Exhibit 10.29
AMENDMENT TO LEASE
THIS AMENDMENT TO LEASE ("the Amendment") is made and entered into as of
the 15TH day of December, 2000 by and between Arizona industrial Capital, LP, a
California limited partnership (referred to herein as the "Lessor") and Solpower
Corporation, a Nevada Corporation (the "Lessee"), with reference to the
following facts:
A. Lessor, as Lessor, and Lessee as successor in interest to Virtual
Technologies Inc., as Lessee, entered into that certain Standard Industrial
Lease (the "Original Lease") dated August 25th, 1997, the Addendum to the Lease
dated October 20th, 1997 (collectively, the "Lease") with reference to the lease
of the premises described therein in an industrial building commonly known as
0000 X. Xxxxx, Xxxxx 0, Xxxxxxx, Xxxxxxx (the "Original Premises"). Lessee has
remained, and currently is, in possession of the Original Premises. Lessor and
Lessee now desire to amend the Lease to (among other things) add 2,739 sq. ft.
in 0000 X. Xxxxx, Xxxxx 0, Xxxxxxx, Xxxxxxx to the premises occupied by Lessee
on the terms and conditions set forth in this Amendment.
X. Xxxxxx and Lessee now desire to amend and restate certain provisions of
the Lease
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged by the parties hereto, Lessor and
Lessee hereby agree as follows:
1. ADDITIONAL PREMISES. Lessor and Lessee agree to do and do hereby amend
the Lease to add the additional premises described as 0000 X. Xxxxx, Xxxxx 0,
Xxxxxxx, Xxxxxxx comprising approximately 2,739 square feet of space more
particularly identified as the marked area shown on Exhibit "A" attached hereto
and indicated herein by this reference (the "Additional Premises") to and as
part of the Original Premises. The Additional Premises is hereby leased by
Lessor to Lessee for eighteen (18) months commencing March 1st, 2001 and
expiring August 31st, 2002 subject to the conditions and limitations of the
Lease as modified and amended by this Amendment.
The Original Premises and the Additional Premises are referred to herein,
collectively, as the "Premises".
2. BASE RENT AND OTHER CHARGES. In addition to paying the Base Rent for the
Original Premises Lessee agrees:
(a) Lessee shall pay in advance, to Lessor, as Base Rent for the Additional
Premises, during the Lease Term, without any offset or deduction including all
CPI increases, on the first day of each month, the amount $1,588.62 commencing
with the payment due March 1st, 2001, and continuing thereafter monthly on the
first of each month of the Lease Term.
For the entire duration of the Lease Term, Lessee shall continue to be
obligated to make, and shall make, in addition to payment of Base Rent in the
time and manner provided for in the Lease, all sums payable as additional rent
under the terms of the Lease, and all other amounts chargeable to or payable by
the Lessee under the terms of the Lease with respect to the entire Premises
including without limitation the Additional Premises.
3. OPTION TO EXTEND. Lessor hereby grants to Lessee the option to extend
the term of this Lease for 1 additional 60 month period commencing when the
prior term expires upon each and all of the following terms and conditions:
(a) Lessee gives to Lessor, and Lessor actually receives on a date that is
prior to the date that the option period would commence (if exercised) by
at least 6 and not more than 9 months, a written notice of the exercise of
the option to extend this Lease for said additional term, time being of the
essence. If said notification of the exercise of said option is not so
given and received, the option shall automatically expire.
(b) The provisions of paragraph 13, including the provision relating to default
of Lessee set forth in paragraph 39.1 of this Lease are conditions of this
Option;
(c) All of the terms and conditions of this Lease except where specifically
modified by this option shall apply;
(d) The monthly rent for each month of the option period shall be calculated as
the then fair market value as reasonably determined by Lessor. In no event
shall the option rent be less than the prior term rent plus ten percent
(10%).
