Lease Addendum No. 3



 Exhibit 10.11 
 LEASE ADDENDUM NO. 3 
 THIS
LEASE ADDENDUM NO. 3 (“Addendum No. 3”) is made and executed as of this day 2 of September, 2010, by and between COTTONWOOD NEWPARK ONE, L.C., a Utah limited liability company (“Landlord”), and SKULLCANDY, INC., a Delaware
corporation (“Tenant”), as an addendum to that certain Lease Agreement between Landlord and Tenant dated the
27th day of August, 2007, as amended by that certain Lease
Addendum No. 1 dated the 18th day of June, 2008 and
that certain Lease Addendum No. 2 dated the 21st day
of July, 2010 (“Addendum No. 2”) (collectively, the “Lease”). Landlord and Tenant are sometimes collectively referred to below as the “parties.” 

RECITALS: 
 A.        Pursuant to the Lease, Tenant leased from Landlord certain commercial office space in a building (the “Building”) constructed on real property
owned by Landlord located at 1441 West Ute Boulevard, Park City, Utah, as more particularly described in the Lease. 
 B.        The parties desire to modify and amend the Lease, subject to the terms and conditions of this Addendum No. 3. 

NOW, THEREFORE, for and in consideration of the parties’ covenants and agreements contained herein and in the Lease,
Landlord and Tenant covenant and agree as follows: 
 AGREEMENT: 

1.        Recitals.  The recitals to this Addendum
No. 3 are an integral part of the agreement and understanding of the parties, and are incorporated by reference in this Addendum No. 3. 
 2.        Definitions.    The definitions of certain of the capitalized terms used in this Addendum No. 3 not expressly
defined in this Addendum No. 3 will have the respective meanings set forth in the Glossary of Defined Terms attached as Exhibit A to the Lease or elsewhere in the Lease. 

3.        Revised Expansion Date.  The effective date of
Tenant’s expansion of the Premises into the Third Expansion Space (as such term is defined in Addendum No. 2 is hereby accelerated from January 1, 2011 to September 1, 2010 (the “Accelerated Effective Date”) and
Addendum No. 2 is hereby amended accordingly. 

4.        Base Rent for Third Expansion
Space.  Section 5 of Addendum No. 2 is hereby deleted in its entirety and is replaced with the following: 
 From and after the Accelerated Effective Date, Section C of Part I of the Lease is hereby amended to include the Base Rent for the Third Expansion Space as follows: 

  
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 C.        Base
Rent (Lease Provisions, Paragraph 5): 
  

									
	 Lease Year
	  	Monthly Base Rent	 	  	Annual Base Rent	 
			
	 Accelerated Effective

Date through

10/31/10
	  	    $	4,745.07    	  	  	    $	56,940.84    	  
			
	 11/1/10 - 12/31/10
	  	    $	0.00    	  	  	 	    N/A          	  
			
	 1/1/11 - 2/28/12
	  	    $	3,936.00    	  	  	    $	47,232.00    	  
			
	 3/1/12 - 2/28/13
	  	    $	4,054.08    	  	  	 	    S48,648.96    	  

 The above Base Rent
for the Third Expansion Space shall be in addition to the Base Rent for the original Premises as currently set forth in Section C of Part I of the Lease and the Base Rent for the Second Expansion Space as set forth above. 

5.        Operating Expenses for Third Expansion
Space.  Tenant shall pay Operating Expenses for the Third Expansion Space from the Accelerated Effective Date through December 31, 2010 in the amount of $1,850.00 per month for a total of $7,400.00. From and after
January 1, 2011, Tenant shall pay its pro rata share of Operating Expenses as more particularly set forth in Section 6 of Addendum No. 2. 
 6.        Broker.  Landlord and Tenant each represent to the other that it has had no dealings with any real estate broker, agent or finder
in connection with the negotiation of this Addendum No. 3, except for Janet G. Vise of Sage Realty Services, L.C. (“Broker”), and that they know of no other real estate broker, agent or finder who is entitled to a commission or
finder’s fee in connection with this Addendum No. 3. Each party shall indemnify, protect, defend and hold harmless the other party against all claims, demands, losses, liabilities, lawsuits, judgments, and costs and expenses (including
reasonable attorney fees) for any leasing commission, finder’s fee, equivalent compensation alleged to be owing on account of the indemnifying parties’ dealings with any real estate broker, agent or finder other than the Broker. The terms
of this Section 8 will survive the expiration or earlier termination of the Lease Term. 

