exv10w5






Exhibit 10.5





	ADDENDUM 2 TO AGREEMENT FOR THE AVAILABILITY OF SPACE FOR THE STORAGE OF
GOODS 

AND OFFICES FOR THE MANAGEMENT OF THIS DATED AUGUST 12, 2002





The undersigned:



ProLogis Belgium II BVBA, registered with the RPR under number 0472.435.431, with its offices in
Park Hill, Building A, 3rd Floor, Jan Emiel Mommaertslaan 18, B-1831 Diegem and hereby
represented by Gerrit Jan Meerkerk,



hereinafter referred to as ‘ProLogis II’,




and



Skechers EDC sprl, with its registered office in 4041 Milmort, Parc Industriel Hauts-Sarts, Zone 3,
avenue du Parc Industriel, registered with the RPR 0478.543.758, hereby represented by David
Weinberg,



hereafter referred to as ‘Skechers EDC’ or as ‘CUSTOMER’,




AFTER HAVING CONSIDERED THE FOLLOWING:





	1.	 	On August 12, 2002 ProLogis and Skechers International have signed an “Agreement for the
availability of space for the storage of goods and offices for the management of this”
concerning the following real estate: ProLogis Park Liège Distribution Center I with a total
surface area of approximately 22,458 m 2 and approximately 100 car parking spaces
located in the Industrial Park Hauts-Sarts, Milmort, Liège, Avenue du Parc Industriel
(hereafter referred to as ‘the Availability Agreement’);






	2.	 	On August 27, 2003 Skechers International transfered all its rights and obligations under the
Availability Agreement to Skechers EDC in full accordance with the terms and conditions
thereof.




3. ProLogis and the CUSTOMER have now agreed to align the duration of the Availability Agreement
with the commencement and duration of the Agreement for the availability of space for the storage
of goods and offices for the management of this” concerning the following real estate: ProLogis
Park Liège Distribution Center II between Skechers EDC and ProLogis Belgium III sprl (with its
registered office in Regus Pegasus Park, Pegasuslaan 5, B-1831 Diegem), of the same date as this
Addendum (the “Availability Agreement DC II”).



4. The terms with a capital will have the same meaning as set forth in the Availability Agreement,
unless expressly set forth otherwise herein.





 









 









	HAVE AGREED THE FOLLOWING:






	1	 	Duration of the Availability Agreement


Article 5 of the Availability Agreement is replaced as follows :






	 	 	The availability of the Premises is rendered for a duration of five (5) years as of the
Commencement Date provided for in the Availability Agreement DC II, i.e. in principle on 1
April 2009, to which is referred to as the ‘Commencement Date’, unless parties confirm
otherwise in writing (if the availability of the Premises starts later than 1 April 2009 and
insofar as mutually agreed upon in writing by the Parties).






	 	 	If either party does not terminate the Agreement by registered mail not later than twelve (12)
months prior to the end of the duration set forth in the first paragraph of this Article, i.e.
in principle March 31, 2014 or the date as agreed upon between parties in writing as set forth
in the preceding paragraph, this Agreement shall be tacitly renewed under the same terms as
stipulated in this Agreement for subsequent periods of five (5) years in the absence of the
required termination notification by either party, without prejudice to Article 20 and without
any compensation to ProLogis nor VAT adjustment to be paid, except as set forth in article 2 of
this Agreement. This Agreement will however in any case end by operation of law on the latter
of the following dates : March 31, 2029 or the twentieth anniversary of the Commencement Date
as agreed upon in writing by the Parties as set forth in this Article. After the latter of
these dates, this Agreement can not be renewed in accordance with this paragraph.






	 	 	Notice needs to be given by bailliff’s writ or by registered letter. Notices hereunder shall be
deemed given and effective (i) if delivered by a bailiff, upon delivery, or (ii) if sent by
certified or registered mail, within five (5) days of deposit in the post office.





2 Various clauses





	2.1	 	The other terms and conditions of the
Availability Agreement remain fully
applicable between parties with respect to
the Premises, except for Articles 20 and 22
of the Availability Agreement which are no
longer applicable due to the decision of the
CUSTOMER not to commit to use DC III and DC
IV.
	 
	 	 	No amendment or modification of this Addendum shall take effect unless it is in writing and is
executed by duly authorized representatives of the parties.
	 
	2.2	 	If one or more of the provisions
of this Addendum is declared to
be invalid, illegal or
unenforceable in any respect
under the applicable law, the
validity, legality and
enforceability of the remaining
provisions contained herein
shall not in any way be
affected. In the case whereby
such invalid, illegal or
unenforceable clause affects the
entire nature of this Addendum,
each of the parties shall use
its best efforts to immediately
and in good faith negotiate a
legally valid replacement
provision.




 









 











3 Applicable law and competent courts



This Addendum shall be governed by and construed in accordance with Belgian law. In the event of
any dispute relating to the conclusion, validity, the implementation or the interpretation of this
Addendum, the courts of Liège will have sole and exclusive jurisdiction.



