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\n<\/c><\/c><\/s><\/table>\n B. “Environmental Requirements” means all applicable present and future:<\/p>\n
(i) statutes, regulations, rules, ordinances, codes, licenses,
\npermits, orders, approvals, plans, authorizations, concessions, franchises, and
\nsimilar items (including, but not limited to those pertaining to reporting,
\nlicensing, permitting, investigation and remediation), of all Governmental
\nAgencies; and<\/p>\n
(ii) all applicable judicial, administrative, and regulatory
\ndecrees, judgments, and orders relating to the protection of human health or the
\nenvironment, including, without limitation, all requirements pertaining to
\nemissions, discharges, releases, or threatened releases of Hazardous Materials
\nor chemical substances into the air, surface water, groundwater or land, or
\nrelating to the manufacture, processing, distribution, use, treatment, storage,
\ndisposal, transport, or handling of Hazardous Materials or chemical substances.<\/p>\n
C. “Environmental Damages” means all claims, judgments, damages, losses,
\npenalties, fines, liabilities (including strict liability), encumbrances, liens,
\ncosts, and expenses (including the expense of investigation and defense of any
\nclaim, whether or not such claim is ultimately defeated, or the amount of any
\ngood faith settlement or judgment arising from any such claim) of whatever kind
\nor nature, contingent or otherwise, matured or unmatured, foreseeable or
\nunforseeable (including without limitation reasonable attorneys’ fees and
\ndisbursements and consultants’ fees) any of which are incurred at any time as a
\nresult of the existence of Hazardous Material upon, about, or beneath the
\nProperty or migrating or threatening to migrate to or from the Property, or the
\nexistence of a violation of Environmental Requirements pertaining to the
\nProperty and the activities thereon, regardless of whether the existence of such
\nHazardous Material or the violation of Environmental Requirements arose prior to
\nthe present ownership or operation of the Property. Environmental Damages
\ninclude, without limitation:<\/p>\n
(i) damages for personal injury, or injury to property or
\nnatural resources occurring upon or off of the Property, including, without
\nlimitation, lost profits, consequential damages, the cost of demolition and
\nrebuilding of any improvements on real property, interest, penalties and damages
\narising from claims brought by or on behalf of employees of Tenant (with respect
\nto which Tenant waives any right to raise as a defense against Landlord any
\nimmunity to which it may be entitled under any industrial or worker’s
\ncompensation laws);<\/p>\n
(ii) fees, costs or expenses incurred for the services of
\nattorneys, consultants, contractors, experts, laboratories and all other
\nreasonable costs incurred in connection with the investigation or remediation of
\nsuch Hazardous Materials or violation of such Environmental Requirements,
\nincluding, but not limited to, the preparation of any feasibility studies or
\nreports or the performance of any cleanup, remediation, removal, response,
\nabatement, containment, closure, restoration or monitoring work required by any
\nGovernmental Agency or reasonably necessary to make full economic use of the
\nProperty or any other property in a manner consistent with its current use or
\notherwise expended in connection with such conditions, and including without
\nlimitation any attorneys’ fees, costs and expenses incurred in enforcing the
\nprovisions of this Lease or collecting any sums due hereunder;<\/p>\n
(iii) liability to any third person or Governmental Agency to
\nindemnify such person or Governmental Agency for costs expended in connection
\nwith the items referenced in subparagraph (ii) above; and<\/p>\n
(iv) diminution in the fair market value of the Property
\nincluding without limitation any reduction in fair market rental value or life
\nexpectancy of the Property or the improvements located thereon or the
\nrestriction on the use of or adverse impact on the marketing of the Property or
\nany portion thereof.<\/p>\n
D. “Governmental Agency” means all governmental agencies, departments,
\ncommissions, boards, bureaus or instrumentalities of the United States, states,
\ncounties, cities and political subdivisions thereof.<\/p>\n
E. The “Tenant Group” means Tenant, Tenant’s successors, assignees,
\nguarantors, officers, directors, agents, employees, invitees, permitees or other
\nparties under the supervision or control of Tenant or entering the Property
\nduring the term of this Lease with the permission or knowledge of Tenant other
\nthan Landlord or its agents or employees. <\/p>\n
\n
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\n<\/c><\/c><\/s><\/table>\n 5.03.2 PROHIBITIONS.
\n ————<\/p>\n
A. Other than normal quantities of general office supplies, reasonable
\namounts of cleaning materials and similar substances and except as specified on
\nExhibit “D” attached hereto, Tenant shall not cause, permit or suffer any
\nHazardous Material to be brought upon, treated, kept, stored, disposed of,
\ndischarged, released, produced, manufactured, generated, refined or used upon,
\nabout or beneath the Property by the Tenant Group, or any other person without
\nthe prior written consent of Landlord. From time to time during the term of this
\nLease, Tenant may request Landlord’s approval of Tenant’s use of other
\nHazardous Materials, which approval may be withheld in Landlord’s sole
\ndiscretion. Tenant shall, prior to the Commencement Date, provide to Landlord
\nfor those Hazardous Materials described on Exhibit “D” (a) a description of
\n ———–
\nhandling, storage, use and disposal procedures, and (b) all “community right to
\nknow” plans or disclosures and\/or emergency response plans which Tenant is
\nrequired to supply to local Governmental Agencies pursuant to any Environmental
\nRequirements.<\/p>\n
B. Tenant shall not cause, permit or suffer the existence or the
\ncommission by the Tenant Group, or by any other person, of a violation of any
\nEnvironmental Requirements upon, about or beneath the Property.<\/p>\n
C. Tenant shall neither create or suffer to exist, nor permit the
\nTenant Group to create or suffer to exist any lien, security interest or other
\ncharge or encumbrance of any kind with respect to the Property, including
\nwithout limitation, any lien imposed pursuant to section 107(f) of the Superfund
\nAmendments and Reauthorization Act of 1986 (42 U.S.C. section 9607(1)) or any
\nsimilar state statute.<\/p>\n
D. Tenant shall not install, operate or maintain any above or below
\ngrade tank, sump, pit, pond, lagoon or other storage or treatment vessel or
\ndevice on the Property without Landlord’s prior written consent.<\/p>\n
5.03.3 INDEMNITY.
\n ———<\/p>\n
A. Tenant, its successors, assigns and guarantors, agree to indemnify,
\ndefend, reimburse and hold harmless:<\/p>\n
(i) Landlord; and<\/p>\n
(ii) any other person who acquires all or a portion of the
\nProperty in any manner (including purchase at a foreclosure sale) or who becomes
\nentitled to exercise the rights and remedies of Landlord under this Lease; and<\/p>\n
(iii) the directors, officers, shareholders, employees, partners,
\nagents, contractors, subcontractors, experts, licensees, affiliates, lessees,
\nmortgagees, trustees, heirs, devisees, successors, assigns and invitees of such
\npersons, from and against any and all Environmental Damages which exist as a
\nresult of the activities or negligence of the Tenant Group or which exist as a
\nresult of the breach of any warranty or covenant or the inaccuracy of any
\nrepresentation of Tenant contained in this Lease, or by Tenant’s remediation of
\nthe Property or failure to meet its obligations contained in this Lease.<\/p>\n
B. The obligations contained in this Section 5.03 shall include, but
\n ————
\nnot be limited to, the burden and expense of defending all claims, suits and
\nadministrative proceedings, even if such claims, suits or proceedings are
\ngroundless, false or fraudulent, and conducting all negotiations of any
\ndescription, and paying and discharging, when and as the same become due, any
\nand all judgments, penalties or other sums due against such indemnified persons.