7.        Other Provisions. 

  Tenant represents, warrants and agrees with Landlord as follows: 

  (a)        The Lease and this Addendum No. 3
embody the entire agreement now existing with Landlord related to the Premises; and 

  (b)        The Lease, as modified hereby, is in full
force and effect; and 
   (c)        The
Lease, or any interest therein, has not been previously transferred, subleased, assigned or pledged by Tenant; and 

  
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    (d)        Tenant is not aware of any
default by Tenant or Landlord under either the Lease or this Addendum No. 3. 

    Landlord represents, warrants and agrees with Tenant as follows: 

    (a)        The Lease and this Addendum
No. 3 embody the entire agreement now existing with Tenant related to the Premises; and 

    (b)        The Lease, as modified hereby,
is in full force and effect; and 

    (c)        Landlord is not aware of any
default by Tenant or Landlord under either the Lease or this Addendum No. 3. 

11.        General.  Without limiting any provision
respecting assignment or transfer as contained in the Lease, this Addendum No. 3 shall be binding upon and inure to the benefit of the respective legal representatives, and any authorized successors and assigns of the parties. This Addendum
No. 3 shall be governed by, and construed in accordance with, the laws of the State of Utah. All notices and other communications given pursuant to the Lease, as modified hereby, shall be made as provided in the Lease. Except as modified in
this Addendum No. 3, the Lease is, and shall remain, in full force and effect. The Lease, as amended by this Addendum No. 3, shall not be further amended or modified except by a written instrument signed by the parties. In the event of any
conflict between the terms of the Lease and this Addendum No. 3, this Addendum No. 3 shall control. The person executing this Addendum No. 3 on behalf of Tenant warrants and represents that Tenant has full right and authority to
execute, deliver and perform this Addendum No. 3 and no approval or consent of any third party (other than the parties to this Addendum No. 3) is necessary to make such Addendum No. 3 effectual or otherwise valid and binding. The
person executing this Addendum No. 3 on behalf of Landlord warrants and represents that: (a) Landlord is a duly organized and existing legal entity, in good standing in the State of Utah; (b) Landlord has full right and authority to
execute, deliver and perform this Addendum No. 3 and no approval or consent of any third party (other than the parties to this Addendum No. 3) is necessary to make this Addendum No. 3 effectual or otherwise valid and binding; and
(c) the person executing this Addendum No. 3 on behalf of Landlord was authorized to do so. This Addendum No. 3 shall not be effective or binding unless and until it is fully executed and delivered by Landlord and Tenant. This
Addendum No. 3 may be executed in multiple counterparts, each of winch shall constitute an original and all of which taken together shall constitute one and the same instrument. 

[Signature Page to Follow] 

  
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     DATED and effective as of the date first written
above. 
  

							
		 	TENANT:	  	SKULLCANDY, INC., a Delaware corporation
				
		 		  	By:	 	 /s/ JEREMY ANDRUS

				
		 		  	Name:	 	 JEREMY ANDRUS

				
		 		  	Title:	 	 PRESIDENT

				
		 		  	Date:	 	 2/SEPT/2010

			
		 	LANDLORD:	  	COTTONWOOD NEWPARK ONE, L.C., a Utah
		 		  	limited liability company, by its manager
			
		 		  	CPM NEWPARK, L.C., a Utah limited liability
 company, by its
manager

			
		 		  	COTTONWOOD PARTNERS MANAGEMENT,
 LTD., a Utah limited
liability company, by its
 following general partner, COTNET
 MANAGEMENT, INC., a Utah corporation

				
		 		  	By:	 	 /s/ JOHN L. WEST

		 		  		 	JOHN L. WEST, President


  
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