This Agreement was made out in four (4) copies in Milmort, May 20, 2008. Each party acknowledges to
have received its original copy.




	 	 	 

	/s/ Gerrit Jan Meerkerk

	 	/s/ David Weinberg
	 

	 	 
	Gerrit Jan Meerkerk,

	 	David Weinberg,
	ProLogis Belgium II Sprl

	 	Skechers EDC






 









 






Appendix 1




List of Additional Items



 









 








	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Skechers DC#2 Milmort, ADDITIONAL WORKS TI	 	 	INVESTMENT	 	RESPONSIBLE	 	RESPONSIBLE
	 	 	 	 	 	 	Cost Skechers	 	 	Cost	 	OWNED BY	 	MAINTENANCE  *	 	RENEWAL  **
	 	 	 	 	 	 	direct	 	 	Prologis	 	SKECHERS	 	PROLOGIS	 	SKECHERS	 	PROLOGIS	 	SKECHERS	 	PROLOGIS
	Items additional to the Contract Specification
	 		 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	5.2	 	Changing 2
fire doors Rf 1h, 4x6 m
	 	 	 	 	 	€	22,050.00	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.3	 	Two extra escape doors
	 	 	 	 	 	€	7,350.00	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.4	 	Barrier next to the parking road
	 	 	 	 	 	€	18,201.92	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.5	 	Adaptions lighting capacity (200 Lux between racks)
	 	 	 	 	 	€	179,295.84	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.7	 	Motion detection in racking lanes
	 	 	 	 	 	€	24,363.09	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.8a	 	Water supplies
	 	 	 	 	 	€	2,076.90	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.8b	 	Slophoppers
	 	 	 	 	 	€	7,703.69	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.9	 	Adaptions acces control Intercom
	 	 	 	 	 	€	5,826.12	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.10	 	High voltage
	 	 	 	 	 	€	124,676.12	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.11	 	Electrical extra existing DC new DC ask by Skechers
	 	 	 	 	 	€	105,515.56	 	 	 	 	 	addendum 1	 	 	X	 	 	 	 	 	 	 	 	 	 	addendum 1
	5.12a	 	IT room on mezzanine
	 	€	23,665.15	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.12b	 	IT room on mezzanine floor cabling
	 	€	108,888.71	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.13	 	Offer for radio-system
	 	€	12,086.54	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.15	 	Extra porte Hall 1 (electrical)
	 	€	8,821.84	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.16	 	24 extra connection Telefoon atenne computer system
	 	€	1,653.60	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.17	 	more high of IT-room
	 	€	8,880.62	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.19	 	addaption of hight doubble doors
	 	€	475.00	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.20	 	reeling removebal
	 	€	5,889.00	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.21	 	addapion of the service road by sprinkler tank
	 	€	5,530.00	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.22	 	barrier between parking and entrance road
	 	€	5,135.00	 	 	€	5,135.00	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.23	 	extra water and sewage in IT Room
	 	€	1,577.49	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.24	 	bicyclesheet
	 	€	4,240.36	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.26	 	painting
	 	€	675.44	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.27	 	woks high tension
	 	€	1,775.00	 	 	€	1,775.00	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.28	 	work on music installation
	 	€	2,234.60	 	 	 	 	 	 	X	 	 	 	 	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	5.29	 	greenery
	 	€	3,940.00	 	 	€	3,940.00	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	6.1	 	Exit doors
safety as 103 en 106
	 	 	 	 	 	€	11,413.71	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.4	 	Offices fire detectors
	 	 	 	 	 	€	49,524.93	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.5	 	Heating in offices
	 	 	 	 	 	€	43,190.95	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.6	 	Thermostate protection
	 	 	 	 	 	€	1,537.60	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.7	 	Modification sanitary area’s
	 	 	 	 	 	€	9,392.17	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.8	 	Electrical “loze” pipe
	 	 	 	 	 	€	5,789.41	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.11	 	IT locaal (outside walls)
	 	 	 	 	 	€	25,889.94	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.13	 	Sewer pit (sterfput)
	 	 	 	 	 	€	987.48	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.14	 	Change connections fire brigade
	 	 	 	 	 	€	11,439.46	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.15	 	extra lighting
	 	 	 	 	 	€	6,779.59	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.16	 	adaptions control room demanded by fire department
	 	 	 	 	 	€	4,901.00	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 
	6.17	 	parking buffers 50% sketcher. 50% Prologis
	 	€	2,100.00	 	 	€	2,100.00	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	 	 
	6.19	 	tiles in
sanitary floor on the mezzanine
	 	 	 	 	 	€	3,153.13	 	 	 	 	 	 	X	 	 	 	X	 	 	 	 	 	 	 	 	 	 	 	X	 








 




			
	*	 	Maintenance as indicated in the lease agreement and the general terms and conditions.
	 
	**	 	Renewal as indicated in the lease agreement and the general terms and conditions.