord entered into that certain Assignment of Lease by which Xxxxxx assigned
all its estate, right, title and interest in and to the Lease to Landlord, and
Landlord assumed the performance of all of the terms, covenants and conditions
imposed upon Xxxxxx under the Lease accruing or arising on or after the date
thereof.
WHEREAS, Landlord and Tenant now desire to amend the Lease to extend
the term thereof, change the rent owed thereunder, and modify certain other
provisions thereof, as specified in this Amendment, all pursuant to the terms
and conditions hereof.
AGREEMENT
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NOW, THEREFORE, for good and valuable consideration the receipt and
sufficiency of which are hereby acknowledged, and in reliance upon the foregoing
recitation of facts, the parties hereby agree as follows:
1. LEASE TERM.
1.1 EXTENSION. The "Termination Date," as defined in
Paragraph 1.4 of the Lease, is hereby extended to
December 31, 2013, and the "Lease Term," as defined
in Paragraph 3.1, shall be deemed to end on December
31, 2013, unless earlier terminated pursuant to the
terms and conditions of the Lease.
1.2. NO OPTION TO EXTEND OR RENEW. Paragraph 1 of Lease
Rider No. 1, and Paragraphs 2, 3 and 4 of Amendment
No. 1 to Lease {relating to options to extend the
Lease Term and changes in the Minimum Rent) are
hereby deleted in their entirety. Tenant shall have
no option to extend the Lease Term or renew the
Lease.
2. RENT.
2.1. MINIMUM RENT. Effective as of the first full calendar
month following the Closing Date, the Minimum Rent,
as defined in Paragraph 4.1 of the Lease, shall be:
Thirteen Thousand, Seven Hundred Dollars and No Cents
($13,700.00).
2.2. MINIMUM RENT ANNUAL INCREASE. Commencing on January
1, 2005, and on each January 1st thereafter during
the Lease Term, the Minimum Rent shall increase by
four percent (4%) of the Minimum Rent due for the
immediately preceding calendar month.
2.3. REAL ESTATE TAXES AND ASSESSMENTS.
2.3.1. Effective as of the first fill calendar
month following the Closing Date, the first
two sentences of Paragraph 5.1 of the Lease
shall be deleted in their entirety and
replaced in full as follows: "Tenant
covenants and agrees to pay to Landlord, as
additional rent hereunder, all real estate
taxes and assessments, and installments
thereof which may be taxed, charged, levied,
assessed or imposed during any fiscal tax
year occurring during the Lease Term (and
any extensions or renewals thereof) upon all
or any portion of or in relation to the
Premises and the Land. In the partial fiscal
tax year in which the Lease Term shall
terminate, such taxes and assessments shall
be
prorated on a daily basis (using a 365-day
year), and Tenant's payment obligations
shall be computed accordingly."
2.3.2. Paragraph 1.8 of the Lease, and all other
references to "Annual Tax Base Amount, @ are
hereby deleted, it being the intention of
the parties that Tenant pay the full amount
of Areal estate taxes, @ as defined in
Paragraph 5.4, in accordance with the
provisions of this Amendment.
2.4. INSURANCE.
2.4.1. Effective as of the first full calendar
month following the Closing Date, the fifth
sentence of Paragraph 8.1 of the Lease shall
be deleted in its entirety and replaced in
full as follows: "Tenant covenants and
agrees to pay to Landlord, as additional
rent hereunder, all premiums and related
fees for the insurance specified in this
Paragraph 8.1."
2.4.2. Effective as of the first full calendar
month following the Closing Date, the
seventh sentence of Paragraph 8.1 of the
Lease shall be deleted in its entirety and
replaced in full as follows: "in the
insurance policy year in which the Lease
Term shall terminate, such insurance
premiums and fees shall be prorated on a
daily basis (using a 365-day year), and
Tenant's payment obligations shall be
computed accordingly."
2.4.3. Paragraph 1.9 of the Lease, and all other
references to "Annual Insurance Base
Amount," are hereby deleted, it being the
intention of the parties that Tenant pay the
full amount of the insurance premiums and
fees owed for the insurance specified in
Paragraph 8.1, in accordance with the
provisions of this Amendment.
3. NOTICE TO LANDLORD. The second to last sentence of Paragraph
26.6 is hereby deleted in its entirety and replaced in full as
follows: "Notices or demands to Landlord shall be given to
Landlord at the Premises address, marked to the attention of
Xxxxxx X. Xxxxxxxx, Manager, BKC Holdings, LLC."
4. EFFECTIVE DATE; INTERPRETATION AND CONSTRUCTION. This
Amendment shall be deemed effective as of the Closing Date, or
such other later date that the Assignment of Lease from Xxxxxx
to Tenant became effective. This Amendment, together with the
Lease, constitutes the entire agreement between Landlord and
Tenant concerning the subject matter hereof. Landlord and
Tenant acknowledge and agree, and represent and warrant, that
as of the Closing Date, the Lease is in full force and effect,
and, except as expressly modified by this Amendment, the Lease
shall be and remain in full force
and effect. This Amendment can only be modified or amended in
the manner set forth in Paragraph 26.12 of the Lease.
IN WITNESS WHEREOF, and intending to be legally bound hereby, Landlord
and Tenant have executed this Amendment as of the Closing Date.
LANDLORD:
BKC Holding, LLC,
a California limited liability company
By: /S/ XXXXXX X. XXXXXXXX
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Xxxxxx X. Xxxxxxxx,
Manager
TENANT:
Xxxxxxxx-Xxxxxxxx Development,
a California corporation,
doing business as "CPI Development"
By: /S/ XXXXXX X. XXXXXXXX
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Xxxxxx X. Xxxxxxxx,
President
