Exhibit 10.139
Amendment and Assignment of Warehouse Lease Agreement
AMENDMENT NUMBER FOUR TO LEASE ASSIGNMENT AND ASSUMPTION OF LEASE
Agreement dated this 21st day of March 2000 by and between (a) Play Co.
Toys & Entertainment Corp. ("Play Co."), a Delaware corporation with offices at
000 Xxxxxxxxx Xxxxx, Xxx Xxxxxx, Xxxxxxxxxx 00000; (b) Toys Xxxxxxxxxxxxx.XXX,
Inc., a Delaware corporation ("Toys") with offices at 000 Xxxxxxxxx Xxxxx, Xxx
Xxxxxx, Xxxxxxxxxx 00000; and (c) Davidson, Welker, Xxxxx ("Landlord"), a
partnership, with offices at 0000 Xxxxxxx Xxxxx, Xxx Xxxxx, Xxxxxxxxxx 00000.
WHEREAS, Landlord and Play Co. heretofore entered into a lease agreement
(the "Lease") dated the 4th day of October 1986 for the premises located at 000
Xxxxxxxxx Xxxxx, Xxx Xxxxxx, Xxxxxxxxxx 00000, comprising approximately 40,000
square feet of warehouse and office space (the "Premises"), which Lease was
amended on August 24, 1987 (the "First Amendment"), July 15, 1989 (the "Second
Amendment"), and December 14, 1993 (the "Third Amendment"); and
WHEREAS, pursuant to the Third Amendment, the Lease shall expire on April
30, 2000 unless Play Co. exercises the option thereunder to extend the Lease for
an additional term comprising a maximum of five (5) years; and
WHEREAS, Play Co. desires to assign to Toys (i) all of the right, title,
and interest to which Play Co. otherwise is entitled under the Lease and (ii)
all duties and obligations by which Play Co. otherwise is bound under the Lease;
and
WHEREAS, Toys desires to accept assignment of Play Co.'s rights and
entitlements under the Lease and to assume the liabilities and obligations by
which Play Co. otherwise is bound under the Lease and to substitute in and
replace Play Co. as Tenant under the Lease; and
WHEREAS, Landlord consents to such assignment and assumption and desires
that Toys replace Play Co. as Tenant under the Lease pursuant to the terms
thereof, as amended heretofore and hereby; and
WHEREAS, Play Co., Landlord, and Toys desire to further amend the Lease to
increase the monthly rental thereunder and to revise the option to which Play
Co. was originally entitled with respect to extension of the term of the Lease,
as amended, all as set forth below;
NOW THEREFORE, in consideration of the mutual promises, covenants, and
conditions set forth herein, it is agreed as follows:
1. Play Co. hereby expressly and fully transfers the Lease, as heretofore
and hereby amended, over and unto Toys.
2. Toys hereby accepts and assumes all right, title, interest, duties,
obligations, and liabilities under the Lease and replaces Play Co. in all
respects as Tenant under the Lease, as heretofore and hereby amended.
3. Landlord hereby accept Toys as the sole Tenant under the Lease
Agreement, as heretofore and hereby amended.
4. The Lease, as heretofore and hereby amended, shall be extended and shall
continue, as amended, until its expiration on April 30, 2002, in accordance with
the option granted in the Third Amendment and with Toys as Tenant thereunder.
5. Toys shall have the right, at its sole option, in accordance with the
option granted in the Third Amendment, as modified herein, to extend the term of
the Lease beyond the current expiration date of April 30, 2002, which extension
shall be permitted for one three-year minimum period, to wit, from May 1, 2002
through and until April 30, 2005, if and only if Toys exercises its right, in
writing, on or before October 30, 2001.
4. The fixed minimum rent under the Lease, as heretofore and hereby
amended, shall increase to $25,000 which minimum amount shall be due and payable
monthly, shall not be subject to any cost of living increases or increases of
any kind not otherwise agreed upon in writing by the parties hereto, and shall
remain constant (a) during the remaining term of the Lease as hereby amended
(i.e., through April 30, 2002) and (b) during the period May 1, 2002 through
April 30, 2005, in the event Toys elects to exercise its option to extend the
Lease, as heretofore and hereby amended, pursuant hereto.
5. The provisions of the Lease (as originally executed and as amended by
the First, Second, and Third Amendments) not otherwise modified hereby shall in
no manner be affected hereby except to the extent such modification is necessary
in order to give effect to the foregoing and the intent of the parties hereto.
IN WITNESS WHEREOF, the parties hereto have executed the above
Agreement as of the date set forth.
DAVIDSON, WELKER, BRADY, a partnership
By: Xxxxxx X. Xxxxxxxx, Managing Partner
PLAY CO. TOYS & ENTERTAINMENT CORP.
By: Xxxxx X. Xxxxxx, Secretary
TOYS XXXXXXXXXXXXX.XXX, INC.
By: Xxxxx X. Xxxxxx, Secretary
