Exhibit 10.72


 


 


AMENDMENT TO AND
EXTENSION OF


LEASE AGREEMENT


 


 


This Amendment
and Extension is made on this 7th day of May, 2003 by and between Tri-State
Realty and Investment Company, a Partnership c/o Murray Berrie, Managing
Partner, 14745 Draft Horse Lane, Wellington, Florida 33414 (“Landlord”) and
Russ Berrie and Company, Inc., a New Jersey Corporation, 111 Bauer Drive,
Oakland, New Jersey  07436 (“Tenant”);


 


WHEREAS
Landlord and Tenant executed a Lease Agreement dated April 1, 1981 and a Rider
to Lease Agreement dated April 1, 1981 and an Amendment to Lease Agreement
dated July 1, 1987 (hereinafter collectively referred to as “Lease”) pertaining
to the property leased by Tenant from Landlord, located at 111 Bauer Drive,
Oakland, New Jersey (“Premises”); and


 


WHEREAS, the
term of said Lease is scheduled to end on April 1, 2004, and the parties are
desirous of extending said term, and setting forth their rights and obligations
with respect to the remainder of the term of said extension;


 


NOW THEREFORE,
in consideration of the mutual covenants and promises set forth herein and for
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties agree as follows:


 


1.               The term of the Lease shall be extended
until April 1, 2009.


 


2.               Rent for the Premises shall be $5.75 per
square foot commencing on April 1, 2004 for a total annual rental payment of
$687,067.50, payable in consecutive monthly installments of $57,255.63,
commencing on April 1, 2004.  Rent shall
be subject to annual adjustments commencing April 1, 2005, which reflect the
increase in the cost of living as estimated by the U.S. Bureau of Labor
Statistics Consumer Price Index (“C.P.I.”), but in no event greater than 3% of
the previous year’s rent.  Such annual
adjustments shall be determined by multiplying the rent charge for the prior
year by a fraction, the numerator of which shall be the CPI as of the most
recent date prior to the adjustment and the denominator of which shall be the
CPI as of the date one year earlier.


 


3.               Tenant may terminate the Lease anytime
upon twenty-four months advance written notice to Landlord, with no penalty or
fee.


 


4.               Landlord shall have the right to market
the Premises for sale, show the Premises to prospective purchasers (at
reasonable times and upon reasonable notice to Tenant), and sell the Premises
any time during the term of the Lease, provided any subsequent owner agrees to
be bound by the terms, covenants and conditions of the Lease, as amended.


 

















 


5.               Except as modified herein, the
agreements, covenants and terms of the Lease shall remain in full force and
effect.


 


IN WITNESS
WHEREOF, the parties have executed this Amendment and Extension as of the date
above written.


 


	
  WITNESS:

  	
  Landlord:

  
	
   

  	
   

  
	
   

  	
  TRI-STATE
  REALTY and INVESTMENT COMPANY

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  May 7, 2003

  	
   

  	
  By: 

  	
  /s/ Murray
  Berrie

  	
   

  
	
   

  	
   

  	
  Murray
  Berrie, Managing Partner

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  Tenant:

  
	
   

  	
   

  
	
   

  	
  RUSS BERRIE
  and COMPANY, INC.

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  May 7, 2003

  	
   

  	
  By: 

  	
  /s/ A. Curts
  Cooke

  	
   

  
	
   

  	
   

  	
  A. Curts
  Cooke, Chief Administrative Officer