Blueprint





 







Exhibit 10.34

 



FIFTH AMENDMENT

 


THIS FIFTH AMENDMENT (this
“Amendment”) is
made and entered into as of ____Sept, 12, 2017, by and between
BRE WA OFFICE OWNER LLC, a Delaware
limited liability company (“Landlord”), and DATA I/O CORPORATION, a Washington
corporation (“Tenant”).

 



RECITALS


 



A. 

Landlord (as
successor in interest to Arden Realty Limited Partnership, a
Maryland limited partnership, as successor in interest to CARR
Redmond, LLC, a Delaware limited liability company) and Tenant are
parties to that certain Lease dated February 28, 2006, as
previously amended by the First Amendment to Lease dated
August 24, 2006 (the “First Amendment”), the Second
Amendment to Lease dated January 31, 2011 (the
“Second
Amendment”), the Third Amendment to Lease dated
April 8, 2015 (the “Third Amendment”), and the Fourth
Amendment to Lease dated May 18, 2016 (as amended, the
“Lease”).
Pursuant to the Lease, Landlord has leased to Tenant space
currently containing approximately 20,460 rentable square feet (the
“Premises”)
described as Suites 100 and 200 on the first and second floors of
the building commonly known as Redmond East Building 14
located at 6645 185th Avenue NE, Redmond,
Washington (the “Building”).





 



B. 

The Lease will
expire by its terms on April 30, 2021 (the “Existing Expiration Date”), and
the parties wish to extend the term of the Lease on the following
terms and conditions.





 


NOW, THEREFORE, in consideration of the
above recitals which by this reference are incorporated herein, the
mutual covenants and conditions contained herein and other valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged, Landlord and Tenant agree as follows:

 




1.

[Intentionally
Omitted.]






 




2.

Extension.
The term of the Lease is hereby extended through July 31, 2022
(the “Second Extended
Expiration Date”). The portion of the term of the
Lease beginning on the date immediately following the Existing
Expiration Date (the “Second
Extension Date”) and ending on the Second Extended
Expiration Date shall be referred to herein as the
“Second Extended
Term”.






 




 

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3.

Base
Rent. During the
Second Extended Term, the schedule of Base Rent shall be as
follows:






 


	


Period of Second Extended Term

	


Annual Rate Per Square Foot (rounded to the nearest 100th of a
dollar)

	


Monthly Base Rent


	

5/1/21
– 8/31/21

	

$17.97

	

$30,638.85


	

9/1/21
– 7/31/22

	

$18.50

	

$31,542.50







 


All
such Base Rent shall be payable by Tenant in accordance with the
terms of the Lease.

 




4.

Additional Security
Deposit. No
additional security deposit shall be required in connection with
this Amendment.






 




5.

Operating Cost
Share Rent and Tax Share Rent. During the Second Extended Term,
(a) Tenant shall pay Operating Cost Share Rent and Tax Share
Rent in accordance with the terms of the Lease, and
(b) Tenant’s Proportionate Share shall be 57.87% of the
New Building and 5.07% of the Project.






 




6.

Configuration and
Condition of Premises. Landlord shall not be required to
perform or pay for any alteration or improvement in connection with
this Amendment. For the avoidance of doubt, the preceding sentence
shall not limit any ongoing repair or maintenance obligation of
Landlord under the Lease.






 



7. 

Other Pertinent
Provisions. Landlord
and Tenant agree that, effective as of the date of this Amendment
(unless different effective date(s) is/are specifically referenced
in this Section), the Lease shall be amended in the following
additional respects:





 



7.1. 

Contraction Option. Section 8 of
the Third Amendment, entitled “Contraction Option,” is
hereby deleted in its entirety from the Lease.





 



7.2. 

Abatement of Base Rent for
October 2017. Notwithstanding any contrary provision of
the Lease, Tenant shall not be required pay Base Rent for the month
of October 2017.





 




 

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8.            

Other
Provisions.
Notwithstanding any contrary provision of the Lease:





 



8.1. 

[Intentionally
Omitted.]





 



8.2. 

[Intentionally
Omitted.]





 



8.3. 

OFAC. Tenant represents, warrants and
covenants that no party that (other than through the passive
ownership of interests traded on a recognized securities exchange)
constitutes, owns, controls, or is owned or controlled by Tenant or
any guarantor or subtenant of Tenant is, or at any time during the
term of the Lease will be, (a) in violation of any laws
relating to terrorism or money laundering, or (b) among the
parties identified on any list compiled pursuant to Executive Order
13224 for the purpose of identifying suspected terrorists or on the
most current list published by the U.S. Treasury Department Office
of Foreign Assets Control at its official website,
http://www.treas.gov/ofac/tllsdn.pdf or any replacement website or
other replacement official publication of such list.





 



9. 

Miscellaneous.





 



9.1. 

This Amendment sets
forth the entire agreement between the parties with respect to the
matters set forth herein. There have been no additional oral or
written representations or agreements. Tenant shall not be
entitled, in connection with entering into this Amendment, to any
free rent, allowance, alteration, improvement or similar economic
incentive to which Tenant may have been entitled in connection with
entering into the Lease, except as may be otherwise expressly
provided in this Amendment.





 



9.2. 

Except as herein
modified or amended, the provisions, conditions and terms of the
Lease shall remain unchanged and in full force and
effect.





 



9.3. 

In the case of any
inconsistency between the provisions of the Lease and this
Amendment, the provisions of this Amendment shall govern and
control.





 




 

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9.4. 

Submission of this
Amendment by Landlord is not an offer to enter into this Amendment
but rather is a solicitation for such an offer by Tenant. Landlord
shall not be bound by this Amendment until Landlord has executed
and delivered it to Tenant.





 



9.5. 

Capitalized terms
used but not defined in this Amendment shall have the meanings
given in the Lease.





 



9.6. 

Tenant shall
indemnify and hold Landlord, its trustees, members, principals,
beneficiaries, partners, officers, directors, employees,
mortgagee(s) and agents, and the respective principals and members
of any such agents harmless from all claims of any brokers (other
than Broderick Group, Inc., a Washington corporation) claiming to
have represented Tenant in connection with this Amendment. Landlord
shall indemnify and hold Tenant, its trustees, members, principals,
beneficiaries, partners, officers, directors, employees, and
agents, and the respective principals and members of any such
agents harmless from all claims of any brokers claiming to have
represented Landlord in connection with this Amendment. Tenant
acknowledges that any assistance rendered by any agent or employee
of any affiliate of Landlord in connection with this Amendment has
been made as an accommodation to Tenant solely in furtherance of
consummating the transaction on behalf of Landlord, and not as
agent for Tenant.





 


[SIGNATURES
ARE ON FOLLOWING PAGE]

 




 

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IN WITNESS WHEREOF, Landlord and Tenant
have duly executed this Amendment as of the day and year first
above written.

 


	
 

	


LANDLORD:


 


	
 

	
 


	
 

	


BRE WA OFFICE OWNER LLC, a Delaware limited liability
company


 

 


By:     
/s/Alan
Walker        
            




Name:
Alan
Walker                         




Title:  
SVP                                      



 


 


	
 

	
 


	
 

	
 


	
 

	
 


	
 

	


TENANT:


 


	
 

	

 

 



DATA I/O CORPORATION, a Washington corporation


 


 


By:     
/s/ Joel S
Hatlen                 




Name:
Joel S
Hatlen                      




Title:  
VP / COO /
CFO                




 







 

 




 

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