\nLandlord, at its sole expense, may employ additional counsel of its choice to
\nassociate with counsel representing Tenant.<\/p>\n
C. Landlord shall have the right but not the obligation to join and
\nparticipate in, and control, if it so elects, any legal proceedings or actions
\ninitiated in connection with Tenant’s activities. Landlord may also negotiate,
\ndefend, approve and appeal any action taken or issued by any applicable
\ngovernmental authority with regard to contamination of the Property by a
\nHazardous Material.<\/p>\n
D. The obligations of Tenant in this paragraph shall survive the
\nexpiration or termination of this Lease.<\/p>\n
\n
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\nSeptember 11, 2000 Addendum – Page 4 of 9 [ALADDIN MANUFACTURING CORP.]<\/p>\n<\/c><\/s><\/table>\n
E. The obligations of Tenant under this paragraph shall not be
\naffected by any investigation by or on behalf of Landlord, or by any information
\nwhich Landlord may have or obtain with respect thereto.<\/p>\n
5.03.4 OBLIGATION TO REMEDIATE.
\n ———————–<\/p>\n
In addition to the obligation of Tenant to indemnify Landlord pursuant to
\nthis Lease, Tenant shall, upon approval and demand of Landlord, at its sole
\ncost and expense and using contractors approved by Landlord, promptly take
\nall actions to remediate the Property which are required by any Governmental
\nAgency, or which are reasonably necessary to mitigrate Environmental Damages or
\nto allow full economic use of the Property, which remediation is necessitated
\nfrom the presence upon, about or beneath the Property, at any time during or
\nupon termination of this Lease, of a Hazardous Material or a violation of
\nEnvironmental Requirements existing as a result of the activities or negligence
\nof the Tenant Group. Such actions shall include, but not be limited to, the
\ninvestigation of the environmental condition of the Property, the preparation of
\nany feasibility studies, reports or remedial plans, and the performance of any
\ncleanup, remediation, containment, operation, maintenance, monitoring or
\nrestoration work, whether on or off the Property, which shall be performed in a
\nmanner approved by Landlord. Tenant shall take all actions necessary to restore
\nthe Property to the condition existing prior to the introduction of Hazardous
\nMaterial upon, about or beneath the Property, notwithstanding any lesser
\nstandard of remediation allowable under applicable law or governmental policies.<\/p>\n
5.03.5 RIGHT TO INSPECT.
\n —————-
\n Landlord shall have the right in its sole and absolute discretion, but not
\nthe duty, to enter and conduct an inspection of the Property, including invasive
\ntests, at any reasonable time to determine whether Tenant is complying with the
\nterms of the Lease, including but not limited to the compliance of the Property
\nand the activities thereon with Environmental Requirements and the existence of
\nEnvironmental Damages as a result of the condition of the Property or
\nsurrounding properties and activities thereon. Landlord shall have the right,
\nbut not the duty, to retain any independent professional consultant (the
\n“Consultant”) to enter the Property to conduct such an inspection or to review
\nany report prepared by or for Tenant concerning such compliance. The cost of the
\nConsultant shall be paid by Landlord unless such investigation discloses a
\nviolation of any Environmental Requirement by the Tenant Group or the existence
\nof a Hazardous Material on the Property or any other property caused by the
\nactivities or negligence of the Tenant Group (other than Hazardous Materials
\nused in compliance with all Environmental Requirements and previously approved
\nby Landlord), in which case Tenant shall pay the reasonable cost of the
\nConsultant. Tenant hereby grants to Landlord, and the agents, employees,
\nconsultants and contractors of Landlord the right to enter the Property and to
\nperform such tests on the Property as are reasonably necessary to conduct such
\nreviews and investigations. Landlord shall use commercially reasonable efforts
\nto minimize interference with the business of Tenant.<\/p>\n
5.03.6 NOTIFICATION.
\n ————<\/p>\n
If Tenant shall become aware of or receive notice or other communication
\nconcerning any actual, alleged, suspected or threatened violation of
\nEnvironmental Requirements, or liability of Tenant for Environmental Damages in
\nconnection with the Property or past or present activities of any person
\nthereon, including but not limited to notice to other communication concerning
\nany actual or threatened investigation, inquiry, lawsuit, claim citation,
\ndirective, summons, proceeding, complaint, notice, order, writ, or injunction,
\nrelating to same, then Tenant shall deliver to Landlord within ten (10) days of
\nthe receipt of such notice or communication by Tenant, a written description of
\nsaid violation, liability, or actual or threatened event or condition, together
\nwith copies of any documents evidencing same. Receipt of such notice shall not
\nbe deemed to create any obligation on the part of Landlord to defend or
\notherwise respond to any such notification.<\/p>\n
If requested by Landlord, Tenant shall disclose to Landlord the names and
\namounts of all Hazardous Materials other than general office supplies,
\nreasonable amounts of cleaning materials and similar substances referred to in
\nSection 5.03.2 of this Addendum, which were used, generated, treated, handled,
\n—————
\nstored or disposed of on the Property or which Tenant intends to use, generate,
\ntreat, handle, store or dispose of on the Property. The foregoing in no way
\nshall limit the necessity for Tenant obtaining Landlord’s consent pursuant to
\nSection 5.03.2 of this Addendum.
\n————–<\/p>\n
\n
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\nSeptember 11, 2000 Addendum – Page 5 of 9 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n 5.03.7 SURRENDER OF PROPERTY.
\n ———————<\/p>\n
In the ninety (90) days prior to the expiration or termination of the Lease
\nTerm, and for up to ninety (90) days after Tenant fully surrenders possession of
\nthe Property, Landlord may have an environmental assessment of the Property
\nperformed in accordance with Section 5.03.5 of this Addendum. Tenant shall
\n ————–
\nperform, at its sole cost and expense, any clean-up or remedial work recommended
\nby the Consultant which is necessary to remove, mitigate or remediate any
\nHazardous Materials and\/or contamination of the Property caused by the
\nactivities or negligence of the Tenant Group.<\/p>\n
5.03.8 ASSIGNMENT AND SUBLETTING.
\n ————————-<\/p>\n
In the event the Lease provides that Tenant may assign the Lease or sublet
\nthe Property subject to Landlord’s consent and\/or certain other conditions, and
\nif the proposed assignee’s or sublessee’s activities in or about the Property
\ninvolve the use, handling, storage or disposal of any Hazardous Materials other
\nthan those used by Tenant and in quantities and processes similar to Tenant’s
\nuses in compliance with the Addendum, (i) it shall be reasonable for Landlord to
\nwithhold its consent to such assignment or sublease in light of the risk of
\ncontamination posed by such activities and\/or (ii) Landlord may impose an
\nadditional condition to such assignment or sublease which requires Tenant to
\nreasonably establish that such assignee’s or sublessee’s activities pose no
\nmaterially greater risk of contamination to the Property than do Tenant’s
\npermitted activities in view of (a) the quantities, toxicity and other
\nproperties of the Hazardous Materials to be used by such assignee or sublessee,
\n(b) the precautions against a release of Hazardous Materials such assignee or
\nsublessee agrees to implement, (c) such assignee’s or sublessee’s financial
\ncondition as it relates to its ability to fund a major clean-up and (d) such
\nassignee’s or sublessee’s policy and historical record respecting its
\nwillingness to respond to the clean up of a release of Hazardous Materials.<\/p>\n
5.03.9 SURVIVAL OF HAZARDOUS MATERIALS OBLIGATION.
\n ——————————————<\/p>\n
Tenant’s breach of any of its covenants or obligations under this Addendum
\nshall constitute a material default under the Lease. The obligations of Tenant
\nand Landlord under this Addendum shall survive the expiration or earlier
\ntermination of the Lease without any limitation, and shall constitute
\nobligations that are independent and severable from Tenant’s covenants and
\nobligations to pay rent under the Lease.<\/p>\n
5.03.10 LANDLORD’S HAZARDOUS MATERIAL OBLIGATIONS.
\n —————————————–<\/p>\n
Landlord shall be solely responsible to remediate claims, judgements,
\ndamages, penalties, fines, costs, liabilities and losses which arise as a
\nresult of any contamination directly arising from the introduction of Hazardous
\nMaterials into the Property by Landlord, its agents, employees or contractors in
\ncompliance with applicable law. Notwithstanding the foregoing, Landlord shall
\nnot be responsible or liable for any consequential damages.<\/p>\n
SECTION 5.04 SIGN.
\n —-<\/p>\n
Notwithstanding the foregoing, subject to Landlord’s prior written
\napproval, which shall not be unreasonably withheld, delayed or conditioned, and
\nprovided the sign is in keeping with the quality, design and style of the
\nindustrial park within which the Property is located, Tenant, at its sole cost
\nand expense, may install one (1) identification sign (“sign”) in the Property;
\nprovided, however, that (i) the size, color, location, materials and design of
\nsuch sign shall be subject to Landlord’s prior written consent, which shall not
\nbe unreasonably withheld, delayed or conditioned; (ii) such sign shall comply
\nwith all applicable governmental rules and regulations and the Property’s
\ncovenants, conditions and restrictions; (iii) such sign shall not be painted
\ndirectly on the building or attached or placed on the roof or exterior of the
\nbuilding; (iv) such sign shall be personal to the original Tenant named in
\nSection 1.03 of this Lease (and not any assignee, sublessee or transferee of
\n————
\nTenant’s interest in this Lease) (“Original Tenant”) and Tenant Affiliate; (v)
\nsuch sign shall only advertise the Original Tenant’s flooring and carpet
\nbusiness; (vi) such sign is consistent with Landlord’s signage program; (vii)
\nTenant’s continuing signage right shall be contingent upon the Original Tenant
\nactually occupying the entire Property; and (viii) Tenant’s continuing signage
\nright shall be contingent upon Tenant maintaining such sign in a first-class
\ncondition. Tenant shall be responsible for all costs incurred in connection with
\nthe design, construction, installation, repair and maintenance of Tenant’s sign.
