EX-10.13.1



 





Exhibit 10.13.1




SECOND AMENDMENT TO LEASE



          THIS SECOND AMENDMENT TO LEASE, is made and entered into this 29th day
of June, 2001, by and between CROWN WEST REALTY, L.L.C., hereinafter called
“Lessor” and CXT INCORPORATED, a Delaware corporation, hereinafter called
“Lessee”.



RECITALS




          WHEREAS, the Lessor and Lessee have previously entered into a lease
agreement for the lease of real property and improvements identified as follows:





Lease dated December 20, 1996 (the “Lease”), as amended by
Addendum to lease dated July 23, 1998, and as further amended by
Amendment to Lease dated June 30, 1999 covering those certain premises,
described as Building #7 comprising approximately 120,000 square feet
and approximately five (5) acres of land to be used for storage
immediately east of Building #7, across fifth Street, all located at
3808 North Sullivan Road in Spokane, Washington; and



          WHEREAS, Lessor and Lessee wish to further amend certain of the terms
of the Lease;




          NOW THEREFORE, in consideration of the promises and agreements herein
contained, the parties agree as follows:



1. The recitals set forth above are incorporated as part of this agreement.



2. Paragraph 2, Term, is amended so that the term of the Lease shall expire
March 31, 2007.



3. Paragraph 3, Rent, is amended to read as follows:





The Monthly Base Rent which includes base year taxes,
assessments, insurance and common area costs, except as
provided in paragraph 28, shall be as follows:



	 	 	 	 	 
	October 1, 2001 through September 30, 2002
	 	$	22,464.00	 
	October 1, 2002 through March 31, 2003
	 	$	23,363.00	 
	April 1, 2003 through March 31, 2004
	 	$	24,297.00	 
	April 1, 2004 through March 31, 2005
	 	$	25,269.00	 
	April 1, 2005 through March 31, 2006
	 	$	26,280.00	 
	April 1, 2006 through March 31, 2007
	 	$	27,331.00	 







          Said Monthly Base Rent shall be paid to Lessor monthly in
advance on or before the first (1st) business day of the month for
which said rent is due at the office of Lessor at The Park. A late
charge of one and one-half percent (1-1/2%) of the delinquent amount
will be added to all amounts of Monthly Base Rent and Monthly
Additional Rent due that are not received by the tenth (10th) of the



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          month in which they are due.


4. Paragraph 4, Option to Extend, is hereby deleted in its entirety and
replaced with the following:




     4. Extension Term. Upon the expiration of the term of the Lease as set out
in this Amendment (i.e., on March 31, 2007), the term of the Lease shall
automatically be extended for one (1) five (5) year period which shall commence
on April 1, 2007 and continue through March 31, 2012 (“Extension Term”), unless
Lessee sends written notice pursuant to Paragraph 40.7 to Lessor no less than
one hundred eighty (180) days prior to March 31, 2007, that Lessee elects not to
extend the term of the Lease for the Extension Term period. The Monthly Base
Rent payable by Lessee during the Extension Term shall be adjusted and increased
annually on April 1 of each year commencing April 1, 2007, at a rate which is
one hundred and four percent (104%) of the Monthly Base Rent payable during the
year immediately preceding.


5. Paragraph 10.5, Existing Doors, is amended to read as follows:




     Lessor agrees to replace five (5) overhead doors on the Premises at Lessor’s
sole cost and expense. Thereafter the Lessee shall maintain said doors and
windows in good working order throughout the term of this Lease and Extension
Term.


6. All other terms and conditions of the original Lease agreement are hereby
ratified and affirmed and shall remain in full force and effect.




     IN WITNESS WHEREOF, the said Lessor and Lessee have executed this
Amendment to Lease in duplicate the day and year first written above.




	 	 	 	 	 	 	 	 	 	 	 
	LESSOR:
	 	 	 	LESSEE:
 
	CROWN WEST REALTY, L.L.C.	 	 	 	CXT INCORPORATED

a Delaware corporation
 
	By:

	 	/S/ Rob B. Gragg
	 	 	 	By:
	 	/S/ Alec C. Bloem	 	 
	 

	 	 
	 	 	 	 	 	 	 	 
	 

	 	Rob B. Gragg, VP & Asset Manager
	 	 	 	 	 	Its: President	 	 






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