exv10w2



 





Exhibit 10.2




AMENDMENT TO




LEASE




     This Amendment (this “Amendment”) to Lease is entered into effective as of the
2nd day of August, 2005 by and between SUMO HOLDINGS LA, LLC, a California limited liability
company (hereinafter referred to as “Landlord”) and AMERICAN REPROGRAPHICS COMPANY, L.L.C., a California limited
liability company (formerly known as FORD GRAPHICS GROUP, L.L.C.) (hereinafter referred to as “Tenant”).



RECITALS




     A. On November 19, 1997, Landlord and Tenant entered into a Lease Agreement
(“Lease”) for the premises commonly known as 934 and 940 Venice Boulevard, Los Angeles, California
(the “Premises”). A copy of the Lease is attached hereto as Exhibit A.



     B. The parties now desire to amend the Lease on the terms and conditions set forth
in this Amendment.



AGREEMENT




     NOW, THEREFORE, for good and valuable consideration, the receipt of which is hereby
acknowledged, the parties hereby amend the Lease upon the terms and subject to the conditions set
forth in this Amendment:



     1. Capitalized Terms. Capitalized terms not defined in this Amendment shall
have the meanings set forth in the Lease.



     2. Section 1.02 of the Lease is hereby amended to read in full as follows:




     “1.02 Option To Extend Term:




     Tenant shall have an option to extend the term of this Lease
for three (3) additional periods of five (5) years each commencing
on expiration of the original term specified in Section 1.01 of this
Lease provided:




     (a) Tenant has fully and faithfully performed all the terms,
covenants, and conditions of this Lease for the original term
specified in Section 1.01 herein.




     (b) Written notice of Tenant’s election to renew the term of
this Lease is delivered by Tenant to Landlord at least



 









 







six (6)
months prior to the expiration of the Lease’s original term or, if
applicable, upon expiration of the renewed term then in effect.




     (c) The renewed term of this Lease shall be subject to the same
terms and conditions as are contained in this Lease, except that the
amount of rent payable under this Lease for the renewed term shall
be adjusted based on the then fair market value of the Premises,
determined in accordance with Section 2.01(b) of this Lease.”



     3. Section 2.01(b) of the Lease is hereby amended to read in full as follows:




     “2.01 Fixed Rent:




     (b) Should Tenant elect to extend the term of this Lease, the
annual rent to be paid by Tenant under this Lease during the
extended term described in Section 1.02 shall equal one hundred
percent (100%) of the property’s fair market rental value three (3)
months prior to the expiration of the Lease, or the adjusted monthly
rental amount payable for the month immediately preceding the rent
adjustment, whichever is greater. Should Tenant dispute Landlord’s
determination of the property’s fair market rental value, the
parties agree that the fair market rental value shall be determined
by arbitration held in accordance with the rules of the American
Arbitration Association in effect at that time. The written
decision of the arbitrators shall be binding on Tenant and Landlord.
The costs of such arbitration shall be borne equally by Tenant and
Landlord. Such arbitration hearing shall be held in Los Angeles,
California.




     The annual rent for each renewed term shall be payable in equal
monthly installments and otherwise paid in the same manner as rent
is required under Section 2.01 to be paid during the original term
of the Lease. Landlord shall give Tenant written notice at least
six (6) months prior to expiration of the then term of any expected
rent increase determined under this section.”



     4. Counterparts. This Amendment may be executed in counterparts, each of
which shall be deemed an original and all of which shall constitute one instrument.



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     5. Other Terms and Conditions. All other terms and conditions of the Lease
will continue in full force and effect except as expressly modified in this Amendment. The terms
and conditions of the Lease are incorporated by reference and the terms and conditions of this
Amendment are incorporated into the Lease.



     IN WITNESS WHEREOF, the parties have executed this Amendment effective as of August 2, 2005.



	 	 	 	 	 
	 	 	SUMO HOLDINGS LA, LLC, a California
	 	 	limited liability company
	 
	 	 	 	 
	 

	 	By:
	 	/s/ Sathiyamurthy Chandramohan
	 

	 	 	 	 
	 

	 	 	 	SATHIYAMURTHY CHANDRAMOHAN
	 

	 	Its:
	 	Manager
	 
	 	 	 	 
	 	 	“LANDLORD”
	 
	 	 	 	 
	 	 	AMERICAN REPROGRAPHICS COMPANY, L.L.C.,

a California limited liability company (formerly
known as FORD GRAPHICS GROUP, L.L.C.)
	 
	 	 	 	 
	 

	 	By:
	 	/s/ Mark W. Legg
	 

	 	 	 	 
	 

	 	 	 	MARK W. LEGG
	 

	 	Its:
	 	CHIEF FINANCIAL OFFICER
	 
	 	 	 	 
	 	 	“TENANT”







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