\nUpon the expiration or earlier termination of this Lease, Tenant shall cause
\nTenant’s sign to be removed and shall repair any damage caused by such removal.
\nAny signs,<\/p>\n
\n
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\n<\/c><\/c><\/s><\/table>\nnotices, logos, pictures, names or advertisements which are installed and that
\nhave not been separately approved by Landlord may be removed by Landlord without
\nnotice by Landlord to Tenant at Tenant’s sole cost and expense.<\/p>\n
SECTION 5.05 LANDLORD’S INDEMNITY.
\n ——————–<\/p>\n
Landlord agrees to indemnify and hold harmless Tenant against and from any
\nand all claims and costs, reasonable attorneys’ fees or liabilities incurred as
\na direct result of any claim or any action or proceeding directly arising from
\nthe following, except to the extent of Tenant’s actions or omissions: (i) any
\nbreach or default in the performance of any obligation of Landlord hereunder;
\nor (ii) any active negligence or wilful misconduct of Landlord, or any of its
\nagents, employees, invitees, licensees or contractors. Notwithstanding anything
\nto the contrary set forth in this Lease, either party’s agreement to indemnify
\nthe other party as set forth in this Section 5.05 shall be ineffective to the
\n ————
\nextent the matters for which such party agreed to indemnify the other party are
\ncovered by insurance required to be carried by the non-indemnifying party
\npursuant to this Lease. Further, Tenant’s agreement to indemnify Landlord and
\nLandlord’s agreement to indemnify Tenant pursuant to this Section 5.05 are not
\n ————
\nintended to and shall not relieve any insurance carrier of its obligations under
\npolicies required to be carried pursuant to the provisions of this Lease, to the
\nextent such policies cover, or if carried, would have covered the matters,
\nsubject to the parties’ respective indemnification obligations; nor shall they
\nsupersede any inconsistent agreement of the parties set forth in any other
\nprovision of this Lease. Notwithstanding anything to the contrary contained in
\nthis Lease, nothing in this Lease shall impose any obligations on Tenant or
\nLandlord to be responsible or liable for, and each hereby releases the other
\nfrom all liability for, consequential damages other than those consequential
\ndamages incurred by Landlord in connection with a holdover of the Property by
\nTenant after the expiration or earlier termination of this Lease, incurred by
\nLandlord in connection with the contamination of the Property or any property
\nresulting from the presence or use of Hazardous Materials caused or permitted by
\nthe Tenant Group or incurred by Landlord in connection with any repair, physical
\nconstruction or improvement work performed by or on behalf of Tenant in the
\nProperty. If either party breaches this Lease by its failure to carry the
\nrequired insurance hereunder, such failure shall automatically be deemed to be a
\ncovenant and agreement by the failing party to self-insure such required
\ncoverage, with full waiver of subrogation in favor of the other party.<\/p>\n
SECTION 6.03 LANDLORD’S OBLIGATIONS
\n ———————-<\/p>\n
(a) Notwithstanding the foregoing, Landlord shall, at Landlord’s expense,
\nrepair the existing plumbing, lighting, air conditioning, heating, and
\nventilating systems, fire sprinkler system and loading doors in the Property, if
\nsuch are not in good operating condition on the Commencement Date, except to the
\nextent such repairs are required due to the negligence or willful misconduct of
\nTenant or as a result of alterations, additions or improvements to the Property
\nmade by Tenant or for Tenant; provided, however, that Tenant gives Landlord
\nwritten notice and sets forth with specificity the nature and extent of such
\nrepair, within thirty (30) days after the Commencement Date.<\/p>\n
(b) Subject to the provisions of Article Seven (Damage or Destruction),
\nArticle Eight (Condemnation) and Tenant’s obligation to maintain the same, and
\nexcept for damage caused by any act or omission of Tenant, or Tenant’s
\nemployees, agents, contractors or invitees, or as a result of Tenant’s
\nalterations, Landlord shall maintain, repair or replace the structural portions
\nof the foundation and the exterior walls on the Property. However, Landlord
\nshall not be obligated to maintain or repair the floor, windows, doors, plate
\nglass or the surfaces of walls. Landlord shall not be obligated to make any
\nrepairs under this Section 6.03 until a reasonable time after receipt of a
\n ————
\nwritten notice from Tenant of the need for such repairs. Tenant waives the
\nbenefit of any present or future law which might give Tenant the right to repair
\nthe Property at Landlord’s expense or to terminate the Lease because of the
\ncondition of the Property. Landlord hereby assigns to Tenant all warranties and
\nguaranties by the contractor who constructed the building and Tenant
\nImprovements located on the Property and Tenant waives all claims against
\nLandlord relating thereto.<\/p>\n
(c) If Tenant maintains a contract for regular HVAC maintenance with a
\ncertified HVAC contractor throughout the Lease Term, and the HVAC systems in the
\nProperty become inoperable (not due to any act or omission of the Tenant Group)
\nduring the initial Lease Term, and the cost to Tenant to repair the HVAC exceeds
\n50% of the cost to replace such system, then Landlord shall, at Landlord’s sole
\ncost and expense, replace said unit.<\/p>\n
\n
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\n<\/c><\/c><\/s><\/table>\n (d) Tenant shall, at its sole cost and expense, perform the normal and
\nperiodic maintenance and repair to the roof and the roof membrane up to Twelve
\nThousand and No\/100 Dollars ($12,000.00) per calendar year and any reasonable
\ncosts in excess thereof shall be Landlord’s sole cost and expense except to the
\nextent such repair is due to the acts or omissions of the Tenant Group, and
\nthen, in accordance therewith, the entire cost shall be Tenant’s responsibility.<\/p>\n
SECTION 6.06 CONDITION UPON TERMINATION.
\n ————————–<\/p>\n
Section 6.06 is hereby amended by adding the following at the end thereof:
\n ————<\/p>\n
“Notwithstanding the foregoing, Tenant may request at the time it seeks
\n Landlord’s consent to any alterations, additions or improvements
\n (collectively, the “Alterations”), that Landlord state at the time it
\n grants approval, whether or not removal will be required at the end of the
\n Lease Term. Such request shall specifically cite this Lease provision and
\n Landlord’s obligation to make such statement.”<\/p>\n
SECTION 8.01 CONDEMNATION.
\n ————<\/p>\n
Notwithstanding anything to the contrary contained herein, Tenant shall
\nhave the right to file for any separate claim available to Tenant so long as
\nsuch claims do not diminish the award available to Landlord or Landlord’s
\nmortgage and such claim is payable separately to Tenant.<\/p>\n
SECTION 9.02 TENANT AFFILIATE.
\n —————-<\/p>\n
Notwithstanding anything to the contrary contained in Section 9.01 of this
\n ————
\nLease, an assignment or subletting of all or a portion of the Property to an
\naffiliate of Tenant (an entity which is controlled by, controls, or is under
\ncommon control with, Tenant) or to any corporation resulting from a merger of,
\nconsolidation with or acquisition of Tenant (collectively, “Tenant Affiliate”),
\nshall not be deemed a transfer under Section 9.01 for which consent is required,
\n ————
\nprovided that: (i) Tenant notifies Landlord of any such assignment or sublease;
\n(ii) promptly supplies Landlord with any documents or information reasonably
\nrequested by Landlord regarding such assignment or sublease or such affiliate;
\n(iii) if requested by Landlord, guaranty this Lease using Landlord’s standard
\nguaranty form; (iv) Tenant Affiliate assumes all of Tenant’s obligations under
\nthis Lease; and (v) such assignment or sublease is not a subterfuge by Tenant to
\navoid its obligations under this Lease. “Control,” as used herein, shall mean
\nthe ownership, directly or indirectly, of at least fifty-one percent (51%) of
\nthe voting securities of, or possession of the right to vote, in the ordinary
\ndirection of its affairs, of at least fifty-one percent (51%) of the voting
\ninterest in, any person or entity.<\/p>\n
SECTION 10.02(b) DEFAULTS.
