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Exhibit
10.6.4
FOURTH AMENDMENT TO
LEASE
This Fourth Amendment to
Lease (“Amendment”) is made and entered into this
18th day of June, 2008, by and between Glenn Dale Business
Center, L.L.C. , a Maryland limited liability company
(“Landlord”), and TVI Corporation , a Maryland
corporation (“Tenant”).
W I T N E S S E T
H:
WHEREAS , Landlord and
Tenant are parties to a Lease dated February 16, 1998, as
amended by the First Amendment to Lease dated December 10,
2002, as amended by the Second Amendment to Lease dated
January 16, 2004, and as amended by the Third Amendment to
Lease dated March 29, 2004 (collectively the
“Lease”), whereby Tenant leases from Landlord certain
premises containing approximately one hundred eighteen thousand two
hundred seventy-three (118,273) square feet, known as Suites
200 and 200b (the “Premises”), located at 7100 Holladay
Tyler Road, Glenn Dale, Maryland (the “Building”) for a
Term which expires on April 30, 2010 (the “Current
Term”); and
WHEREAS, Landlord and
Tenant wish to amend the Lease by extending the Lease Term by an
additional five (5) years and to otherwise modify the
Lease.
NOW THEREFORE, in
consideration of the mutual covenants herein made, Landlord and
Tenant hereby enter into this Amendment and state as
follows:
RECITALS. The
foregoing recitals are incorporated herein by this
reference.
CAPITALIZED TERMS.
Unless otherwise defined herein, all capitalized terms shall have
the same meaning as they have been assigned in the
Lease.
LEASE TERM.
Notwithstanding any provision of the Lease to the contrary, the
Lease Term shall be extended by an additional five (5) years
(the “Extension Term”) following the expiration of the
Current Term. The Extension Term shall commence on May 1, 2010
(the “Extension Term Commencement Date”) and shall
expire on April 30, 2015 (the “Extension Term Expiration
Date”). Notwithstanding any provision of the Lease to the
contrary, the Tenant shall have no right to extend the Lease Term
beyond April 30, 2015.
PREMISES. Tenant
acknowledges that Tenant is currently in possession of the Premises
and, except as provided for in Paragraph 7 of this Amendment,
Tenant hereby accepts the Premises in its “as is”
condition, subject, however, to Landlord’s ongoing repair and
maintenance obligations as required under the Lease and the
following corrective actions, all of which Tenant has notified
Landlord in writing:
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(i) |
Repair of roof leaks (The Landlord and Tenant acknowledge that
the roof on the Building has been replaced and is currently under
warranty and thus, the Landlord shall take commercially reasonable
steps to enforce the roof warranty in repairing any leaks);
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(ii) |
Fire Alarm System requires upgrades, repairs and/or
replacements (The Landlord and Tenant acknowledge that the Landlord
is currently working on this item.) |
MINIMUM RENT. Tenant
shall continue to pay Minimum Rent in the amounts and upon the
terms and conditions set forth in the Lease through
February 28, 2009. Beginning on March 1, 2009 and
continuing throughout the Extension Term, Tenant shall pay Minimum
Rent in the amounts set forth in the following schedule:
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Time Period
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Per Square
Foot Rate
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Annual Minimum
Rent
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Monthly Minimum
Rent
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3/1/09–2/28/10
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$5.53 |
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$654,049.69 |
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$54,504.14 |
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3/1/10–4/30/11
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$5.81 |
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$687,166.13 |
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$57,263.84 |
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5/1/11–4/30/12
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$6.10 |
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$721,465.30 |
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$60,122.11 |
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5/1/12–4/30/13
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$6.25 |
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$739,206.25 |
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$61,600.52 |
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5/1/13–4/30/14
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$6.41 |
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$758,129.93 |
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$63,177.49 |
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5/1/14–4/30/15
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$6.57 |
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$777,053.61 |
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$64,754.47 |
ADDITIONAL RENT. For
the remainder of the Current Term and throughout the Extension
Term, Tenant shall continue to pay its proportionate share of Real
Estate Taxes, Common Facilities Costs for the operation,
maintenance and management of the Common Facilities, and Insurance
pursuant to the Lease. In addition, Tenant shall continue to be
responsible for the costs and expenses of utilities, trash removal
and janitorial services provided to the Premises and in accordance
with the Lease, as well as all other Additional Charges specified
in the Lease.
IMPROVEMENTS .
(a) Promptly following the full execution of this Amendment,
Landlord shall, in a good and workmanlike manner, and in compliance
with all applicable laws, regulations, rules, orders, codes and
ordinances, complete improvements to a portion of the Premises
containing approximately 30,000 square feet (the “Renovated
Premises”) in accordance with the following:
1) Tenant will cooperate with
Landlord’s architect to promptly finalize the working
drawings and specifications of materials for the improvements that
Tenant desires beyond the “as is” condition of the
Premises (the “Improvements”) (which final working
drawings will comply with the ADA, and will incorporate and be
consistent with the Building standards). The preliminary working
drawings and specifications will be completed and attached hereto
and made a part hereof as Exhibit A . Said drawings and
specifications, when completed, will be ready to submit for
necessary permits. Such drawings and specifications must be
approved by Landlord prior to the commencement of any work related
to the Improvements, which approval shall not be unreasonably
withheld, conditioned or delayed. As modified by any Landlord
reasonably-required changes, the final working drawings will be the
“Final Plans”. If Landlord fails to respond to Tenant
within ten (10) business days of request for approval, then
Landlord shall be automatically deemed to have approved the working
drawings as the “Final Plans.” Tenant is solely
responsible for determining whether or not it is a public
accommodation and for compliance with ADA within the Premises.
Landlord’s approval of the plans, specifications and working
drawings for Tenant’s alterations shall create no
responsibility or liability on the part of Landlord for their
completeness, design sufficiency, or compliance with all laws,
rules and regulations of governmental agencies or
authorities.
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2) Landlord will be the
construction manager for the construction of the Improvements in
accordance with the Final Plans. For the purpose of billing, the
cost of the Improvements will be Landlord’s cost of
constructing the Improvements, which includes a construction
management fee of five percent (5%) of the total design and
construction costs for supervision and coordination thereof. The
cost of constructing the Improvements is estimated to be
$363,773.00 as set forth in the Project Budget set forth on
Exhibit B attached hereto and made a part hereof (the
“Improvements Cost Estimate”). In the event the cost of
the Improvements exceeds the Improvement Cost Estimate, Landlord
agrees to notify Tenant in writing prior to performing the work and
Tenant shall have the right to approve in advance the cost overruns
or modify the Final Plans to reduce or eliminate the cost overruns.
Landlord agrees that Tenant may use Tenant’s contractor to
erect the walls separating the Renovated Premises from the
remainder of the Premises.
3) Subject to
Landlord’s obligations set forth in the Lease and in this
Amendment, Landlord’s obligations with respect to
improvements and alterations of the Premises shall be limited to
the Improvements set forth in the Final Plans.
(b) Landlord will provide
Tenant with an allowance (the “Improvement Allowance”)
of up to $309,209.00 to be used for Improvements to the Premises.
The Improvement Allowance may be used to pay: (a) the
construction management fee; (b) the architectural and
engineering fees, if any, relating to the Improvements [including:
(i) the architectural fees related to the preparation of all
drawings, (including CAD drawings) plans and specifications
(collectively, “plans”), and (ii) engineering fees
related
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