Exhibit 10.73


 


SECOND AMENDMENT TO LEASE


 


THIS
AGREEMENT made as of this 18th day of November 2003 by and between
ESTATE OF RUSSELL BERRIE (“Landlord”) and RUSS BERRIE & CO. (WEST), INC.
(“Tenant”).


 


WITNESSETH


 


WHEREAS,
HUNTER STREET, INC., and RUSS BERRIE & CO. (WEST), INC. entered into a
lease dated July 1, 1987, which was later amended by the First Amendment to
Lease dated March 15, 1994, (as amended, the “Lease”) covering premises known
as South McDowell Extension, Petaluma, California, as more particularly
described on Schedule “A” of the Lease (the “Premises”); and


 


WHEREAS,
Russell Berrie, who was successor in title to Hunter Street, Inc., is deceased
and his estate is now the Landlord under the Lease; and


 


WHEREAS,
the Lease terminates on June 30, 2004; and


 


WHEREAS,
by letter dated May 12, 2003, Tenant notified Landlord that it would not
exercise its option to renew the Lease and would vacate the premises on or
before the date of termination of the Lease;


 


WHEREAS,
Tenant now wishes to extend its tenancy beyond the termination date of Lease
and Landlord has agreed to extend the term of the lease on the terms and
conditions agreed to by the parties as hereinafter set forth.


 


NOW,
THEREFORE, in consideration of the foregoing recitals, which by reference are
incorporated herein, and for ten dollars and other good and valuable
consideration, the parties agree as follows:


 


1.             Section 1.02, entitled “Term of Lease,” shall
be deleted in its entirety and shall be replaced with the following paragraph
to read as follows:


 


Section 1.02  Term of Lease             To
have and to hold unto the Tenant, its successors and permitted assigns, for a
term to commence on the commencement date as defined in Article 5 hereof, and
to terminate on June 30, 2005, unless sooner terminated or extended, as
otherwise hereinafter provided.


 


2.             Section 3.01 of the Lease shall be amended
effective as of July 1, 2004 and thereafter by adding the following:


 


Section 3.01   Effective July 1, 2004 to and through June
30, 2005, the Tenant shall pay to the Landlord as net annual basic rent (the
“Basic Rent”) for the Demised Premises the sum of Nine Hundred Thirty-Seven
Thousand and No/100 Dollars ($937,000.00) per annum, payable in equal monthly
installments of Seventy-Eight Thousand Eighty-Three and 33/100 Dollars
($78,083.33) due and payable the first day of each and every month in
advance.  Said rent and all payments due
hereunder shall be paid as specified above, or as Landlord may otherwise direct
in writing.  It is the intention of the
parties that the Basic Rent shall be net to the Landlord, so that this Lease
shall yield to the Landlord the Basic Rent during the term so specified and
that all costs, expenses and obligations of every kind and nature whatsoever
relating to the Demised


 

















 


Premises shall be paid by the Tenant, except as otherwise specifically
provided in this Lease.


 


3.             Article 24.06 of the Lease, entitled “Renewal
Option A.” and “B. Basic Rent”, shall be deleted in its entirety and shall be
replaced with the following paragraph to read as follows:


 


Section 24.06   Renewal Option   A. Providing that an event of default has
not occurred and is not then continuing, Tenant may renew the term of this
Lease for a period of one (1) year, commencing on July 1, 2005 and terminating
June 30, 2006, for the same Basic Rent in sum of Nine Hundred Thirty-Seven
Thousand and No/100 Dollars ($937,000.00) per annum, payable in equal monthly
installments of Seventy-Eight Thousand Eighty-Three and 33/100 Dollars
($78,083.33). Such renewal shall be subject to all terms and conditions of this
Lease. Said option shall be exercised by the Tenant delivering written notice
to the Landlord no later than the close of business August 1, 2004.  Said notice shall be delivered in accordance
with Article 16 of the Lease.


 


4.             In the event of a conflict between the terms
of the Lease and the terms of this Second Amendment to Lease, the terms of this
Second Amendment shall prevail. 
Capitalized terms used herein and not otherwise defined shall have the
meanings ascribed to them in the Lease. 
Except as otherwise provided herein to the contrary, the parties ratify
and confirm all the terms, covenants and conditions of the Lease and all of
said provisions are incorporated herein as though set forth at length.


 


IN
WITNESS WHEREOF, the parties hereto have hereunto set their hands and seals the
day and year first above written.


 


	
  WITNESS

  	
  ESTATE
  OF RUSSELL BERRIE,

  
	
   

  	
  Landlord

  
	
   

  	
   

  
	
  11/18/03

  	
   

  	
  /s/  Ilan Kaufthal

  	
   

  
	
   

  	
  Ilan
  Kaufthal, solely in his capacity as an

  executor of the Estate of Russell Berrie

  
	
   

  	
   

  
	
  11/18/03

  	
   

  	
  /s/  Angelica Urra Berrie

  	
   

  
	
   

  	
  Angelica
  Urra Berrie, solely in her capacity

  as an executor of the Estate of Russell Berrie

  
	
   

  	
   

  
	
  11/18/03

  	
   

  	
  /s/  Myron Rosner

  	
   

  
	
   

  	
  Myron
  Rosner, solely in his capacity as an

  executor of the Estate of Russell Berrie

  
	
   

  	
   

  
	
  WITNESS

  	
  RUSS
  BERRIE & CO. (WEST), INC.,

  
	
   

  	
  Tenant

  
	
   

  	
   

  
	
   

  	
   

  
	
  11/18/03

  	
   

  	
  By:

  	
  /s/  A. Curts Cooke

  	
   

  
	
   

  	
  Name:
  A. Curts Cooke

  
	
   

  	
  Title:
  Vice President