4. ESTOPPEL. As a material inducement and consideration to Lessor to
execute and deliver this Amendment, Lessee represents and warrants to Lessor the
truth of the following statements: (i) n/a; (ii) the Lease as modified by this
Amendment constitutes the entire agreement between Lessor and Lessee with
respect to the Premises, is presently in full force and effect, and has not been
further modified, changed, altered, assigned, supplemented or amended in any
respect; (iii) as of the date of this Amendment, Lessee has not assigned
encumbered or hypothecated its interest in the Lease; (iv) the Lease is the only
lease agreement, written or oral, between Lessee and Lessor affecting or
relating to the Premises; (v) no one except Lessee and Lessee's employees
occupies the Premises; (vi) Lessee has no offsets, claims or defenses to the
enforcement of the Lease; (vii) no actions, whether voluntary or otherwise, are
pending against Lessee under the bankruptcy laws of the United States or any
state thereof; (viii) as of the date hereof, and to the best of Lessee's and
Lessor's knowledge, after due inquiry, Lessor and Lessee are not in default
under the Lease and have not committed any breach of the Lease; no event has
occurred which but for the passing of time or for the giving or receipt of
notice, or both, would constitute a default under the Lease; and no notice of
default has been given under the Lease; (ix) to the best of Lessee's knowledge,
the use, maintenance and operation of the Premises comply with all applicable
federal, state, county or local statutes, laws, rules and regulations of any
governmental authorities relating to environmental, health or safety matters
(collectively, "Environmental Laws"); the Premises have not been used and Lessee
does not plan to use the Premises for any activities which, directly or
indirectly, involve the use, generation, treatment, storage, transportation or
disposal of any petroleum product or any toxic or hazardous chemical, material,
substance, pollutant or waste; Lessee has not received any notices, written or
oral, of violation of any Environmental Laws or of any allegation which, if
true, would contradict anything contained in this Amendment and there are no
writs, injunctions, decrees, orders or judgments outstanding, and no lawsuits,
claims, proceedings or investigations pending or threatened against Lessee,
relating to the use, maintenance or operation of the Premises, nor is Lessee
aware of a basis for any such proceeding; (x) all obligations of Lessor under
the Lease to construct improvements on, and to make repairs to, the Premises
have been performed by Lessor and accepted by Lessee, and Lessee has no claims
against Lessor in connection therewith.
5. CONTINUATION OF LEASE: ENTIRE AGREEMENT. Except as hereby expressly
amended, the terms and conditions of the Lease shall continue in full force and
effect and the Lease is hereby ratified and affirmed. Nothing herein contained
alters or amends any required consents or approval required under the terms of
the Lease in connection with any sublease or assignment. Submission of this
Amendment by one party to another shall have no legal significance and is not an
offer that may be accepted; this Amendment shall become effective only upon
mutual execution and delivery hereof by all parties and contemplated signatory
hereof.
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6. NOTICES. Any notice, request or other communication to be given by any
party hereunder shall be in writing and shall be sent by registered or certified
mail, postage prepaid, by overnight courier guaranteeing overnight delivery or
by facsimile transmission, to the following address;
To Lessor: Arizona Industrial Capital LP
c/o Cohen Asset Management, Inc.
Attn: Xxxxxxx Xxxxx
000 Xxxxx Xxxxxx Xxxxx Xxxxx 000
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000
Phone: 000-000-0000
Fax: 000-000-0000
with a copy to: Xxxxx Xxxxxx
Advisors LLP
00000 Xxx Xxxxxxx Xxxx., Xxxxx 000
Xxx Xxxxxxx, XX 00000
Phone: 000-000-0000
Fax: 000-000-0000
To Lessee: Solpower Corporation
Att: Xxx Xxxxx
0000 X. Xxxxx Xxxxxx, Xxxxx 0
Xxxxxxx, XX 00000
Phone: 000-000-0000
Fax: 000-000-0000
IN WITNESS WHEREOF, Lessor and Lessee have executed and delivered this
Second Amendment to Lease as of the day and year first above written.
LESSOR:
ARIZONA INDUSTRIAL CAPITAL LP
A California Limited Partnership
By: ARIZONA INDUSTRIAL CAPITAL, INC.
A California Corporation, its General Partner
By: /s/ Xxxxxxx Xxxxx
-----------------------------------------
Xxxxxxx Xxxxx
Its: President
------------------------------------
LESSEE:
SOLPOWER CORPORATION
A Nevada Corporation
By: /S/ Xxxxx X. Xxxxx
-----------------------------------------
Its: Secretary/Treasurer
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EXHIBIT A
[FLOORPLAN OF ORIGINAL PREMISES]
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