ONE VIPER WAY SECOND AMENDMENT TO INDUSTRIAL/COMMERCIAL LEASE AGREEMENT SINGLE TENANT — NET
Exhibit 10.28
This Second Amendment to Industrial/Commercial Lease Agreement Multi Tenant — Net
(“Second Amendment”) is entered into and made effective this 31st day of March, 2006,
between XXXXXX PROPERTIES, INC., a California corporation (“Landlord”) and DIRECTED
ELECTRONICS, INC., a California corporation (“Tenant”) with reference to the following
facts:
RECITALS
A. Landlord and Tenant entered into that certain Industrial/Commercial Lease Agreement Multi
Tenant — Net dated July 14, 2003, and that certain First Amendment to Industrial/Commercial Lease
Agreement Multi Tenant — Net dated September 8, 2004 (collectively, the “Lease”). The
Lease will expire on December 31, 2013.
B. Landlord and Tenant desire to further amend the Lease as set forth hereinbelow.
C. All capitalized terms used in this Second Amendment unless specifically defined herein
shall have the same meaning as the capitalized terms used in the Lease.
NOW, THEREFORE, for valuable consideration, the receipt and adequacy of which are expressly
acknowledged, Landlord and Tenant agree as follows:
AGREEMENT
1. Title. The title to the Lease is hereby amended to be:
SINGLE TENENT-NET
(One Viper Way)
2. Term. The Term of the Lease is hereby extended until December 31, 2016. Tenant shall
have one (1) Extension Option in accordance with the Addendum to Lease provided, however, that
Tenant may not deliver the Exercise Notice before December 31, 2015.
3. Premises. Following Landlord and Tenant’s mutual execution of this Second Amendment
Landlord, at its sole cost and expense including design fees, permit fees, material costs and
construction costs, shall cause the Building to be expanded in accordance with the “Expansion Plans
& Tenant Improvements” prepared by Xxxxxx Xxxxxxxx & Associates dated March 13, 2006, consisting of
sheet nos. 1-44, which plans Landlord and Tenant have heretofore approved
(the “Second Expansion Area”). The Second Expansion Area is generally depicted on
Exhibit “B” attached hereto and labeled Expansion Areas 1, 2, 3 & 4.
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4. Base Rent. On the date Landlord substantially completes the Second Expansion Area as
reasonably determined by Landlord’s architect (the “Second Expansion Date”), monthly Base
Rent due under the Lease shall be payable in accordance with the following schedule:
| Year of Term | Base Rent/Mo. | |||
Second Expansion Date - 12/31/06 |
$ | 161,073 | ||
Year 1 |
$ | 161,073 | ||
Year 2 |
$ | 165,905 | ||
Year 3 |
$ | 170,882 | ||
Year 4 |
$ | 176,009 | ||
Year 5 |
$ | 181,289 | ||
Year 6 |
$ | 186,728 | ||
Year 7 |
$ | 192,330 | ||
Year 8 |
$ | 198,099 | ||
Year 9 |
$ | 202,042 | ||
Year 10 |
$ | 210,164 | ||
The anticipated Second Expansion Date is September 1, 2006. If the Second Expansion Date does
not occur on the first day of a calendar month, Tenant shall pay Base Rent for the fractional month
in which the Second Expansion Date occurs.
5. Vehicle Parking Spaces. Tenant shall be entitled to the exclusive use of all vehicle
parking spaces located on the Premises provided, however, that during any period Landlord controls
the Leaseback Space (defined in paragraph 7 below) or any portion thereof, Landlord shall be
entitled to the use of a pro-rata share of vehicle parking spaces based upon the number of square
feet of the Leaseback Space controlled by Landlord in relation to the total number of square feet
of space in the Building.
6. Security Deposit. No addition to the Security Deposit is required of Tenant by
Landlord because of this Second Amendment.
7. Leaseback of Space. In consideration of Tenant’s agreement to lease the Second
Expansion Area, Landlord agrees to lease back from Tenant the areas depicted on Exhibit “B”
attached hereto labeled “Green” consisting of (i) the second floor of Expansion Area 2 consisting
of approximately 2,439 square feet of floor area, (ii) a portion of the second floor of Expansion
Area 4 consisting of approximately 3,436 square feet of floor area in the south east corner
thereof, and (iii) a
portion of the first floor of Expansion Area 4 consisting of approximately 3,527 square feet
of floor area in the south east corner thereof (collectively, the “Leaseback Space”). So
long as Tenant is not in default under the Lease, Tenant shall receive, as Tenant’s sole
compensation for the Leaseback Space, a credit against monthly Base Rent due under the Lease in
accordance with the following schedule:
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| Year of Term | Monthly Base Rent Credit | |
Second Expansion Date - 12/31/06 |
$7,495 | |
Year 1 |
$7,495 | |
Year 2 |
$7,720 | |
Year 3 |
$7,952 | |
Year 4 |
$8,190 | |
Year 5 |
$8,436 | |
Year 6 |
$8,689 | |
Year 7 |
$8,950 | |
Year 8 |
$9,218 | |
Year 9 |
$9,495 | |
Year 10 |
$9,780 |
Landlord, its principals, affiliates, and assignees, may use the first floor of Expansion Area
4 for storage (including recreational vehicle) purposes and the second floor of Expansion Areas 2
and 4 for storage and campaign office uses. Landlord, its principals, affiliates, and assignees,
may use the second floor of Expansion Areas 2 and 4 for uses other than storage or campaign office
uses with the prior written consent of Tenant, which consent shall not be unreasonably conditioned,
withheld or delayed. Tenant shall have the right to terminate Landlord’s leaseback of all or any
portion of the Leaseback Space at anytime during the Term of the Lease, including extensions or
renewals thereof, upon ninety (90) days advance written notice by Tenant to Landlord. Landlord
shall vacate that portion of the Leaseback Space, which is recaptured by Tenant, within ninety (90)
days following Landlord’s receipt of Tenant’s notice of recapture and on the date. Landlord
vacates the Leaseback Space (or portion thereof) recaptured by Tenant, the Monthly Base Rent Credit
shall cease as to the recaptured space on a pro rata basis.
8. Tenant Certification. By execution of this Second Amendment, Tenant hereby certifies
that as of the date hereof, and to the best of Tenant’s knowledge, that Landlord is not in default
of the performance of its obligations pursuant to the Lease, and Tenant has no claim, defense, or
offset with respect to the Lease.
9. Confirmation. Except, as and to the extent modified by this Second Amendment to Lease
all provisions of the Lease shall remain in full force and effect.
| LANDLORD | TENANT | |||||||
| XXXXXX PROPERTIES, INC., a California corporation |
DIRECTED ELECTRONICS, INC., a California corporation |
|||||||
By:
|
/s/ Xxxxxxx X. Xxxx | By: | /s/ Xxxxx X. Xxxxxxx | |||||
Name:
|
Xxxxxxx X. Xxxx | Name: | Xxxxx X. Xxxxxxx | |||||
Title:
|
President | Title: | President and Chief Executive Officer | |||||
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