First Amendment to Lease, amending Lease dated March 29, 2005



 EXHIBIT 10.4 
 FIRST AMENDMENT TO LEASE 
 This FIRST
AMENDMENT TO LEASE (this “Amendment”), is made as of the 6th day of August, 2007, by and between U-Store-It, L.P., a Delaware limited
partnership (“Tenant”) and Amsdell and Amsdell, an Ohio general partnership (“Landlord”). 
 W I T N E S S E T
H: 
 WHEREAS, Landlord and Tenant are parties to that certain Lease made as of March 29, 2005, effective as of
January 1, 2005 (the “Lease”), wherein Landlord leases to Tenant certain premises consisting of approximately Twenty One Thousand Eight Hundred Eighty Nine (21,889) square feet of space, and known as Suites 105, 115, 130, 215 and
300 located in a building known as The Parkview Building, 6745 Engle Road, Middleburg Heights, Ohio 44130, including approximately Four Thousand (4,000) square feet of space known as Suites E & F located in a building known as Building IV,
6751 Engle Road, Middleburg Heights, Ohio 44130 (the Parkview Building and Building IV being collectively hereinafter referred to as the “Buildings”), all as further described in the Lease (the “Premises”); 
 WHEREAS, Landlord and Tenant supplemented such Lease, within that certain Consent Agreement dated July 11, 2007, between Landlord, Tenant and
Zin Technologies, Inc.; 
 WHEREAS, contemporaneously with the execution of this Amendment, Tenant and Rising Tide Development, LLC, a
Delaware limited liability company (“Rising Tide”) have entered into that certain Purchase Agreement for fourteen (14) Rising Tide properties (the “2007 Acquired Properties Purchase Agreement”), the closing of which is the
Effective Date of, and an express condition precedent to, this Amendment; and 
 WHEREAS, Landlord and Tenant now wish to amend the
Lease, as supplemented, as fully set forth in this Amendment, if and on the Effective Date. 
 NOW, THEREFORE, in consideration of the
mutual promises and covenants, conditions and recitals hereof, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant, each intending to be legally bound, agree as follows:

 1. Amendment to Section 7.1. Section 7.1 (b) of the Lease is hereby deleted as originally written. 
 2. Amendment to Section 8.2. The following shall be added after the first paragraph of Section 8.2 of the Lease: 
 “Tenant agrees that subject to the further provisions hereof, in the event Tenant should desire to assign this Lease or sublet the Premises or any
part thereof, Tenant shall give Landlord written notice of such desire at least thirty (30) days in advance of the date on which Tenant desires to make such assignment or 








 
sublease. Such notice shall include the name, address and a description of the business of the proposed assignee or subtenant and its most recent
financial statements and such other evidence of financial responsibility as Landlord may reasonably request and a copy of the proposed sublease or assignment. Landlord shall then have a period of thirty (30) days following receipt of such
notice and information within which to notify Tenant in writing that Landlord elects, in its sole discretion, either (a) to terminate this Lease as to the portion of the Premises which is the subject of the proposed sublease or assignment and
lease direct to proposed subtenant or assignee as to the space so affected as of the date so specified by Tenant in which event Tenant will be relieved of all further obligation hereunder as to such space, or (b) to permit Tenant to assign or
sublet such space, subject, however, to written consent of the assignee or subtenant by Landlord which consent shall not be unreasonably withheld, conditioned or delayed as hereinafter provided, or (c) to reasonably refuse to consent to
Tenant’s assignment to subleasing such space and to continue this Lease in full force and effect as to the entire Premises. If Landlord should fail to notify Tenant in writing of such election within said thirty (30) day period, Landlord
shall be deemed to have elected option (c) above. 
 If Landlord does not elect to terminate this Lease in
accordance with option (a) above, Landlord’s consent to a proposed assignment of this Lease or sublease of the Premises will not be unreasonably withheld, delayed or conditioned. For purposes of this Lease, it shall be reasonable for
Landlord to withhold consent if, in Landlord’s reasonable business judgment, any of the following conditions are not satisfied: 
 (i) The proposed transferee shall have sufficient financial resources; 
 (ii) The proposed transferee shall have the type
and quality of business operation consistent with the type and quality of the operations at the Buildings; 
 (iii) The use or
occupancy by the proposed transferee will not be more hazardous than that of Tenant herein or create additional insurance cost to the Buildings or impose additional security burdens or concerns; 
 (iv) The proposed space being sublet or assigned shall be sufficient to fulfill the needs of the proposed transferee; and 
 (v) The proposed transferee or its intended use will not violate any of the debt documents of Amsdell and Amsdell applicable to the Premises.