\n ——–<\/p>\n
Add to Section 10.02(b) the following:
\n —————-<\/p>\n
“unless such failure is cured within three (3) days after Landlord provides
\nTenant notice of such monetary default. Notwithstanding the foregoing, Landlord
\nshall only be required to provide Tenant with two (2) late notices during any
\nconsecutive twelve (12) month period;”<\/p>\n
SECTION 13.12 FORCE MAJEURE.
\n ————-<\/p>\n
If Landlord or Tenant cannot perform any of its obligations due to events
\nbeyond such applicable party’s control, except with respect to the obligations
\nimposed with regard to Base Rent, Additional Rent and other charges to be paid
\nby Tenant pursuant to this Lease, the time provided for performing such
\nobligations shall be extended by a period of time equal to the duration of such
\nevents. Events beyond Landlord’s or Tenant’s control include, but are not
\nlimited to, acts of God, war, civil commotion, labor disputes, strikes, fire,
\nflood or other casualty, shortages of labor or material, government regulation
\nor restriction, waiting periods for obtaining governmental permits or approval
\nor weather conditions.<\/p>\n
\n
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\nSeptember 11, 2000 Addendum – Page 8 of 9 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n ARTICLE FIFTEEN
\n REVENUE AND EXPENSE ACCOUNTING<\/p>\n
Landlord and Tenant agree that, for all purposes (including any
\ndetermination under Section 467 of the Internal Revenue Code), rental income
\nwill accrue to the Landlord and rental expenses will accrue to the Tenant in the
\namounts and as of the dates rent is payable under the Lease.<\/p>\n
ARTICLE SIXTEEN
\n LANDSCAPE MAINTENANCE<\/p>\n
Notwithstanding the provisions of Sections 6.03 and 6.04, Landlord shall
\n ———————-
\nmaintain, at Tenant’s expense, the landscaping of the Property and, if
\napplicable, the common areas. Such maintenance shall include gardening, tree
\ntrimming, replacement or repair of landscaping, landscape irrigation systems and
\nsimilar items. Such maintenance shall also include sweeping and cleaning of
\nasphalt, concrete or other surfaces on the driveway, parking areas, yard areas,
\nloading areas or other paved or covered surfaces. In connection with Landlord’s
\nobligations under this Article, Landlord may enter into a contract with a
\nlandscape contractor of Landlord’s choice to provide some (but not necessarily
\nall) of the maintenance services listed above. Tenant’s monthly cost of such
\ncontract, hereinafter referred to as the “Landscape Fee” is currently FIVE
\nHUNDRED TWENTY-FIVE AND NO\/100 DOLLARS ($525.00). Landlord shall use its
\ncommercially reasonable efforts to maintain competitive contracts and shall
\npromptly notify Tenant of any increase in the Landscape Fee. Tenant agrees to
\npay monthly to Landlord, as Additional Rent, the Landscape Fee. Tenant shall
\nmake such payment together with Tenant’s monthly rental payment, without the
\nnecessity of notice from Landlord. It is the understanding of the parties that
\nthe Landscape Fee only pertains to routine landscape maintenance on the Property
\nand that Landlord may incur expenses in addition to the Landscape Fee in meeting
\nits obligations set forth above. Tenant shall pay to Landlord, as Additional
\nRent, within ten (10) days after demand therefore, the cost of such additional
\nexpenses.<\/p>\n
ARTICLE SEVENTEEN
\n GUARANTY OF LEASE<\/p>\n
This Lease is subject to and conditioned upon Tenant delivering to
\nLandlord, concurrently with Tenant’s execution and delivery of this Lease, a
\nGuaranty (the “Guaranty”) in the form attached hereto as Exhibit “F,” which
\n ————
\nGuaranty shall be fully executed by and binding upon Mohawk Industries, Inc., a
\nDelaware corporation as guarantor. Tenant hereby expressly waives any and all
\nbenefits under California Civil Code Section 2822(a) with respect to the
\nGuaranty, and agrees that Landlord (not Tenant) may designate the portion of
\nTenant’s Lease obligation that is satisfied by partial payment by Tenant.<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Addendum – Page 9 of 9 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n [LOGO OF SIOR]<\/p>\n
OPTION TO EXTEND TERM<\/p>\n
LEASE RIDER<\/p>\n
This Rider is attached to and made part of that certain Lease (the Lease”)
\ndated August 4, 2000 between MAJESTIC REALTY CO., a California corporation and
\nPRINCIPAL LIFE INSURANCE COMPANY, an Iowa corporation, as Landlord, and ALADIN
\nMANUFACTURING CORPORATION, a Delaware corporation, as Tenant, covering the
\nProperty commonly known as 14720 East Alondra Boulevard, La Mirada, california
\n___________________________________________ (the “Property”). The terms used
\nherein shall have the same definitions as set forth in the Lease. The provisions
\nof this Rider shall supersede any inconsistent or conflicting provisions of the
\nLease.<\/p>\n
A. Option(s) to Extend Term.<\/p>\n
1. Landlord hereby grants to Tenant one (1) option(s) (the “Option(s)”)
\nto extend the Lease Term for additional term(s) of five (5) years each (the
\n“Extension(s)’), on the same terms and conditions as set forth in the Lease, but
\nat an increased rent as set forth below. Each Option shall be exercised only by
\nwritten notice delivered to Landlord not more than two hundred seventy (270)
\ndays nor less than one hundred eighty (180) days before the expiration of the
\nLease Term or the preceding Extension of the Lease Term, respectively. If Tenant
\nfails to deliver Landlord written notice of the exercise of an Option within the
\nprescribed time period, such Option and any succeeding Options shall lapse, and
\nthere shall be no further right to extend the Lease Term. Each Option shall be
\nexercisable by Tenant on the express conditions that (a) at the time of the
\nexercise, and at all times prior to the commencement of such Extension, Tenant
\nshall not be in default under any of the provisions of this Lease and (b) Tenant
\nhas not been ten (10) or more days late in the payment of rent more than a total
\nof three (3) times during the Lease Term and all preceding Extensions.<\/p>\n
2. Personal Options.<\/p>\n
The Option(s) are personal to the Tenant named in Section 1.03 of the
\nLease or any Tenant’s Affiliate described in Section 9.02 of the Lease. If
\nTenant subleases any portion of the Property or assigns or otherwise transfers
\nany interest under the Lease to an entity other than a Tenant Affiliate prior to
\nthe exercise of an Option (whether with or without Landlord’s consent), such
\nOption and any succeeding Options shall lapse. If Tenant subleases any portion
\nof the Property or assigns or otherwise transfers any interest of Tenant under
\nthe Lease to an entity other than a Tenant Affiliate after the exercise of an
\nOption but prior to the commencement of the respective Extension (whether with
\nor without Landlord’s consent), then such Option and any succeeding Options
\nshall lapse, in Landlord’s sole discretion, and the Lease Term shall expire as
\nif such Option were not exercised. If Tenant subleases any portion of the
\nProperty or assigns or otherwise transfers any interest of Tenant under the
\nLease in accordance with Article 9 of the Lease after the exercise of an Option
\nand after the commencement of the Extension related to such Option, then the
\nterm of the Lease shall expire upon expiration of the Extension during which
\nsuch sublease or transfer occurred and only the succeeding Options shall lapse.<\/p>\n
B. Calculation of Rent.<\/p>\n
The Base Rent during the Extension(s) shall be determined by one or a
\ncombination of the following methods (INDICATE YOUR CHOICE UPON EXECUTION OF THE
\nLEASE):<\/p>\n
2. Fair Rental Value Adjustment (Section B(2), below) [XX]<\/p>\n
\n
\n(C) 1998 California Chapters
\n of the Society of Industrial and [LOGO OF SIOR] 14720 Alondra Blvd., La Mirada, CA
\n Office Realtors,(R) Inc. [ALADDIN MANUFACTURING
\n CORPORATION]
\n<\/c><\/s><\/table>\n 2. Fair Rental Value Adjustment.<\/p>\n
The Base Rent shall be increased on the first day of first (1st) month(s)
\nmonth(s) of the _________________ Extension(s) of the Lease Term (the “Rental
\nAdjustment Date(s)” to the “fair rental value” of the Property, determined in
\nthe following manner:<\/p>\n
(a) Not later than one hundred (100) days prior to any applicable Rental
\nAdjustment Date, Landlord and Tenant shall meet in an effort to negotiate, in
\ngood faith, the fair rental value of the Property as of such Rental Adjustment
\nDate. If Landlord and Tenant have not agreed upon the fair rental value of the
\nProperty at least ninety (90) days prior to the applicable Rental Adjustment
\nDate, the fair rental value shall be determined by appraisal, as follows
