Exhibit 10.30


 


	
   

  	
  Re:

  	
  8480-8514 Mid County Industrial Drive

  
	
   

  	
   

  	
  St. Louis, Missouri

  



 


SEVENTH AMENDMENT TO LEASE


 


THIS SEVENTH AMENDMENT TO LEASE (“Seventh Amendment”)
has been executed as of the 9th day of February, 2006, by
CORNERSTONE INDUSTRIAL FUND I, L.L.C, a Missouri limited liability company (“Landlord”)
and ST. LOUIS MUSIC, INC., and Loud Technologies Inc. (hereinafter
collectively referred to as “Tenant”).


 


R
E  C  I  T  A  L  S:


 


A.                      THE
REALTY ASSOCIATES FUND III, L.P. (“Prior Landlord”) and Tenant have heretofore
executed a Sixth Amendment to Lease dated November 8, 2000. Missouri State
Employees’ Retirement System (“First Prior Landlord”) and Tenant have
heretofore executed that certain Lease Agreement (the “Original Lease”),
dated as of May 23, 1988, as amended by Addendum to Lease dated March 1,
1989, Second Addendum to Lease dated December 3, 1991, Third Amendment to
Lease dated March 3, 1994, Fourth Amendment to Lease dated May 9,
1995, and Fifth Amendment to Lease dated as of June 26, 1998 (the Original
Lease, as so amended by all Amendments First through Sixth Amendment, is
hereinafter collectively called the “Lease”).


 


B.                        Landlord
has acquired the Building and succeeded to all of the Prior Landlord and First
Prior Landlord’s Interest under the Lease, as amended. Tenant hereby recognizes
CORNERSTONE INDUSTRIAL FUND I, L.L.C., as a Missouri limited liability company,
as the Landlord, under the Lease, as amended, and pursuant to this Seventh
Amendment.


 


C.                        Landlord
and Tenant desire to execute this Seventh Amendment in order to evidence their
agreement to (i) extend the Lease Term and (ii) make certain other
amendments to the Lease, all as more particularly set forth in this Seventh
Amendment.


 


NOW, THEREFORE, in consideration of the foregoing and
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Landlord and Tenant agree as follows:


 


1

















 


CERTAIN AMENDMENTS


 


1.                          Lease Term. The Lease Term shall be extended for thirty-nine (39) months,
commencing April 1, 2006 and ending June 30, 2009, subject to
adjustment or earlier termination as set forth in the Lease, as amended herein.


 


2.                          Reduced Premises. Effective as of July 1, 2006, and
subject to the terms and conditions set forth in this Seventh Amendment, the
Lease shall be amended to reflect that the Premises shall be reduced from the
current square footage of 78,531 rentable square feet to approximately 46,000
rentable square feet. The reduced premises of approximately 46,000 rentable
square feet will hereinafter be known as the “Reduced Premises”.
Landlord and Tenant will execute a Confirmation Agreement as to the exact
location and exact square footage (as verified by an architect) of the Reduced
Premises, which shall be outlined on a cross-hatched floor plan, which will
hereinafter be attached hereto as Exhibit A, which will consist of the
Reduced Premises in that certain building known as Mid County 6, located at
8480-8514 Mid County Industrial Drive, St. Louis, Missouri, and as more
particularly described in the Lease (the “Building”).


 


3.                          Base Rent. As of April 1, 2006, the Base Rent during the Seventh Amendment
Term shall be as follows:


 


	
  Period:

  	
   

  	
  Monthly

  Base Rent:

  	
   

  	
  Square

  Footage:

  	
   

  	
  Annual

  Base Rent

  per R.S.F.:

  	
   

  	
  Monthly Base

  Rent per

  R.S.F.:

  	
   

  
	
  4/1/06 - 6/30/06

  	
   

  	
  $

  	
  3.85

  	
  p.s.f.

  	
  78,531 

  	
  s.f.

  	
  $

  	
  302,344.35

  	
   

  	
  $

  	
  25,195.36

  	
   

  
	
  7/1/06 - 6/30/07

  	
   

  	
  $

  	
  3.85

  	
  p.s.f.

  	
  46,000

  	
  s.f.

  	
  $

  	
  177,100.00

  	
   

  	
  $

  	
  14,758.33

  	
   

  
	
  7/1/07 - 6/30/08

  	
   

  	
  $

  	
  3.95

  	
  p.s.f.

