Exhibit 10.1
LEASE TERMINATION
AGREEMENT
THIS LEASE
TERMINATION AGREEMENT (this “ Agreement ”) is
entered into as of this 23rd day of August, 2007, by and between
BIOMED REALTY, L.P., a Maryland limited partnership (“
Landlord ”) and INFOSONICS CORPORATION, a Maryland
corporation (“ Tenant ”).
RECITALS
A.
WHEREAS, The Lichter Family Trust First Amended and Restated
Declaration of Trust Dated November 7, 1996 and The Satterlee
Family Trust UTD April 24, 1986 (collectively “ Original
Landlord ”), and Tenant are parties to that certain
Building Lease Agreement dated as of January 26, 2004 (as amended,
the “ Lease ”) which pertains to the leasing of
approximately 31,925 square feet of that certain building located
at 5880 Pacific Center Blvd., San Diego, California 92121 (the
“ Building ”) and associated land and other
improvements;
B.
WHEREAS, Landlord has contracted to acquire ownership of the
Building and associated land and other improvements from the
Original Landlord and thereby succeed Original Landlord as the
landlord under the Lease (the “ Contemplated
Acquisition ”) as more particularly described in that
certain Purchase and Sale Agreement dated July 17, 2007 between
Original Landlord, as Seller, and Landlord, as Purchaser (the
“ Purchase Agreement ”);
C.
WHEREAS, conditioned upon the closing of the Contemplated
Acquisition, Landlord and Tenant desire to terminate the Lease in
accordance with the following provisions.
AGREEMENT
NOW, THEREFORE,
Landlord and Tenant, in consideration of the mutual promises
contained herein and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, and
intending to be legally bound, agree as follows:
1.
Termination Date . The termination date of the Lease
shall be September 30, 2007 (the “ Termination Date
”).
2.
Termination of Lease . The parties hereby terminate
the Lease as of the Termination Date, and on the Termination Date
the Lease shall be fully and finally surrendered and terminated and
shall no longer be of any force or effect, except for those
provisions that, by their express terms, survive the expiration or
earlier termination thereof.
3.
Termination Payment . As consideration for
the execution of this Agreement, Landlord shall pay to Tenant the
sum of Two Million One Hundred Forty-Seven Thousand Dollars
($2,147,000) (the “ Termination Payment ”) upon
the Closing (as defined in the Purchase Agreement) of the
Contemplated Acquisition.
4.
Release of Liability . Conditioned on the performance
by the parties of the provisions of this Agreement, Landlord and
Tenant fully and unconditionally release, cancel,