\n(INDICATE YOUR CHOICE UPON EXECUTION OF THE LEASE):<\/p>\n
Appraisal by Appraisers. [_] Appraisal by Brokers. [XX]<\/p>\n
(b) If Landlord and Tenant are not able to agree upon the fair rental
\nvalue of the Property within the prescribed time period, then Landlord and
\nTenant shall attempt to agree in good faith upon a single appraiser or broker,
\nas indicated above, not later than seventy-five (75) days prior the applicable
\nRental Adjustment Date. If Landlord and Tenant are unable to agree upon a single
\nappraiser\/broker within such time period, then Landlord and Tenant shall each
\nappoint one appraiser or broker, as indicated above, not later than sixty-five
\n(65) days prior to the applicable Rental Adjustment Date. Within (10) days
\nthereafter, the two appointed appraisers\/brokers shall appoint a third appraiser
\nor broker, as indicated above. If either Landlord or Tenant fails to appoint its
\nappraiser\/broker within the prescribed time period, the single appraiser\/broker
\nappointed shall determine the fair rental value of the Property. If both parties
\nfail to appoint appraisers\/brokers within the prescribed time periods, then the
\nfirst appraiser\/broker thereafter selected by a party shall determine the fair
\nrental value of the Property. Each party shall bear the cost of its own
\nappraiser or broker and the parties shall share equally the cost of the single
\nor third appraiser or broker, if applicable. If appraisers are used,such
\nappraisers shall have at least five (5) years’ experience in the appraisal of
\ncommercial\/industrial real property in the area in which the Property is located
\nand shall be members of professional organizations such as MAI or equivalent. If
\nbrokers are used, such brokers shall have at least five (5) years’ experience in
\nthe sales and leasing of commercial\/industrial real property in the area in
\nwhich the Property is located and shall be members of professional organizations
\nsuch as the Society of Industrial Realtors or equivalent.<\/p>\n
(c) For the purposes of such appraisal, the term “fair market value” shall
\nmean the price that a ready and willing tenant would pay, as of the applicable
\nRental Adjustment Date, as monthly rent to a ready and willing landlord of
\nproperty comparable to the Property if such property were exposed for lease on
\nthe open market for a reasonable period of time and taking into account all of
\nthe purposes for which such property may be used. If a single appraiser\/broker
\nis chosen, then such appraiser\/broker shall determine the fair rental value of
\nthe Property. Otherwise, the fair rental value of the Property shall be the
\narithmetic average of the two (2) of the three (3) appraisals which are closest
\nin amount, and the third appraisal shall be disregarded. In no event, however,
\nshall the Base Rent be reduced by reason of such computation. Landlord and
\nTenant shall instruct the appraiser(s)\/broker(s) to complete their determination
\nof the fair rental value not later than thirty (30) days prior to the applicable
\nRental Adjustment Date. If the fair rental value is not determined prior to the
\napplicable Rental Adjustment Date, then Tenant shall continue to pay to Landlord
\nthe Base Rent applicable to the Property immediately prior to such Extension,
\nuntil the fair rental value is determined. When the fair rental value of the
\nProperty is determined, Landlord shall deliver notice thereof to Tenant, and
\nTenant shall pay to Landlord, within (10) days after receipt of such notice, the
\ndifference between the Base Rent actually paid by Tenant to Landlord and the new
\nBase Rent determined hereunder.<\/p>\n
\n
\n 14720 E. Alondra Blvd., La Mirada, CA
\n(C) 1988 California Chapters of the [LOGO of SIOR] [ALADDIN MANUFACTURING CORPORATION]
\n Society of Industrial and
\n Office Realtors,(R) Inc.<\/p>\nForm SOE
\n<\/c><\/c><\/s><\/table>\n
EXHIBIT A
\n ——— <\/p>\n
PROPERTY
\n ——– <\/p>\n
[Attached] <\/p>\n
SITE PLAN<\/p>\n
[GRAPHIC OF SITE PLAN]<\/p>\n
Ownership Representatives:<\/p>\n
MIKE ROSKI (562) 948-4337
\n TRENT WYLDE (562) 948-4315
\n [LOGO] 13191 Crossroads Parkway North, Sixth Floor
\n City of Industry, CA 91746-3497
\n www.majesticrealty.com
\n MAJESTIC REALTY CO.<\/p>\n
This statement is based upon information which we believe to be correct and is
\nobtained from sources we regard as reliable but we assume no liability for
\nerrors or omissions therein.<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit A – Page 1 of 1 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n EXHIBIT B
\n ———<\/p>\n
Record and return to:<\/p>\n
_____________________________
\n_____________________________<\/p>\n
SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT<\/p>\n
THIS AGREEMENT, made and entered into as of the __ day of ________________,
\n19__, by and between _____________________, a _______________, with its
\nprincipal office at ___________________________________ (hereinafter called
\n“Mortgagee”), _________________, a _______________________, with its principal
\noffice at _______________________________________________ (hereinafter called
\n“Lessor”) and ___________________________________ (hereinafter called “Lessee”);<\/p>\n
W I T N E S S E T H:<\/p>\n
WHEREAS, Lessee has by a written lease dated _______________, and all
\nfuture amendments, modifications and extensions approved in writing by Mortgagee
\n(hereinafter called the “Lease”) leased from Lessor all or part of certain real
\nestate and improvements thereon located in the City of ________________ as more
\nparticularly described in Exhibit A attached hereto (the “Demised Premises”);
\nand<\/p>\n
WHEREAS, Lessor is encumbering the Demised Premises as security for a
\nloan (the “Loan”) from Mortgagee to Lessor (the “Mortgage”); and<\/p>\n
WHEREAS, Lessee, Lessor and Mortgagee have agreed to the following with
\nrespect to their mutual rights and obligations pursuant to the Lease and the
\nMortgage;<\/p>\n
NOW, THEREFORE, for and in consideration of Ten Dollars ($10.00) paid by
\neach party to the other and the mutual covenants and agreements herein contained
\nand other good and valuable consideration, the receipt whereof is hereby
\nacknowledged, the parties hereto do hereby covenant and agree as follows:<\/p>\n
(1) Lessee’s interest in the Lease and all rights of Lessee
\nthereunder, including any purchase option or right of first refusal in
\nconnection with a sale of the Demised Premises, if any, shall be and are hereby
\ndeclared subject and subordinate to the Mortgage upon the Demised Premises and
\nits terms, and the term “Mortgage” as used herein shall also include any
\namendment, supplement, modification, renewal, refinance or replacement thereof.<\/p>\n
(2) In the event of any foreclosure of the Mortgage or any
\nconveyance in lieu of foreclosure, provided that the Lessee shall not then be in
\ndefault beyond any grace period under the Lease and that the Lease shall then be
\nin full force and effect, then Mortgagee shall neither terminate the Lease nor
\njoin Lessee in foreclosure proceedings, nor disturb Lessee’s possession, and the
\nLease shall continue in full force and effect as a direct lease between Lessee
\nand Mortgagee.<\/p>\n
(3) After the receipt by Lessee of notice from Mortgagee of any
\nforeclosure of the Mortgage or any conveyance of the Demised Premises in lieu of
\nforeclosure, Lessee will thereafter attorn to and recognize Mortgagee or any
\npurchaser at any foreclosure sale or otherwise as its substitute lessor on the
\nterms and conditions set forth in the Lease.<\/p>\n
(4) Lessee has not and shall not prepay any of the rents under the
\nLease more than one month in advance except with the prior written consent of
\nMortgagee.<\/p>\n
(5) In no event shall Mortgagee be liable for the return of any
\nsecurity deposit, any act or omission of the Lessor, nor shall Mortgagee be
\nsubject to any offsets or deficiencies which Lessee may be entitled to assert
\nagainst the Lessor as a result of any act or omission of Lessor occurring prior
\nto Mortgagee’s obtaining title to the Demised Premises, it being understood that
\nnothing in this clause shall be deemed to exclude Mortgagee from responsibility
\nfor repairs and maintenance required of the Lessor under the Lease from and
\nafter the date Mortgagee acquires title to the Demised Premises, whether or not
\nthe need for such repairs or maintenance accrued before or after such date;
\nprovided, however, that in no event shall Mortgagee be responsible for
\nconsequential damages resulting from the failure of Lessor to undertake such
\nrepairs and maintenance.<\/p>\n
(6) So long as the Loan is outstanding, the Lease may not be
