Exhibit 10.12
SECOND
AMENDMENT TO LEASE
THIS SECOND AMENDMENT TO LEASE (“
Amendment ”) effective as of July 1, 2006 by and
between Aerospace/Defense, Inc. , a South Carolina
corporation (hereinafter call the “ Landlord ”)
and Force Protection Industries, Inc. and Force
Protection, Inc. , Nevada corporations (collectively, the
“ Tenant ”).
RECITALS
1.
By Industrial Lease effective as of January 15, 2006, as
amended by instrument dated as of May 1, 2006, entitled
“First Amendment to Lease” (“ First
Amendment ”), the Landlord leased unto Tenant certain
premises within Building No. 1 situated in an industrial
project (the “ Project ”) located in Ladson
(Charleston County), South Carolina. The Industrial Lease as
amended by the First Amendment shall hereinafter be referenced
collectively as the “ Lease .” By the execution
of this second Amendment, the parties intend to amend the Lease
according to the terms of Subsection 27K of the Lease. Each
capitalized term used and not otherwise defined or modified herein
shall have the meaning ascribed thereto in the Lease.
2.
At the request of the Tenant, the Landlord has agreed to modify the
term “ Premises ” under the terms, conditions
and reservations hereunder by adding a total of 37,551 square feet
to Paragraph 1A, Clause (i) of the Lease which square footage
is comprised of and added to the definition of “ Leased
Area ” as of July 1, 2006:
A.
2,132 square feet comprised of two areas [one area measuring
approximately 13 feet times 64 feet from the east end of the
mezzanine (adjacent the 468 square feet of the mezzanine currently
under lease to Tenant) located above D-Bay in Building No. 1
and another area at the west end of the same mezzanine measuring
approximately 13 feet times 100 feet] as shown on
Exhibit A to this Amendment;
B.
9,440 square feet comprised of an area measuring approximately 59
feet times 160 feet at the southeast corner of C-Bay in Building
No. 1 as shown on Exhibit B to this Amendment
(adjacent 2,301 square feet of C-Bay currently under lease to
Tenant);
C.
18,720 square feet of floor area (not including mezzanine areas) of
D-Bay of Building No. 1 representing the western portion of
D-Bay (adjacent the 32,760 square feet of D-Bay currently under
lease to the Tenant) comprising an area measuring approximately 117
feet times 160 feet and shown on Exhibit C to this
Amendment; and
D.
7,259 square feet comprising areas shown as Office Area II,
Restrooms, Breakroom, Storage Room and Lunchrooms as shown as
the cross-hatched areas on Exhibit D to this
Amendment.
For
clarification, once all the additional square footage referenced in
subsections A through D above have become added to and a part of
the Leased Area (and therefore the “ Premises ”)
as hereinabove provided, the total square footage of Leased Area
shall total 99,260 square feet (26,180 square feet referenced in
Clause (i) of Paragraph 1A of the original Lease, plus 35,529
square feet referenced in the First Amendment and 37,551 square
feet referenced above).
1
3.
In consideration for amending the Lease as referenced in Recitals 1
and 2 above, the Tenant agrees to amend Paragraph 3A (a) by
increasing the Base Rent for the Leased Area as hereinafter
provided.
4.
The Landlord and Tenant now wish to enter into this Amendment to
amend the Lease according to the terms, provisions and conditions
hereinafter set forth.
NOW
THEREFORE, in consideration of the mutual promises given one to the
other, the parties do hereby covenant and agree to amend and modify
the Lease as follows:
1.
All the recitals set forth above in the “ Recitals
” clauses are hereby made an integral part of this
Agreement.
2.
Paragraph 1 ( the Premises ), Section A, Clause
(i) of the Lease is modified by adding 37,551 square feet
according to Recital 2 above for a total square footage of Leased
Area in Building No. 1 of 99,260 square feet.
3.
Paragraph 2A is hereby amended by amending and restating the
proviso clause of the first sentence thereof as follows:
“...; provided, however, notwithstanding
any provision of this Lease to the contrary, it is agreed,
acknowledged and understood that either party, without liability to
the other party, may terminate this Lease with respect to any
portion or all of the Premises at any time during the Term of this
Lease by giving no
