EXHIBIT 10.4
FOURTH AMENDMENT TO LEASE
This Fourth Amendment to Lease ("Fourth Amendment") is entered into as of March
24, 2005 by and between Mobile Park Investment, Inc. ("Lessor") and Interlink
Electronics, Inc. ("Lessee") and amends that certain Lease Agreement-NNN dated
August 12, 1998, First Amendment to Lease dated July 23, 2003, Second Amendment
to Lease dated January 23, 2004, and Third Amendment to Lease dated October 14,
2004, for the Premises commonly known as 000 Xxxxx Xxxx, Xxxxxxxxx, Xxxxxxxxxx,
("Premises"), as more particularly described therein.
Lessee wishes to lease additional space and to extend the term of the Lease.
Accordingly, the parties agree to amend the Lease as follows:
1. PREMISES: Approximately 8,777 square feet at 3601
Calle Tecate will be added to the Existing
Premises of approximately 35,333 square
feet, for a total New Premises of
approximately 44,110 square feet. See
attached Exhibit.
2 EFFECTIVE DATE: March 1, 2005.
3. NEW LEASE TERM: Five (5) years commencing March 1, 2005 and
terminating on February 28, 2010.
4. BASIC MONTHLY RENT: As of the Effective Date, the Basic Monthly
Rent for the New Premises will be
$29,112.60, NNN ($.66/s.f.).
5. RENT ABATEMENT: Basic Monthly Rent for the Expansion
Premises ($5,792.82) will be abated for the
period from March 1, 2005 through July 31,
2005. Monthly Rent for the New Premises
shall be due and payable on August 1, 2005
and upon payment of the monthly rent and
operating expenses reimbursement, there
shall be no additional payment(s) required
by Lessee under the Lease for the Term
preceding August 1, 2005.
6. ESCALATIONS TO BASIC MONTHLY There will be a fixed three percent (3%)
RENT: annual increase to the monthly rent
effective March 1, 2006; March 1, 2007;
March 1, 2008 and March 1, 2009; such that
the monthly rent payable during the year
starting at each effective date will be 3%
higher than the monthly rent payable during
the year prior to each effective date.
7. BUILDING SQUARE FOOTAGE: Approximately 109,901 square feet.
8. LESSEE'S SHARE OF BUILDING 40.14%
OPERATING EXPENSES
(NNN COSTS):
9. LEASE CANCELLATION: Lessee shall have a one-time right to cancel
this Lease effective at the end of the
thirty-sixth (36th) month of the Lease Term
with the following conditions:
a) Lessee shall provide at least six
(6) months prior written notice to
Lessor of its election to cancel
the Lease;
b) Lessee shall pay to Lessor, prior
to the cancellation date, an amount
equal to the unamortized cost of
Tenant Improvements and brokerage
commissions.
10. TENANT IMPROVEMENTS: Lessor, at its sole cost and expense, shall
provide the following:
o Complete re-carpeting and
remodeling of Existing Premises per
mutually approved plans using
building standard materials
quantities, and specifications. In
no event will the costs of
re-carpeting and remodeling exceed
the original cost allocation of
Lessor under the Second Amendment
to Lease;
o All plumbing, electrical and
mechanical systems shall be in
proper working order and utility
metering will be modified as
required for the Expansion
Premises.
11. UNRESERVED PARKING SPACES: 121 of which 12 spaces near the entrance at
the SE corner of the building will be marked
for Interlink Electronics parking only.
12. MONUMENT SIGNAGE: Lessor shall coordinate with Lessee to
design, plan and obtain governmental
approvals as required for a single panel or
multiple panel monument type sign to be
located near the corner of Xxxxx Road and
Calle Tecate adjacent to the Building. The
costs of the sign, its fabrication,
installation, and maintenance shall be the
responsibility of Lessee if a single panel
(Interlink Electronics) monument sign is
utilized, or shall be shared by Lessee and
Lessor on a 50/50 basis if a multiple panel
monument sign is utilized. The monument
sign, its location, size, shape, and colors,
shall be approved by Lessor, which approval
shall not be unreasonably withheld, and by
the City of Camarillo, as required.