\namended, modified, terminated, or subordinated without the prior written consent
\nof Mortgagee.<\/p>\n
(7) There shall be no merger of the Lease or the leasehold estate
\ncreated thereby with any other estate in the Demised Premises, including,
\nwithout limitation, the fee estate, by reason of the same person or entity
\nacquiring or holding, directly or indirectly, the Lease and said leasehold
\nestate and any such other estate.<\/p>\n
\n
\n Addendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\n September 11, 2000 Exhibit B – Page 1 of 2 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n (8) All information, notices or requests provided for or permitted to be
\ngiven or made pursuant to this Agreement shall be deemed to be an adequate and
\nsufficient notice if given in writing and service is made by either (i)
\nregistered or certified mail, postage prepaid, in which case notice shall be
\ndeemed to have been received three (3) business days following deposit to the
\nmail; or (ii) nationally recognized overnight air courier, next day delivery,
\nprepaid, in which case such notice shall be deemed to have been received one (1)
\nbusiness day following delivery to such courier. All notices shall be addressed
\nto the addresses set forth below, or to such other addresses as may from time to
\ntime be specified in writing by Lessee, Lessor or Mortgagee to the other parties
\nhereto:<\/p>\n
If to Mortgagee:<\/p>\n
________________________
\n ________________________
\n ________________________<\/p>\n
If to Lessor:
\n ________________________
\n ________________________
\n ________________________<\/p>\n
If to Lessee:
\n ________________________
\n ________________________
\n ________________________<\/p>\n
(9) This Agreement and its terms shall be governed by the laws of the
\nstate where the Demised Premises are located and shall be binding upon and inure
\nto the benefit of the parties hereto and their respective successors and
\nassigns, including without limitation, any purchaser at any foreclosure sale or
\notherwise. This Agreement may not be modified orally or in any manner other than
\nby an agreement, in writing, signed by the parties.<\/p>\n
(10) This Agreement may be executed in counterparts, each of which shall be
\ndeemed to be an original, and such counterparts when taken together shall
\nconstitute but one agreement.<\/p>\n
IN WITNESS WHEREOF, this Agreement has been fully executed under seal on
\nthe day and year first above written.<\/p>\n
_________________________________,
\n Mortgagee<\/p>\n
By:______________________________
\n Name:____________________________
\n Title:___________________________<\/p>\n
_________________________________,
\n Lessor<\/p>\n
By:______________________________
\n Name:____________________________
\n Title:___________________________<\/p>\n
By:______________________________
\n Name:____________________________
\n Title:___________________________<\/p>\n
_________________________________,
\n Lessee<\/p>\n
By:______________________________
\n Name:____________________________
\n Title:___________________________<\/p>\n
By:______________________________
\n Name:____________________________
\n Title:___________________________<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 Exhibit B – Page 2 of 2 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n EXHIBIT C
\n ———
\n ESTOPPEL CERTIFICATE
\n ——————–<\/p>\n
The undersigned, ________________________, does hereby make the following
\nstatements:<\/p>\n
1. They are the Tenant under a certain Lease dated ________________ with
\n_______________________, as Landlord, leasing the Property commonly known as
\n__________________________________, California.<\/p>\n
2. The Lease dated ___________________ is in full force and effect and the
\nundersigned is aware of no defaults under the terms and conditions of the Lease
\nand has no offsets against rentals due the Landlord or to become due the
\nLandlord.<\/p>\n
3. The undersigned accepted possession of the Property on ___________________,
\nthe Lease Term began on ___________________________, and ends on
\n______________________, and the obligation to pay Base Rent begins on
\n______________________, pursuant to the terms and conditions of the Lease.<\/p>\n
4. The total Base Rent to be paid pursuant to the terms of said Lease is not
\nless than $____________________ and no Base Rent has been paid more than one
\nmonth in advance.<\/p>\n
5. In the event of a default by the Landlord under any of the Terms and
\nconditions of the Lease, the undersigned at the same time notice thereof is
\ngiven to the Landlord, will notify holder of any first mortgage or deed of trust
\ncovering the Property, provided Landlord has provided Tenant the address of such
\nMortgagee. In the event that the default is not cured by the Landlord within the
\ntime provided for under the terms and conditions of the Lease and provided the
\nMortgagee has given the undersigned written notice of Mortgagee’s intention to
\ncure such default, the undersigned will allow the Mortgagee the opportunity and
\nsufficient additional time within which to correct Landlord’s default, provided
\nthe Mortgagee diligently pursues such cure.<\/p>\n
________________________________<\/p>\n
By:_____________________________
\n Title:__________________________
\n Date:___________________________<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 Exhibit C – Page 1 of 1 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n EXHIBIT D
\n ———<\/p>\n
LIST OF HAZARDOUS MATERIALS
\n (Material Safety Data Sheet Name)<\/p>\n
1. Mohawk Urethane Adhesive<\/p>\n
2. Mohawk Floor Cleaner<\/p>\n
3. Mohawk Urethane Remover<\/p>\n
\n
\nAddendum\/180081.5\/RRA\/2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 1 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE ADHESIVE
\nMSDS Number: 21507
\nVersion Number 001
\nMSDS Date: 042000
\nPage Number: 1 of 6
\n——————————————————————————–<\/p>\n
SECTION I – CHEMICAL PRODUCT AND COMPANY IDENTIFICATION
\nProduct Name: MOHAWK URETHANE ADHESIVE
\nCAS Number none
\nHazard Rating: Health: 3 Fire: 0 Reactivity: 1<\/p>\n
Company Identification: Franklin International
\n 2020 Bruck Street
\n Columbus OH 43207<\/p>\n
Contact: Franklin Technical Services
\nTelephone\/Fax: (800) 877-4583 (614) 445-1493
\nEmergency Phone (24 Hour): Franklin Security
\n (614) 445-1300
\nChemtrec (24 Hour): (800) 424-9300<\/p>\n
Product Class urethane
\nProduct Code 3801<\/p>\n
Division Construction Adhesives & Sealants<\/p>\n
SECTION II – COMPOSITION, INFORMATION ON INGREDIENTS<\/p>\n
Hazardous Ingredients CAS Number Percent<\/p>\n
Aliphatic petroleum distillates 64742-47-8 5.20<\/p>\n
4.4′-diphenylmetbane diisocyanate 101-68-8 1.00<\/p>\n
OSHA PELa & ACGIH TLVs are listed in Section VIII where applicable. All
\ncomponents of this product are listed on the TSCA inventory except as exempted.<\/p>\n
SECTION III – HAZARD IDENTIFICATION<\/p>\n
NOTE:
\nThis product reacts with water, releasing carbon dioxide.<\/p>\n
EMERGENCY OVERVIEW:
\nWARNING; COMBUSTIBLE, BYE AND SKIN IRRITANT, POTENTIAL SKIN AND RESPIRATORY
\nSENSITIZER. Contains mineral spirits and residual isocyanate. Keep away from
\nheat, sparks and open flames. Prolonged or repeated skin exposure may cause skin
\nirritation and sensitization or allergic reaction. Do not swallow or allow eye
\ncontact. First Aid: If skin contact occurs, wash affected area with soap and
\nflowing water. If irritation persists or allergic reactions develop, seek
\nmedical attention. If adverse respiratory effects occur, remove individual to
\nfresh air and seek medical attention. If eye contact occurs flush with water for
\n15 minutes, seek medical attention. If swallowed, do not induce vomiting, seek
\nmedical attention. KEEP OUT OF THE REACH OF CHILDREN. In case of a spill
\nevacuate & ventilate spill area, wear full protective equipment including
\nrespiratory equipment during clean-up. If temporary control of isocyanate vapor
\nis required, a blanket of protein foam may be placed over the spill. Dike spill
\nto prevent entry into sewers, storm drains, surface waters and soil. Absorb
\nproduct with sawdust or other absorbents and shovel into open containers. Do not
\nmake pressure tight. Material is a brown mastic with a mineral spirits odor.<\/p>\n
ROUTES OF ENTRY:
\nIngestion: Yes
\nInhalation: Yes
\nSkin: Yes<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada. CA
\nSeptember 11, 2000 Exhibit D – Page 2 of 17 [ALLADIN MANUFACTURING CORP]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE ADHESIVE
\nMSDS Number: 21507
\nVersion Number 001
\nMSDS Date: 042000
\nPage Number: 2 of 6
\n——————————————————————————–<\/p>\n
Eye: Yes<\/p>\n
INHALATION:
\nAvoid breathing vapor or mists.