  	
  46,000

  	
  s.f.

  	
  $

  	
  181,700.00

  	
   

  	
  $

  	
  15,141.67

  	
   

  
	
  7/1/08 - 6/30/09

  	
   

  	
  $

  	
  4.05

  	
  p.s.f.

  	
  46,000

  	
  s.f.

  	
  $

  	
  186,300.00

  	
   

  	
  $

  	
  15,525.00

  	
   

  



 


The Base Rent shall be due and payable in
equal monthly installments, with each such monthly installment due and payable
on the first day of each calendar month, in advance, without demand and without
setoff or deduction whatsoever. Prior to April 1, 2006, Tenant shall
continue to pay Base Rent for the Premises as set forth in the Sixth Amendment
to Lease. The Square Footage, Monthly Base Rent per Square Foot, and Annual
Base Rent per Square Foot, shall be adjusted from the approximately 46,000
square foot amounts as stated hereinabove, to the actual square footage (as
measured by the Architect), and said adjustment shall be included in the
Confirmation Agreement.


 


4.                          “AS IS”. Tenant accepts the Premises in its “as is” condition and acknowledges
that Landlord has no obligation to pay or reimburse Tenant for, or otherwise
make, any improvements, alterations or additions to the Premises.
Notwithstanding the foregoing, Landlord shall do the work and/or pay the
following cost in reference to Tenant’s Reduced Premises, being to-wit:


 


2

















 


A.                      Make
the demising wall between Tenant’s current space and the Reduced Premises
compliant with St. Louis County Code; and


 


B.                        Install
separate meters for electrical service to the Reduced Premises and the vacated
premises of Tenant.


 


5.                          Options.
Any renewal option, right of first offer, or any other options Tenant has
pursuant to the Lease, as amended, are hereby terminated.


 


6.                          Brokers/Commission.
Tenant and Landlord hereby acknowledge that the foregoing disclosure has been
previously made:   Colliers Turley Martin
Tucker Agent Jeff Hawley was the Landlord’s Agent (the “Listing Broker”)
and was serving solely as Agent for the Landlord in connection with this Lease.
Colliers Turley Martin Tucker, Agent, Mike Statter, was the Tenant’s Agent and
was serving solely as Agent for Tenant in connection with this Lease. Both
Landlord and Tenant acknowledge that this disclosure has been made to them.
Landlord will pay Tenant’s Agent a commission of two percent (2%), being
$12,413.72.


 


7.                          Further
Amendments. The Lease shall be and hereby is further amended wherever
necessary, even though not specifically referred to herein, in order to give
effect to the terms of this Seventh Amendment.


 


8.                          Ratification.
The Lease, as amended hereby, is hereby ratified, confirmed and deemed in full force and effective in accordance with its
terms. Tenant represents to Landlord that Tenant (a) is currently unaware
of any default by Landlord under the Lease; and (b) has full power and
authority to execute and deliver this Seventh Amendment and this Seventh
Amendment represents a valid and binding obligation of Tenant enforceable in
accordance with its terms.


 


9.                          Governing
Law. This Seventh Amendment shall be governed by and construed in
accordance with the laws of the State of Missouri.


 


10.                    Counterparts.
This Seventh Amendment may be executed in multiple counterparts each of
which is deemed an original but together constitute one and the same
instrument. This Seventh Amendment may be executed by facsimile and each
party has the right to rely upon a facsimile counterpart of this Seventh
Amendment signed by the other party to the same extent as if such party had
received an original counterpart.


 


IN WITNESS WHEREOF, this Seventh Amendment has been
executed as of (but not necessarily on) the date and year first above written.


 


3

















 


	
  Dated: 2/9, 2006

  	
  LANDLORD:

  
	
   

  	
   

  
	
   

  	
  CORNERSTONE INDUSTRIAL FUND I,
  L.L.C.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
  /s/ [ILLEGIBLE]

  	
   

  
	
   

  	
   

  	
   

  	
  Its Managing Member

  
	
   

  	
   

  
	
   

  	
   

  
	
  Dated: 2/7, 2006

  	
  TENANT:

  
	
   

  	
   

  
	
   

  	
  ST. LOUIS MUSIC, INC., a
  Missouri corporation

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
  /s/
  Donald J. Collins

  	
   

  
	
   

  	
  Name:

  	
   

  	
  Donald
  J. Collins

  	
   

  
	
   

  	
  Title:

  	
   

