**Exhibit 10.47**

**LEASEAGREEMENT**

ThisLEASE AGREEMENT (this “**Lease**”), datedSeptember 13, 2007 for reference purposes only, is made by and between WilliamH. Channell, Jr. and Carolyn Channell (collectively, “**Lessor**”),on the one hand, and Channell Commercial Corporation, a Delaware corporation (“**Lessee**”), on the other hand.

WHEREAS,Lessor and Lessee wish to enter into a lease for the Premises (as hereinafterdefined), on the terms and subject to the conditions set forth herein;

NOW,THEREFORE, in consideration of the foregoing and for other good and valuableconsideration, the receipt and sufficiency of which are hereby acknowledged,the parties hereto agree as follows:

1.             Premises.  Lessor hereby leases to Lessee, and Lesseehereby leases from Lessor, during the term and for the rent amount providedherein, and on the other terms and subject to the other conditions set forthherein, that certain real property situated in the County of Riverside, Stateof California more particularly described on Exhibit A hereto (the “**Premises**”).

 

2.             Term.  The term of this Lease shall commence onSeptember 13, 2007 (the “**Commencement Date**”)and shall end on December 31, 2015 (the “**Original Term**”),unless sooner terminated pursuant to the terms hereof.

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## 2.1           Options to Extend.  Lessor herebygrants to Lessee two (2) consecutive five-year options to extend the OriginalTerm from January 1, 2016 through December 31, 2020 (the “**FirstExtension Period**”),****and fromJanuary 1, 2021 through December 31, 2025 (the “**SecondExtension Period**”, and together with the First Extension Period, the“**Extension Periods**”), each such optionto be exercised by Lessee, in its sole and absolute discretion, and (i) withrespect to the option for the First Extension Period, to be exercised not laterthan ninety (90) days prior to the expiration of the Original Term and (ii)with respect to the option for the Second Extension Period, to be exercised notlater than ninety (90) days prior to the expiration of the First ExtensionPeriod.  The terms and conditions of thisLease during the Original Term, including, without limitation, the rentalamounts payable hereunder, shall apply to the Extension Periods.

## 2.2           Option to Terminate.  If Lessee hasnot commenced construction of a work of improvement on the Premises for a newbuilding to be constructed thereon on or prior to the date that is five (5)years after the Commencement Date, then Lessee may terminate this Lease in itssole and absolute discretion, and thereupon neither party shall have anyfurther obligation to the other pursuant to this Lease following suchtermination (except as may expressly survive a termination as provided herein).

# 3.             Rent.  Lessee shall pay to Lessor as rent for thePremises, monthly payments of $7,368.61, in advance, on the first day of eachmonth of the term hereof.  Rent for anyperiod during the term hereof that is for less than one month shall be a prorata portion of the monthly installment. Rent shall be payable in lawful money of the United Sates to Lessor atthe address set forth on the signature page hereto or to such other person orat such other places as Lessor may designate in writing.

 

 

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# 4.             Incorporation by Reference.

## 4.1           Except as set forth in Section 4.2 hereof, all of theprovisions of that certain Standard Industrial Lease—Net, dated as of December22, 1989 between The Channell Family Trust (as successor-in-interest to WilliamH. Channell, Sr.) and Lessee, together with the addenda thereto and allamendments thereto, a copy of which is attached as Exhibit B hereto (collectively,the “**Ynez Road Lease**”), are herebyincorporated by reference as if set forth in full herein, with references tothe “Lessor” thereunder being references to the “Lessor” hereunder,  references to the “Lessee” thereunder beingreferences to the “Lessee” hereunder and references to the “Premises”thereunder being references to the “Premises” hereunder.  Notwithstanding the foregoing, the amount setforth in the first sentence of Section 8.3(a) of the Ynez Road Lease shall, forpurposes hereof, be equal to $1,000,000.

## 4.2           The following provisions of the Ynez Road Lease arenot incorporated herein by reference: (a) Sections 1, 2, 3.1, 4, 5 and 47; and(b) the Third Amendment thereto dated as of June 1, 2005.

## 4.3           In the event that there is any inconsistency betweenthe provisions of Section 1, 2 or 3 hereof and the provisions of the Ynez RoadLease, the provisions of Sections 1, 2 and/or 3 hereof shall govern.

# 5.             Counterparts. This Lease may be executed in two or more counterparts, each of whichshall be an original, but all of which shall constitute one and the samedocument.

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##                 INWITNESS WHEREOF, the parties hereto have duly executed this Lease as of the dayand year first set forth above.

 
| **TENANT**                        |
|-----------------------------------|
| ** **                        |
| CHANNELL  COMMERCIAL  CORPORATION |
|                              |
|                              | By: | /s/ Patrick E. McCready |
|                              | Name: | Patrick E. McCready |
|                              | Title: | Chief Financial Officer |
|                              |   |   |
|                              | Address: 26040 Ynez Road |
|                              | Temecula, California 92591 |
|                              |   |
| **LANDLORD**                      |
| ** **                        |
| William  H. Channell, Jr.         |
|                              |
| /s/  William H. Channell, Jr.     |
|                              |
|                              |
| Carolyn  Channell                 |
|                              |
| /s/  Carolyn Channell             |
|                              |
| Address:                          |   |
|                              |
|                              |
|                                   |  |  |  |

 

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**Exhibit A**

** **

**Premises**

** **

Lot 50 of TractNo. 29639-2, recorded in Book 345, Pages 1 to 19, inclusive, of Maps, in theRiverside County Recorder’s Office

 

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**Exhibit B**

** **

**Ynez Road Lease**

 

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