\nMay cause allergic reaction.
\nAt room temperature, vapors are minimal due to low vapor pressure. In some
\nindividuals an allergic reaction may occur. However, certain operations may
\ngenerate vapor or aerosol concentrations sufficient to cause irritation or other
\nadverse effects. Such operations include those in which the material is heated,
\nsprayed or otherwise mechanically dispersed such as drumming, venting or
\npumping. Excessive exposure may cause irritation of the eyes, upper respiratory
\ntract and lungs. May cause respiratory sensitization in susceptible individuals.
\nMDI concentrations below exposure guidelines may cause allergic reactions in
\nindividuals already sensitized. Symptoms may include coughing, difficult
\nbreathing and a feeling of tightness in the chest. Effects may be delayed.
\nImpaired lung function (decreased ventilation capacity) has been associated with
\noverexposure to isocyanates.<\/p>\n
INGESTION:
\nNo hazard expected in normal industrial use. Do not eat or drink or smoke
\naround chemicals. Follow good hygiene practices.
\nSingle dose oral toxicity is considered to be extremely low. No hazards expected
\nfrom swallowing small amounts incidental to normal handling operations.
\nIngestion may cause gastrointestinal irritation.<\/p>\n
SKIN:
\nMay cause skin irritation. Allergic reactions are possible.
\nA single exposure is not likely to result in the material being absorbed through
\nthe skin in harmful amounts.
\nProlonged or repeated exposure may cause skin irritation. Skin contact may
\nresult in allergic skin reactions or respiratory sensitization but is not
\nexpected to result in absorption of amounts sufficient to cause other adverse
\neffects. Material may stick to skin causing irritation upon removal. May stain
\nskin.<\/p>\n
EYE:
\nMay cause slight eye irritation. Corneal injury is unlikely.<\/p>\n
MEDICAL CONDITIONS AGGRAVATED BY EXPOSURE:
\nLung injury has been observed in laboratory animals after repeated excessive
\nexposure to MDI\/polymeric MDI aerosol droplets.<\/p>\n
CARCINOGENICITY:
\nLARC: No
\nNTP: No
\nOSHA: No
\nACGIH: No<\/p>\n
REPRODUCTIVE TOXICITY:
\nIn laboratory animals, MDI\/polymeric MDI do not produce birth defects; other
\nfetal effects occurred only at doses which were toxic to the mother.<\/p>\n
TARGET ORGANS:
\nEyes, skin, and respiratory tract.<\/p>\n
SECTION IV – FIRST AID MEASURES<\/p>\n
INHALATION:
\nRemove to fresh air. If not breathing give mouth to mouth resuscitation. If
\nbreathing is difficult, oxygen should be administered by qualified personnel.
\nCall a physician or transport to
\n——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 Exhibit D – Page 3 of 17 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 (ALADDIN MANUFACTURING CORP.)
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE ADHESIVE
\nMSDS Number: 21507
\nVersion Number 001
\nMSDS Date: 042000
\nPage Number: 3 of 6
\n——————————————————————————–<\/p>\n
a medical facility <\/p>\n
INGESTION:
\nIf swallowed, seek medical attention. Do not induce vomiting unless directed to
\ndo so by medical personnel.<\/p>\n
SKIN:
\nWash off with flowing water or shower. Contact physician if persistent
\nirritation occurs.<\/p>\n
EYE:
\nIrrigate with flowing water immediately and continuously for 15 minutes. Consult
\nmedical personnel. Material containing MDI may react with moisture of the eye
\nforming thick material which may be difficult to wash from the eye.<\/p>\n
SECTION V – FIRE-FIGHTING MEASURES
\nFlammability Class (OSHA) IIIB
\nFlash Range: greater than 200 F
\n Setaflash
\nExplosive Range: Not applicable<\/p>\n
EXTINGUISHING MEDIA:
\nCarbon dioxide, dry chemical, or foam. For large scale fires, alcohol resistant
\nfoams are preferred if available. General purpose synthetic foams and protein
\nfoams may function, but much less effectively. Water may be used as a blanket
\nfor fire extinguishment. If water is used, it should be used in very large
\nquantity. A reaction between water and isocyanate may occur. If possible,
\ncontain fire run off water.<\/p>\n
HAZARDOUS COMBUSTION PRODUCTS:
\nWhen burning, product will release carbon monoxide, carbon dioxide, nitrogen
\noxide fumes, and isocyanate vapors.<\/p>\n
FIRE FIGHTING PROCEDURES:
\nFire fighters should use positive pressure self-contained breathing appartus and
\nfull protective clothing. Down-wind personnel must be evacuated.<\/p>\n
SECTION VI – ACCIDENTAL RELEASE MEASURES<\/p>\n
CLEAN-UP:
\nIf possible pump liquid into an approved container or spread absorbent over
\nspill and shovel product\/ absorbent mixture into an approved container. If
\nproduct has dried, scrape up and place in an approved container.<\/p>\n
EMERGENCY MEASURES:
\nIsolate hazard area. Keep unnecessary and unprotected personnel from entering
\narea. Wear all appropriate personal protection equipment (PPE) (See Section
\nVIII).<\/p>\n
SECTION VII – HANDLING & STORAGE<\/p>\n
HANDLING:
\nIn accordance with good manufacturing practices, good ventilation of the
\nprocessing areas is recommended. Gloves are recommended as product is difficult
\nto remove from effected areas if contact with skin occurs.<\/p>\n
STORAGE:<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 4 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE ADHESIVE
\nMSDS Number: 21507
\nVersion Date 001
\nMSDS Date: 042000
\nPage Number: 4 of 6
\n——————————————————————————–
\nStore in tightly closed containers to protect from atmospheric moisture. Replace
\noutage with inert nitrogen. Store at temperature of 75F to 105F.<\/p>\n
SECTION VIII – EXPOSURE CONTROLS\/PERSONAL PROTECTION
\nOccupational Exposure Limits
\n ACGIH TLV ACGIH TLV-C ACGIH STEL OSHA STEL OSHA PEL<\/p>\n
Aliphatic petroleum distillates
\n 5.00 mg\/M3 N\/est N\/est N\/est 5.00 mg\/M3<\/p>\n
4,4′ -diphenylmethane diisocyanate
\n N\/est N\/est N\/est 0.02 PPM 0.02 PPM <\/p>\n
The ACGIH TLV for 4,4′-diphenylmethane diisocyanate is .005 ppm.<\/p>\n
ENGINEERING CONTROLS:
\nProvide general and\/or local exhaust ventilation to control airborne levels
\nbelow the exposure guidelines.<\/p>\n
OTHER,
\nNo<\/p>\n
RESPIRATORY PROTECTION:
\nAtmospheric levels should be maintained below the exposure guidelines. For
\nemergency and other conditions where an exposure guidelines may be exceeded. Use
\nan approved positive-pressure self contained breathing apparatus or supplied air
\nrespirator with an auxiliary self-contained air supply.<\/p>\n
EYE PROTECTION:
\nUse safety glasses.<\/p>\n
SKIN PROTECTION:
\nUse impervious materials made of butyl or nitrile rubber where skin contact may
\noccur.<\/p>\n
GENERAL:
\nSafety shower and eye wash station.<\/p>\n
SECTION IX – PHYSICAL & CHEMICAL PROPERTIES
\nForm: mastic
\nAppearance\/Color: brown
\nOdor: mild
\nSolubility (in water): nil
\npH Value: Not applicable
\nBoiling Range: Not applicable
\nEvaporation Rate: Not applicable<\/p>\n
% Volatile 5.2%
\nSpecific Gravity: 1.48
\nVOC (California Rule 1168) 77 g\/1<\/p>\n
SECTION X – STABILITY & REACTIVITY
\nStability: This product is stable
\nHazardous Polymerization: Hazardous polymerization will not occur<\/p>\n
CONDITIONS TO AVOID:
\nAvoid prolonged heating over 160F (71C) or storage below 75F (24C).
\nStable when stored under normal conditions. Decomposition begins at 350F (177C).<\/p>\n
INCOMPATIBLITY
\nWater, acids, bases, alcohols, metal, compounds, and surface active materials.