13. OPTION TO EXTEND: (See attached A.I.R. Option to Extend
Standard Lease Addendum).
14. FORCE AND EFFECT: To the extent that any terms or provisions
of this Amendment are inconsistent with any
terms or provisions of the Lease or prior
Amendments, the terms and provisions of this
Amendment shall prevail and control for all
purposes.
LESSOR: LESSEE:
MOBILE PARK INVESTMENT, INC. INTERLINK ELECTRONICS, INC.
By: /s/ Xxx Xxxxxxx By: /s/ Xxxx X. Xxxxx
--------------------------------- ----------------------------------
Xxx Xxxxxxx Xxxx X. Xxxxx
Chief Financial Officer
By: By:
--------------------------------- ----------------------------------
Date: 9/16/05 Date: 9/6/05
------------------------------- --------------------------------
OPTION(S) TO EXTEND
STANDARD LEASE ADDENDUM
DATED MARCH 24, 2005
-----------------------------------------------------------------
BY AND BETWEEN (LESSOR) MOBILE PARK INVESTMENT, INC.
-----------------------------------------------
BY AND BETWEEN (LESSEE) INTERLINK ELECTRONICS, INC.
-----------------------------------------------
ADDRESS OF PREMISES: 000 XXXXX XXXX/0000 XXXXX XXXXXX, XXXXXXXXX, XX
--------------------------------------------------
Paragraph 13
A OPTION(S) TO EXTEND:
Lessor hereby grants to Lessee the option to extend the term of this Lease for
One (1) additional Sixty (60) month period(s) commencing when the prior term
expires upon each and all of the following terms and conditions
(i) In order to exercise an option to extend, Lessee must give written
notice of such election to Lessor and Lessor must receive the same at least 6
but not more than 9 months prior to the date that the option period would
commence, time being of the essence If proper notification of the exercise of an
option is not given and/or received, such option shall automatically expire.
Options (if there are more than one) may only be exercised consecutively
(ii) The provisions of paragraph 39, including those relating to
Lessee's Default set forth in paragraph 39.4 of this Lease, are conditions of
this Option
(iii) Except for the provisions of this Lease granting an option or
options to extend the term, all of the terms and conditions of this Lease except
where specifically modified by this option shall apply.
(iv) This Option in personal to the original Lessee, and cannot be
assigned or exercised by anyone other than said original Lessee and only while
the original Lessee is in full possession of the Premises and without the
intention of thereafter assigning or subletting.
(v) The monthly rent for each month of the option period shall be
calculated as follows, using the method(s) indicated below
(Check Method(s) to be Used and Fill in Appropriately)
|_| I. Cost of Living Adjustment(s) (COLA)
a. On (Fill in COLA Dates): _________________________________________
the Base Rent shall be adjusted by the change, if any, from the Base Month
specified below, in the Consumer Price Index of the Bureau of Labor Statistics
of the U.S Department of Labor for (select one) |_| CPI W (Urban Wage Earners
and Clerical Workers) or |_| CPI U (All Urban Consumers) for (Fill in Urban
Area)
--------------------------------------------------------------------------------
All Items (1982-1984=100) herein referred to as "CPI"
b The monthly rent payable in accordance with paragraph A I a. of this
Addendum shall be calculated as follows: the Base Rent set forth in paragraph 1
5 of the attached Lease shall be multiplied by a fraction the numerator of which
shall be the CPI of the calendar month 2 months prior to the month(s) specified
in paragraph A.I.a. above during which the adjustment is to take effect, and the
denominator of which shall be the CPI of the calendar month which is 2 months
prior to (select one) |_| the first month of the term of this Lease as set forth
in paragraph 1 3 ("Base Month") or |_|(Fill in Other "Base Month"):
--------------------------------------------------------------------------------
The sum so calculated shall constitute the new monthly rent hereunder, but in no
event shall any such new monthly rent be less than the rent payable for the
month immediately preceding the rent adjustment
