**Exhibit 10.13**

** **

**SC MOTA ASSOCIATES LIMITED PARTNERSHIP**

ONE NORTH CLEMATIS STREET, SUITE 305WEST PALM BEACH, FL 33401

 
|   | Tel:   (561) 835-1810 |
|--------|---------------------------------|
|   | Fax:  (561) 833-4118       |

 

March 22,2007

 

TigerDirect Inc.

7827-B West Flagler Street

Miami,FL 33144

 

DearSirs:

 

Referenceis made to that certain Lease dated September 17, 1998 as amended bycertain Settlement Agreement and Mutual Release dated June 8, 2001 andFirst Amendment to Lease dated September 5, 2003, (the “Lease”) between SCMOTA Associates Limited Partnership, as successor in interest to Keystone-MiamiProperty Holding Corp. (“Landlord”) and Tiger Direct Inc. (“Tenant”) andpertaining to space no. 35 and 33D containing approximately 79,866 s.f. (the “OriginalPremises”) located in The Mall of the Americas (the “Shopping Center”). Thisletter sets forth the terms which we are prepared to recommend to the Landlordin connection with your request to lease certain additional premises (the “AdditionalPremises”) in the Shopping Center.

 

**1.****                                     ****Expansion:** Landlord herebyagrees to lease the Additional Premises to Tenant and Tenant hereby agrees tolease the Additional Premises from Landlord upon and subject to the followingterms and conditions:

 

**a)****                                     ****AdditionalPremises:** Approximately 3,000 square feet contained within thespace known as Bay 33C (the “Additional Premises”) as shown outlined in red onthe site plan attached to this letter as Schedule “A”.

 

**b)****                                     ****Term:** The Term of theLease in respect of the Additional Premises will commence the day following thedate Tenant receives possession of the Additional Premises (the “AdditionalPremises Commencement Date”) and will expire concurrently with the expirationof the lease term of the Original Premises (January 31, 2010) and shallhave the right to renew as set forth in Section R-5 of the Lease so theAdditional Premises will expire coterminous with the Original Premises.

 

**c)****                                     ****AnnualRent:** During the period commencing on the AdditionalPremises Commencement Date, and ending on the 31st day of January, 2010 (both inclusive), AnnualRent in respect of the Additional Premises will be the annual sum of$40,500.00, based upon an annual rate of $13.50 per square foot of the grossleasable floor space of the Additional Premises. In the option periods theAnnual Rent shall increase at the rates provided in the Lease.

 

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**d)****                                     ****Additional Rent.** In addition to the Annual Rent, Tenanthereby further agrees topay to Landlord during the Extension Term, all Additional Rent andother charges required to be paid by Tenant pursuant to the Lease, including,but not limited to, all Utility Charges and Tenant’s Proportionate Share ofTaxes, Insurance Premiums, Common Area maintenance expenses, and other ShoppingCenter Operating Costs.

 

Notwithstanding anythingin the Lease to the contrary, during the Term of this Lease and any extensionsthereof, for the Additional Premises only, Tenant agrees to pay Landlord asAdditional Rent Tenant’s Percentage Share (As it relates to Property Insurancedefined as that fraction, the numerator of which is the total number ofrentable square feet of space contained within the Additional Premises and thedenominator of which is the total number of leasable square feet within theShopping Center less any area not covered by the Property Insurance policy) ofany cost associated with the Property Insurance (including but not limited towindstorm, “All Risk”, fire, flood, etc.) obtained by Landlord in itsreasonable discretion, for the Shopping Center. If Landlord determines in it’sreasonable discretion that Tenant will be required to pay Additional Rent tocover it’s Percentage Share of Property Insurance, then Tenant shall payLandlord an estimated amount of such costs in equal monthly installmentstogether with Rent. Initially, Landlord estimates that Tenant will be requiredto pay Four Hundred and Fifty Dollars per month ($450.00) together with itsRent towards Tenant’s Percentage Share of Property Insurance.

 

Within 180 days after theend of each Year or during such other periods as Landlord deems reasonable, theLandlord will determine and advise Tenant by statement of the exact amount orthe Tenant’s Percentage Share of the Shopping Center’s Property Insurance and,if necessary, an adjustment will be made between the parties within 15 daysafter the Tenant has been advised of the actual amount paid. Upon request byTenant, Landlord agrees to provide Tenant with a copy of the paid PropertyInsurance bill as evidence of the basis upon which any increase in PropertyInsurance is chargeable to Tenant. Tenant shall be responsible for itsPercentage Share of such Property Insurance for fractional years occurring atthe beginning and expiration of the Term of this Lease, and any extensionsthereof.