  	
  Vice
  President

  	
   

  
	
   

  	
   

  
	
   

  	
  LOUD TECHNOLOGIES INC., a Washington

  corporation

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
   

  	
  /s/
  Tim O’ Neil

  	
   

  
	
   

  	
  Name:

  	
   

  	
  Tim
  D. Neil

  	
   

  
	
   

  	
  Title:

  	
   

  	
  CFO

  	
   

  
								



 


4

















 


	
   

  	
  Re:

  	
  8480-8514 Mid County Industrial Drive

  
	
   

  	
   

  	
  St. Louis, Missouri

  	
   

  



 


SIXTH AMENDMENT TO LEASE


 


	
  THE STATE OF MISSOURI

  	
  §

  	
   

  
	
   

  	
  §

  	
  KNOW ALL MEN BY THESE PRESENTS:

  
	
  COUNTY OF ST. LOUIS

  	
  §

  	
   

  



 


THIS SIXTH AMENDMENT TO LEASE (this “Amendment”)
has been executed as of this 8th day of November, 2000, by
THE REALTY ASSOCIATES FUND III, L.P., a Delaware limited partnership (“Landlord”)
and ST. LOUIS MUSIC, INC. (“Tenant”).


 


R E  C  I  T  A
L  S:


 


A.                      Missouri
State Employees’ Retirement System (“Prior Landlord”) and Tenant have
heretofore executed that certain Lease Agreement (the “Original Lease”),
dated as of May 23, 1988, as amended by Addendum to Lease dated March 1, 1989, Second
Addendum to Lease dated December 3, 1991, Third Amendment to Lease dated March 3,
1994, Fourth Amendment to Lease dated May 9, 1995, and Fifth Amendment to Lease dated as of June 26,
1998 (such Original Lease, as so
amended, is hereinafter called the “Lease”), pursuant to which Tenant
leased from Prior Landlord approximately 45,984 square feet (the “Original
Premises”) in that certain warehouse building and related improvements more
particularly described in the Lease (the “Project”).


 


B.                        Landlord
and Tenant desire to execute this Amendment in order to evidence their
agreement to (i) extend the term
of the Lease, (ii) expand the Original Premises; and (iii) make certain
other amendments to the Lease, all as more particularly set forth in this
Amendment.


 


NOW THEREFORE, in consideration of the foregoing and
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, Landlord and Tenant agree as follows, subject to the
contingencies set forth in this Amendment:


 


Article I


 


CERTAIN AMENDMENTS


 


SECTION 1.01.                          Additional Premises.
Effective as of February 1, 2001, or such later date as described in Section 1.07
below (such data being the “Effective Date”), and subject


 


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1

















 


to the terms and conditions set forth in this Amendment, the Lease
shall be amended to reflect that the Original Premises shall be hereby expanded
to include the premises outlined on the crosshatched floor plan attached hereto
as Exhibit A (the “Additional Premises”) consisting of
approximately 32,547 rentable square feet (the Original Premises and the
Additional Premises being collectively referred to as the “Premises”) In
that certain building known as Mid County 6, located at 8480-8514 Mid County
Industrial Drive, St. Louis, Missouri, and more particularly described in the
Lease (the “Building”). As of the Effective Date, Exhibit A
to the Lease shall be amended to include Exhibit A attached to this
Amendment. Accordingly, the Premises shall consist of 78,531 rentable square
feet in the Building.


 


SECTION 1.02.                          Lease Term. The term
of the Lease is hereby extended for a period of five (5) years from the
Effective Date, unless otherwise terminated in accordance with its express
terms. Tenant has no further renewal or extension options and any such rights
in the Lease are deleted.


 


SECTION 1.03.                          Base Rent. Tenant must
pay Landlord, commencing on the Effective Date and continuing on the first day
of each month thereafter throughout the term, Base Rent for the entire Premises
in the amounts set forth below:


 


	
  Lease Year

  	
   

  	
  Annual Rate

  per R.S.F.

  	
   

  	
  Monthly

  Amount

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  1 - 3

  	
   

  	
  $

  	
  4.00

  	
   

  	
  $

  	
  26,177.00

  	
   

  
	
  4 - 5

  	
   

  	
  $

  	
  4.15

  	
   

  	
  $

  	
  27,158.64

  	
   

  



 


The Base Rent shall be due and payable in equal monthly installments,
each such monthly installment due and payable on the first day of each calendar
month, in advance, without demand and without setoff or deduction whatsoever.
As used herein, “Lease Year” means each consecutive twelve-month period
beginning with the Effective Date, except that if the Effective Date is not the
first day of a calendar month, then the first Lease Year shall be the period
from the Effective Date through the final day of the twelve months after the
first day of the following month, and each subsequent Lease Year shall be the
twelve months following the prior Lease Year.


