EX-10.12.5



 







Exhibit 10.12.5




SIXTH AMENDMENT TO LEASE




     THIS AMENDMENT made and entered into this 9th day of May, 2006, by and between
PARK SPE, LLC, hereinafter called “Lessor,” and CXT INCORPORATED, a Delaware corporation
hereinafter called “Lessee.”



RECITALS




     WHEREAS, on April 1, 1993, the Lessor and Lessee entered into an agreement of Lease covering
those certain premises described as a portion of those certain premises described as Spokane County
Altered Binding Site Plan No. 87-17, Spokane County Binding Site Plan No. 88-21, and Spokane County
Binding Site Plan No. 88-22, containing approximately 8,619,217 gross square feet (Building S-16),
located at 3808 North Sullivan Road, situated in the County of Spokane, the State of Washington.



     WHEREAS, on March 28, 1996 the Lessor and Lessee entered into a First Amendment to Lease
covering those certain premises whereby expanding its Premises to include 2.765 acres of Parcel A
(located East of Tract A) and increasing the monthly Base Rent and Common Area Expenses.



     WHEREAS, on June 30, 1999 the Lessor and Lessee entered into an Amendment to Lease covering
those certain premises whereby Lessee entered into a transaction wherein its stockholders sold all
of their stock to L.B. Foster Company, which sales constituted a transfer of the Lessee’s interest
in the Lease requiring Lessor’s consent. The Lease and all addendums and amendments thereto are
hereinafter collectively referred to as the “Lease.”



     WHEREAS, on November 7, 2002 the Lessor and Lessee entered into a Third Amendment to Lease
covering those certain premises whereby extending the Term of the Lease for an additional year
effective January 1, 2003.



     WHEREAS, on December 15, 2003 the Lessor and Lessee entered into a Fourth Amendment to Lease
covering those certain premises whereby extending the Term of the Lease for an additional seven (7)
months effective January 1, 2004.



     WHEREAS, on June 29, 2004 the Lessor and Lessee entered into a Fifth Amendment to Lease
covering those certain premises whereby extending the Term of the Lease for an additional two (2)
years effective August 1, 2004.



     WHEREAS, the said Lessee now desires to extend the Term of the Lease for an additional two (2)
year period effective August 1, 2006.



     NOW, THEREFORE, in consideration of the Premises and agreements herein contained, it is hereby
agreed as follows:



 









 





Article 3. Term, shall be amended as follows:





The Term of the Lease shall be extended for an additional two (2) year period effective
August 1, 2006 and shall end on July 31, 2008.



Article 4. Base Rent, Paragraph 4.1, shall be amended as follows:





     August 1,
2006 through July 31, 2008     $18,541.00 per month



     EXCEPT for the new terms and conditions listed above, all other terms and conditions of the
Lease and any subsequent amendment(s) shall remain in full force and effect.



     IN WITNESS WHEREOF, the said Lessor and Lessee have executed this amendment to lease the day
and year first written above.



	 	 	 
	LESSOR:

	 	LESSEE:
	 
	 	 
	PARK SPE, LLC

	 	CXT INCORPORATED,
	 

	 	a Delaware corporation
	 
	 	 
	By: /s/ Rob B. Gragg

	 	By: /s/ Dave Millard
	 

	 	 
	Rob B. Gragg, Authorized Representative

	 	Dave Millard, Vice President
	 
	 	 
	 

	 	By: /s/ David L. Voltz
	 

	 	 
	 

	 	David L. Voltz, Secretary











 









 











	 	 	 	 	 	 	 
	STATE OF WASHINGTON

	 	 	)	 	 	 
	 

	 	 	)	 	 	ss.
	COUNTY OF SPOKANE

	 	 	)	 	 	 





On this 15th___day of May___, 2006, personally appeared Rob B. Gragg to me
known to be the Authorized Representative of PARK SPE, LLC, the limited liability company, that
executed the within and foregoing instrument, and acknowledged the said instrument to be the free
and voluntary act and deed of said company, for the uses and purposes therein mentioned, and on
oath stated that he was authorized to execute the said instrument.



IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first
above written.




	 	 	 	 	 
	 

	 	By: /s/ Chase W. Breckner
	 	 
	 

	 	 	 	 
	 
	 	 	 	 
	 

	 	Name Printed: Chase W. Breckner	 	 
	 

	 	NOTARY PUBLIC in and for the State of
Washington, 

residing at Spokane Valley.	 	 
	 
	 

	 	My Commission Expires: 06/29/2008	 	 






	 	 	 	 	 	 	 
	STATE OF WASHINGTON

	 	 	)	 	 	 
	 

	 	 	)	 	 	ss.
	COUNTY OF SPOKANE

	 	 	)	 	 	 





On this 9th___day of May___, 2006, personally appeared Dave Millard to me
known to be the Vice President of CXT INCORPORATED, the Delaware corporation, that executed the
within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary
act and deed of said company, for the uses and purposes therein mentioned, and on oath stated that
he was authorized to execute the said instrument.



IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first
above written.




	 	 	 	 	 
	 

	 	By: /s/ Jamie L. Drowley
	 	 
	 

	 	 	 	 
	 
	 	 	 	 
	 

	 	Name Printed: Jamie L. Drowley	 	 
	 

	 	NOTARY PUBLIC in and for the State of Washington,


residing at Valleyford.	 	 
	 
	 

	 	My Commission Expires: 6/14/07	 	 






	 	 	 	 	 	 	 
	STATE OF PENNSYLVANIA

	 	 	)	 	 	 
	 

	 	 	)	 	 	ss.
	COUNTY OF ALLEGHENY

	 	 	)	 	 	 





On this 11th___day of May___, 2006, personally appeared David L. Voltz
to me known to be the Secretary of CXT INCORPORATED, the Delaware corporation, that executed the
within and foregoing instrument, and acknowledged the said instrument to be the free and voluntary
act and deed of said company, for the uses and purposes therein mentioned, and on oath stated that
he was authorized to execute the said instrument.



IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first
above written.




	 	 	 	 	 
	 

	 	By: /s/ Diane K. Close
	 	 
	 

	 	 	 	 
	 
	 	 	 	 
	 

	 	Name Printed: Diane K. Close	 	 
	 

	 	NOTARY PUBLIC in and for the State
of Pennsylvania,


residing at Pittsburgh, Pa.	 	 
	 
	 

	 	My Commission Expires: 7/30/07