 

**e)****                                     ****Additional PremisesDelivered “As Is”:** Except as expressly provided in theLease, Tenant agrees to accept the Premises in its “as-is”condition as of the Commencement Date except that the air conditioningequipment, will be in good working order upon delivery of the Premises. Tenantshall be responsible for performing all renovations, alterations, leaseholdimprovements, fixturing and other work required in order to combine theAdditional Premises with the Original Premises and in order to fixture andimprove the Additional Premises for the Tenant’s business purposes. Landlord shallhave no responsibility or obligation to perform any work with respect to theshell, floor, storefront, walls, ceilings, lighting fixtures, HVAC system,toilet rooms, utilities systems or otherwise with respect to the Premises priorto the Commencement Date or thereafter. All such work shall be carried out bythe Tenant, at Tenant’s sole cost and expense, in a good and workmanlike, lienfree manner and in accordance with: (a) Schedule “B” (annexed);(b) all applicable codes, ordinances,rules, regulations and insurance requirements;(c) detailed plans and specifications prepared atTenant’s cost by a licensed

 

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architect (which plansand specifications shall be submitted to Landlord in advance for Landlord’sreview and approval); and (d) all other applicable provisions of theLease.

 

**f)****                                       ****Premises:** From and after the Additional PremisesCommencement Date, the“Premises” demised pursuant to the Lease shall be deemed to consist andbe comprised of both the Original Premises and the Additional Premises(totaling, in the aggregate, 82,866 square feet of gross leaseable floorspace). Accordingly, from and after the Additional Premises Commencement Date: (i) allterms, conditions and provisions contained in the Lease, as modified by thisletter Agreement, shall also apply in respect of the Additional Premises as ifthe Additional Premises were originally included within the Premises on thedate upon which the Lease was originally executed; and (ii) all referencesto the “Premises” appearing in the Lease and/or in this letter agreement shallbe deemed to mean and referred to the entire Premises (including both theOriginal Premises and the Additional Premises).

 

**2.****                                     ****Binding Agreement:** Once this letter is signed by the Tenantand countersigned by theLandlord this letter will constitute a binding supplement to, andmodification of, the Leaseupon the terms set forth in this letter. The Lease, asso modified, is and shall remain in fullforce and effect.

 

**3.****                                     ****Expansion Rights:** Tenant’s “First Right of Notice to Lease”set forth in Section R-6 of the Rider to the Lease and Tenant’s ExpansionRights” set forth in Section R-7 of the Rider to the Lease shall bemodified to specifically exclude from such rights any portion of the Buildingleased to Technical Career Institute, Inc., its successors or permittedassigns, specifically being Spaces 230, 240 and Technical Career Institute Inc’sexpansion premises consisting of approximately 6,000 sq. ft. contained within aportion of Bay 220.

 

**4.****                                     ****Lease Remains in FullForce and Effect, Setoffs or Defenses, Etc.:** Tenant does hereby certify, confirm and agree **that as of the date hereof**(a) thatthe Lease, as amended and modified herein, is, and shall remain and continue,in full force and effect, binding and enforceable in accordance with its terms,(b) that Landlord is not in default in the performance of any duty orobligation on its part to be performed under the Lease, and (c) thatTenant has no offsets, defenses or counterclaims to Tenant’s obligation to payall Rent and other sums and to perform all other duties and obligations, onTenant’s part to be paid and/or performed under the Lease, as herein amended andmodified.

 

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The foregoing agreementis being recommended to the Landlord by the undersigned and is not to becomeeffective or binding upon the Landlord until such time as the Landlord hasaccepted the terms of this agreement set forth above as evidenced by itssignature below.

 

Kindly confirm youragreement with these terms by signing and returning the additional enclosedcopy of this letter in the place designated below.

 

AGREED TO this 26day of March 2007.

 

 
|                                   |   | Tiger Direct Inc. (Tenant)              |
|----------------------------------------|--------|-----------------------------------------|
|                                   |   |                                    |
| /s/ Andrea  Fongyee               |   | By:                                     | /s/ MF |
| Witness                                |   |                                    |   |
|                                   |   |                                    |   |
| Witness                                |   |                                    |   |
|                                   |   |                                    |   |
|                                   |   |                                    |   |
| APPROVED  this 12th day of April 2007. |   |                                    |   |
|                                   |   |                                    |   |
|                                   |   | SC  MOTA Associated Limited Partnership |
|                                   |   | By:                                     | SC  MOTA GP, Inc. (Landlord) |
|                                   |   |                                    |   |
| /s/ JoAnn  Carlisi                |   |                                    | By: | /s/  Brian Kosoy |
| Witness                                |   |                                    |   | Brian  Kosoy |
| JoAnn  Carlisi                         |   |                                    |   | President |
| Print  Name                            |   |                                    |   |   |
| /s/ Sarah Hall                    |   |                                    |   |   |
| Witness                                |   |                                    |   |   |
| Sarah  Hall                            |   |                                    |   |   |
| Print  Name                            |   |                                    |   |   |
|                                        |        |                                         |  |  |  |

 

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