 


SECTION 1.04.                          Additional Rent. As of
the Effective Date, Tenant must pay Landlord, as additional rent, Tenant’s
proportionate share of (a) any increases in real estate taxes and
insurance premiums above that incurred during the 2000 calendar year, (b) all
common area maintenance and similar charges, which is currently estimated at
$0.35 per square foot for the 2000 calendar year and (c) Tenant’s
Proportionate Share shall be increased to take into account the Additional
Premises. The foregoing payments must be made at the time and in the manner set
forth in the Lease. Tenant shall remain responsible for all utilities.


 


SECTION 1.05.                          Right of First Offer. Landlord
grants Tenant a right of first offer subject to Exhibit C
attached hereto. Tenant shall have no further rights to lease space in any
other premises in the Building and all such
rights in the Lease are deleted.


 


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2

















 


SECTION 1.06.                          AS IS. Tenant accepts
the Additional Premises “as is” “where is”  without representation or warranty,
without any obligation to alter, remodel, improve, repair or decorate any part of
the Additional Premises, except as set forth on Exhibit B attached
hereto.


 


SECTION 1.07.                          Availability. Landlord
and Tenant acknowledge that there is currently an existing tenant occupying the
Additional Premises. If the Additional Premises are not available at the
estimated time, Tenant agrees to take such Additional Premises at the time of
availability. Landlord shall have no liability to Tenant if the current tenant
holds over or the Additional Premises do not become available. If the
Additional Premises do not become available on or before March 31, 2001.
Tenant, as its sole remedy, may terminate this Amendment upon written
notice to Landlord given on or before April 1, 2001.


 


SECTION 1.08.                          Further Amendments.
The Lease shall be and hereby is further amended wherever necessary, even
though not specifically referred to herein, in order to give effect to the
terms of this Amendment. The reference to “$500,000” in Section 13 of the
Original Lease is hereby amended to “$3,000,000” and the reference to “$50,000”
is amended to “$1,000,000.”


 


Article II


 


MISCELLANEOUS


 


SECTION 2.01.                          Ratification, The
Lease, as amended hereby, is hereby ratified, confirmed and deemed in full
force and effect in accordance with its terms. Each party represents to the
other that such party (a) is currently unaware of any default by the other
party under the Lease; and (b) has full power and authority to execute and
deliver this Amendment and this Amendment represents a valid and binding
obligation of such party enforceable in accordance with its terms, Landlord and
Tenant acknowledge that no brokers have been involved in this Amendment other
than Sansone Group DDR/LLC (“Sansone”) and that Landlord shall be liable
for any commission that is due to Sansone. Landlord and Tenant hereby indemnify
each other from the payment of any commissions owed to any other broker with respect
to this Amendment resulting from the acts of such party, but not otherwise.


 


SECTION 2.02.                          Notices. All notices
to be delivered to Landlord under the Lease or otherwise with respect to the
Premises shall, unless Landlord otherwise notifies Tenant, be delivered to
Landlord in accordance with Paragraph 21 the Lease to the following address:


 


c/o TA Realty Corporation

25 State Street, 10th floor

Boston, Massachusetts 02109

Attention: Asset Manager


 


SECTION 2.03.                          Governing Law. This
Amendment shall be governed by and construed in accordance with the laws of the
State of Missouri.


 


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3

















 


SECTION 2.04.                          Counterparts. This
Amendment may be executed in multiple counterparts each of which is deemed
an original but together constitute one and the same instrument.


 


IN WITNESS WHEREOF, this Amendment has been executed
as of (but not necessarily on) the date and year first above written.