 Notwithstanding any provision of this Lease to the contrary, Tenant’s rights to extend the Term (as set forth
in Section 1.4 of the Lease), shall not be transferred or assigned to any person or entity other than an assignee of all of Tenant’s rights under this Lease in accordance with the terms of this Section 8.2.” 







 3. Defined Terms. Capitalized terms used herein and not specifically defined in this Amendment
shall have the meanings assigned to them in the Lease. 
 4. Authority. Each of Landlord and Tenant warrants and represents to the
other that it has the right, power and authority to execute this Amendment and be bound by the terms hereof, and any required consent from any entity or person has been (or will, prior to the Effective Date be) granted. 
 5. Binding Effect. This Amendment shall be binding upon, and shall inure to the benefit of, the parties hereto and their respective heirs,
executors, administrators, successors and permitted assigns. 
 6. Interpretation. The captions, section numbers and paragraph numbers
appearing in this Amendment are inserted only as a matter of convenience and in no way define, amplify, limit, construe, or describe the scope or interest of any section of this Amendment. 
 7. Entire Agreement. The Lease, as previously supplemented, and as hereby amended, contains the entire agreement between Landlord and Tenant, and
supersedes any prior agreements with respect thereto. 
 8. Execution in Counterparts. This Amendment may be executed in multiple
counterparts each of which when taken together shall constitute a binding agreement. 
 9. Effective Date/Condition. This Amendment
shall be effective (“Effective Date”) on the closing contemplated in the 2007 Acquired Properties Purchase Agreement, the closing of which is an express condition precedent to this Amendment. 
 EXCEPT AS HEREIN AMENDED, ALL TERMS, COVENANTS, CONDITIONS AND OBLIGATIONS OF LANDLORD AND TENANT SET FORTH IN THE LEASE AS PREVIOUSLY SUPPLEMENTED AND
ALL EXHIBITS ATTACHED THERETO REMAIN THE SAME. LANDLORD AND TENANT DO HEREBY RATIFY AND AFFIRM THE TERMS, COVENANTS, CONDITIONS AND OBLIGATIONS OF THE LEASE, AS PREVIOUSLY SUPPLEMENTED, AND AS AMENDED HEREIN, AND HEREBY DECLARE THE SAME TO BE IN
FULL FORCE AND EFFECT AS IF FULLY RESTATED HEREIN. 
 REMAINDER OF PAGE INTENTIONALLY LEFT BLANK 
 Signature page follows 







 IN WITNESS WHEREOF, this Amendment has been executed and delivered by Landlord and Tenant as of the date
first set forth above. 
  

			
	LANDLORD:
	
	Amsdell and Amsdell
	an Ohio general partnership
		
	By:	 	/s/ John W. Blagg



			
	Printed Name:	 	John W. Blagg



			
	Title:	 	General Manager
	
	TENANT:
	
	U-Store-It, L.P
	a Delaware limited partnership
		
	By:	 	U-Store-It Trust, its General Partner
		
	By:	 	/s/ Dean Jernigan



			
	Printed Name:	 	Dean Jernigan



			
	Title:	 	President and Chief Executive Officer










			
	STATE OF Ohio	  	)
		  	) ss:
	COUNTY OF Cuyahoga	  	)

 BEFORE ME, a notary public in and for said county and state, personally appeared John W. Blagg,
General Manager of Amsdell and Amsdell who acknowledged that he did sign the foregoing instrument and that the same is the free and duly authorized act and deed of the said Amsdell and Amsdell, and his free act as such Partner. 
 IN WITNESS WHEREOF, I have hereunto set my hand and official seal at Middleburg Heights, Ohio,
this 2nd day of August 2007. 
  

			
	/s/ Elizabeth Welborn
	Notary Public



			
	My commission expires:	 	March 28, 2010


  

			
	STATE OF Pennsylvania	  	)
		  	) ss:
	COUNTY OF Chester	  	)

 BEFORE ME, a notary public in and for said county and state, personally appeared Dean Jernigan,
Chief Executive Officer of U-Store-It Trust, the General Partner of U-Store-It, L.P who acknowledged that the did sign the foregoing instrument in the name and on behalf of said entity as such officer, having been duly authorized by its Board of
Directors, and that the same is his free act and deed as such officer, and the free act of said entity and the free act and deed of U-Store-It, L.P. 
 IN WITNESS WHEREOF, I have hereunto set my hand and official seal at Wayne, Pennsylvania, this
6th day of August 2007. 
  

			
	/s/ Monica L. King
	Notary Public



			
	My commission expires:	 	2-11-13