c In the event the compilation and/or publication of the CPI shall be
transferred to any other governmental department or bureau or agency or shall be
discontinued, then the index most nearly the same as the CPI shall be used to
make such calculation. In the event that the Parties cannot agree on such
alternative index, then the matter shall be submitted for decision to the
American Arbitration Association in accordance with the then rules of said
Association and the decision of the arbitrators shall be binding upon the
parties The cost of said Arbitration shall be paid equally by the Parties
|X| II. Market Rental Value Adjustment(s) (MRV)
a. On (Fill in MRV Adjustment Date(s)) MARCH 1, 2010
----------------------------
the Base Rent shall be adjusted to the "Market Rental Value" of the property as
follows:
1) Four months prior to each Market Rental Value Adjustment
Date described above, the Parties shall attempt to agree upon what the new MRV
will be on the adjustment date If agreement cannot be reached, within thirty
days, then
(a) Lessor and Lessee shall immediately appoint a
mutually acceptable appraiser or broker to establish the new MRV within the next
30 days. Any associated costs will be split equally between the Parties, or
(b) Both Lessor and Lessee shall each immediately
make a reasonable determination of the MRV and submit such determination, in
writing to arbitration in accordance with the following provisions
(i) Within 15 days thereafter Lessor and
Lessee shall each select an |_| appraiser or |X| broker ("Consultant" - check
one) of their choice to act as an arbitrator. The two arbitrators so appointed
shall immediately select a third mutually acceptable Consultant to act as a
third arbitrator.
(ii) The 3 arbitrators shall within 30 days
of the appointment of the third arbitrator reach a decision as to what the
actual MRV for the Premises is, and whether Lessor's or Lessee's submitted MRV
is the closest thereto. The decision of a majority of the arbitrators shall be
binding on the Parties. The submitted MRV which is determined to be the closest
to the actual MRV shall thereafter be used by the Parties.
2
(iii) If either of the Parties fails to
appoint an arbitrator within the specified 15 days, the arbitrator timely
appointed by one of them shall reach a decision on his or her own, and said
decision shall be binding on the Parties
(iv) The entire cost of such arbitration
shall be paid by the party whose submitted MRV is not selected, i.e. the one
that is NOT the closest to the actual MRV
2) Notwithstanding the foregoing, the new MRV shall not be
less than the rent payable for the month immediately preceding the rent
adjustment
b Upon the establishment of each New Market Rental Value
1) the new MRV will become the new "Base Rent" for the purpose
of calculating any further Adjustments, and
2) the first month of each Market Rental Value term shall
become the new "Base Month" for the purpose of calculating any further
Adjustments.
|_| III. Fixed Rental Adjustment(s) (FRA)
The Base Rent shall be increased to the following amounts on the dates set forth
below:
On (Fill in FRA Adjustment Date(s)) The New Base Rent shall be
---------------------------------- ---------------------------------
---------------------------------- ---------------------------------
---------------------------------- ---------------------------------
---------------------------------- ---------------------------------
---------------------------------- ---------------------------------
B. NOTICE:
Unless specified otherwise herein, notice of any rental adjustments,
other than Fixed Rental Adjustments, shall be made as specified in paragraph 23
of the Lease
C. BROKER'S FEE:
The Brokers shall be paid a Brokerage Fee for each adjustment specified
above in accordance with paragraph 15 of the Lease.
NOTE: These forms are often modified to meet changing requirements of law and
needs of the industry. Always write or call to make sure you are utilizing the
most current form: AIR COMMERCIAL REAL ESTATE ASSOCIATION, 000 X. Xxxxxx Xxxxxx,
Xxxxx 000, Xxx Xxxxxxx, Xxxxx 00000
3
EXHIBIT A
FLOOR PLAN
[Diagram of lease premises omitted.]