 


	
   

  	
  LANDLORD:

  
	
   

  	
   

  
	
   

  	
  THE
  REALTY ASSOCIATES FUND III, L.P.,

  a Delaware limited partnership

  
	
   

  	
   

  
	
   

  	
  By:

  	
  Realty Associates Fund III LLC, a Delaware limited
  liability company, its sole general partner

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  Realty Associates Fund III Trust, a Massachusetts
  business trust, sole Member

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  By:

  	
  /s/
  Henry G. Brauer

  	
   

  
	
   

  	
   

  	
   

  	
  Name:

  	
  Henry
  G. Brauer

  
	
   

  	
   

  	
   

  	
  Title:

  	
  Regional
  Director

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  Realty Associates Fund III Texas Corporation, a
  Texas corporation general partner

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
  /s/
  Henry G. Brauer

  	
   

  
	
   

  	
   

  	
  Name:

  	
  Henry
  G. Brauer

  
	
   

  	
   

  	
  Title:

  	
  Regional
  Director

  
	
   

  	
   

  
	
   

  	
  TENANT:

  
	
   

  	
   

  
	
   

  	
  ST.
  LOUIS MUSIC, INC.

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Donald J. Collins

  	
   

  
	
   

  	
  Name:

  	
  Donald
  J. Collins

  
	
   

  	
  Title:

  	
  Vice
  President - Finance

  
											



 


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L:TA002-957\1ST. LOUIS MUSIC 1 NOV 1, 2000


 


4

















 





 


5





















 


EXHIBIT B


 


LANDLORD’S WORK


 


Tenant hereby accepts the Additional Premises in
their “AS–IS” condition, and Landlord shall have no obligation to perform any
work therein (including, without limitation, demolition of any improvements
existing therein or construction of any tenant finish-work or other
improvements therein), and shall not be obligated to reimburse Tenant or
provide an allowance for any costs related to the demolition or construction of
improvements therein. Notwithstanding the foregoing, Landlord agrees to install
2 - 3 openings in the existing demising wall, using available Project standard
colors and materials, at Landlord’s sole cost and expense, on or before the
Effective Date, subject to the terms of the Lease.


 


1

















 


EXHIBIT C


 


ONE-TIME RIGHT OF FIRST OFFER


 


Subject to Subsection B below, and subject to any
expansion or renewal options of any current tenant in the Building (a “Prior
Tenant”), Landlord hereby grants to Tenant for the term of the Lease a
one-time right of first offer for the space shown on Exhibit C-l
(collectively, the “ROFO Space”), to be exercised in accordance with Subsection A
below.


 


A.                      If any ROFO Space becomes available for
lease to anyone other than a Prior Tenant, Landlord shall so notify Tenant (“Landlord’s
ROFO Notice”) identifying the available ROFO Space (the “Subject ROFO
Space”). Landlord’s ROFO Notice may be given up to seven (7) months
in advance of such availability and shall contain the terms upon which Landlord
intends to offer the Subject ROFO Space for lease to the market. Tenant shall
notify Landlord within thirty (30) days of receipt of Landlord’s ROFO Notice whether
it desires to lease the Subject ROFO Space on the terms set forth in Landlord’s
ROFO Notice. If Tenant does not notify Landlord within said thirty (30) day
period that it will lease the Subject ROFO Space. Tenant shall be deemed to
have refused the Subject ROFO Space. After any refusal, Tenant shall have no
further right of first offer for any ROFO Space and Landlord shall be free to
lease such space to any party for any term on terms and conditions acceptable
to Landlord and this Exhibit C shall
terminate. If Tenant exercises its right of first offer wish respect to the
Subject ROFO Space, such space shall be added to the Premises for all purposes
of this lease for the remaining Term of the Lease (but in no event less than
three (3) years) on (a) the terms specified in Landlord’s ROFO
Notice, and (b) the terms of this Lease to the extent that they do not conflict
with the terms specified in Landlord’s ROFO Notice, except that Tenant shall
have no further renewal or expansion rights.


 


B.                        Tenant’s
right of first offer is subject to the conditions that: (i) on the date
that Tenant delivers its notice exercising its right of first offer. Tenant is
not in default under the Lease after the expiration of any applicable notice
and cure periods, and (ii) Tenant shall not have assigned the Lease, or
sublet and portion of the Premises under a sublease which is in effect at any
time during the period commencing with Tenant’s delivery of its notice and
ending on the date the ROFO Space is added to the Premises.


 


C.                        Promptly
after Tenant’s exercise of its right of first offer, Landlord
shall execute and deliver to Tenant an amendment to the Lease to reflect
changes in the Premises, Base Rental, Tenant’s proportionate share and any
other appropriate terms changed by the addition of the ROFO Space. Within ten (10) days thereafter, Tenant shall
execute and return the amendment.