\nAvoid water as it reacts to generate heat, C02, and<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 5 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE ADHESIVE
\nMSDS Number: 21507
\nVersion Number 001
\nMSDS Date: 042000
\nPage Number: 5 of 6
\n——————————————————————————–<\/p>\n
insoluble urea. The reaction with water is slow at temperatures less than 120F
\n(49C), but accelerated at higher temperatures and in the presence of the above
\nmentioned materials. Some reactions may be Vigorous.<\/p>\n
HAZARDOUS DECOMPOSITION PRODUCTS:
\nExcessive heating can produce isocyanate vapor, mist and other hazardous organic
\ncompounds.
\nDecomposition may occur with incompatible reactants, especially strong bases,
\nwater or temperatures over 320F (160C).<\/p>\n
SECTION XI – TOXICOLOGICAL INFORMATION<\/p>\n
Mutagenicity data on MDI are inconclusive. MDI was weakly positive in some
\nin-vitro (test tube) studies; other in-vitro studies were negative. A
\nmutagenicity study in animals was negative.
\nMineral spirits can cause mild skin and eye irritation. Overexposure via
\ninahaltion can cause respiratory irritation and central nervous system effects.
\nMineral spirits can enter the lungs during swallowing or vomiting and cause lung
\ninflammation and chemical pneumonitis.
\nBased on available information, mineral spirits cannot be classified with
\nrespect to carcinogenicity.<\/p>\n
SECTION XII – ECOLOGICAL INFORMATION<\/p>\n
This formulation has not been tested for environmental effects.<\/p>\n
SECTION XIII – DISPOSAL CONSIDERATIONS<\/p>\n
WASTE DISPOSAL:
\nDisposal of this product must comply with all applicable federal, state and
\nlocal regulations.<\/p>\n
CONTAINER DISPOSAL:
\nDisposal of this container should comply with all applicable federal, state and
\nlocal regulations.<\/p>\n
SECTION XIV – TRANSPORT INFORMATION<\/p>\n
UN Number none
\nUN Pack Group N\/A
\nUN Class N\/A
\nICAO\/IATA Class Not applicable (* see note)
\nIMDG Class Not applicable
\nShipping Name MOHAWK URETHANE ADHESIVE<\/p>\n
* Packaging is not approved for shipping by air. Please contact Franklin
\nInternational for further information.<\/p>\n
SECTION XV – REGULATORY INFORMATION<\/p>\n
SARA TITLE III SECTION 313:
\nThis product contains the following toxic chemicals subject to the reporting
\nrequirements of Section 313 of the Emergency Planning and Community Right to
\nKnow Act of 1986 and of 40 CFR 372:
\nChemical Name CAS Number Percent<\/p>\n
4,4′-diphenylmethane diisocyanate 101-68-8 1.00<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 6 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE ADHESIVE
\nMSDS Number: 21507
\nVersion Number 001
\nMSDS Data: 042000
\nPage Number: 6 of 6
\n——————————————————————————–<\/p>\n
PENNSYLVANIA:
\nHazardous component required to be listed at 1% or greater:
\n4,4′ -diphenylmethane diisocyanate 101-68-8
\nmineral spirits; stoddard solvent; 8052-41-3
\nNon-hazardous components required to be listed at 3% or greater:
\nreacted urethane prepolymer, mixture<\/p>\n
NEW JERSEY:
\nreacted urethane prepolymer, mixture
\npetroleum distillate, 64742-47-8
\nmineral spirits, 8052-41-3
\n4,4′ -diphenylmethane diisocyanate 101-68-8<\/p>\n
SECTION XVI – OTHER INFORMATION<\/p>\n
REVISION SUMMARY:<\/p>\n
MSDs revised to follow 16 section format.<\/p>\n
DISCLAIMER:
\nWhile the information and recommendations set forth herein are believed to be
\naccurate as of the data hereof, Franklin International makes no warranty,
\nexpress or implied, with respect thereto and disclaims all liability from
\nreliance thereon.<\/p>\n
——————————————————————————–<\/p>\n
Last Page<\/p>\n
\n
\nAddendrum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 7 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK FLOOR CLEANER
\nMSDS Number: 21515
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 1 of 5
\n——————————————————————————–<\/p>\n
SECTION I – CHEMICAL PRODUCT AND COMPANY IDENTIFICATION
\nProduct Name: MOHAWK FLOOR CLEANER
\nCAS Number none
\nHazard Rating: Health: 1 Fire: 0 Reactivity: 0<\/p>\n
Company Identification: Franklin International
\n 2020 Bruck Street
\n Columbus OH 43207<\/p>\n
Contact: Franklin Technical Services
\nTelephone\/Fax: (800) 877-4583 (614) 445-1493
\nEmergency Phone (24 Hour): Franklin Security
\n (614) 445-1300
\nChemtrec (24 Hour): (800) 424-9300<\/p>\n
Product Class detergent
\nProduct Code 16325<\/p>\n
Division Construction Adhesives & Sealants<\/p>\n
SECTION II – COMPOSITION, INFORMATION ON INGREDIENTS<\/p>\n
Hazardous Ingredients CAS Number Percent<\/p>\n
sodium metasilicate 6834-92-0 7.00<\/p>\n
trisodium phosphate 010101-89-0 5.00<\/p>\n
OEHA PELs & ACGIH TLVs are listed in Section VIII where applicable. All
\ncomponents of this product are listed on the TSCA inventory except as exempted.<\/p>\n
SECTION III – HAZARD IDENTIFICATION<\/p>\n
EMERGENCY OVERVIEW:
\nCAUTION: IRRITANT: Direct contact with the liquid may cause irritation to the
\nskin. Severity or irritation increases with prolonged contact. Can cause eye
\nirritation. Avoid breathing vapor. IN CASE OF EYE CONTACT, flush eyes with water
\nfor 15 minutes. Obtain medical attention if irritation persists. IN CASE OF SKIN
\nCONTACT, wipe off and flush with water. Obtain medical attention if irritation
\noccurs. IN CASE OF INHALATION ILL EFFECTS, move to fresh air. KEEP OUT OF THE
\nREACH OF CHILDREN.<\/p>\n
ROUTES OF ENTRY:
\nSKIN: No
\nEYE: No
\nINGESTION: No
\nINHALATION: Yes<\/p>\n
INHALATION:
\nMay cause headaches and dizziness.
\nVapors may be irritating to eyes and respiratory tract.<\/p>\n
INGESTION:
\nNo hazard expected in normal industrial use. Do not eat, drink or smoke around
\nchemicals. Follow good hygiene practices.<\/p>\n
SKIN:
\nProlonged or repeated skin contact can cause irritation.<\/p>\n
EYE:<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 8 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK FLOOR CLEANER
\nMSDS Number: 21515
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 2 of 5
\n——————————————————————————–<\/p>\n
Substance can cause eye irritation.<\/p>\n
MEDICAL CONDITIONS AGGRAVATED BY EXPOSURE:
\nNone identified.<\/p>\n
CARCINOGENICITY:
\nIARC: No
\nNTP: No
\nOSHA: No <\/p>\n
REPRODUCTIVE TOXICITY:
\nNone currently known.<\/p>\n
TARGET ORGANS:
\nEyes, skin, and respiratory tract.<\/p>\n
SECTION IV – FIRST AID MEASURES <\/p>\n
INHALATION:
\nRemove to fresh air. If not breathing give artificial respiration.
\nIf breathing is difficult, give oxygen by trained personnel.<\/p>\n
INGESTION:
\nCall poison control center immediately. Follow their specific instructions.<\/p>\n
SKIN:
\nWash with soap and water. Contact a physician if irritation develops or
\npersists.<\/p>\n
EYE:
\nHold eyelids apart and flush with plenty of water for at least 15 minutes. Seek
\nmedical attention.<\/p>\n
SECTION V – FIRE-FIGHTING MEASURES
\nFlammability Class (OSHA) N\/A
\nFlash Range: Not applicable
\nExplosive Range: Not applicable
\n Not applicable<\/p>\n
EXTINGUISHING MEDIA:
\nUse foam, carbon dioxide, or dry chemical fire fighting apparatus.<\/p>\n
HAZARDOUS COMBUSTION PRODUCTS:
\nCarbon dioxide and some oxides of sulfur.<\/p>\n
FIRE FIGHTING PROCEDURES:
\nWear a NIOSH approved self-contained breathing apparatus.<\/p>\n
SECTION VI – ACCIDENTAL RELEASE MEASURES<\/p>\n
CONTAINMENT TECHNIQUES:
\nUse inert absorbent to dike the spill.<\/p>\n
CLEAN-UP:
\nMop up as much as possible, then flush residue with large volumes of water.<\/p>\n
EMERGENCY MEASURES:
\nNone required.<\/p>\n
SECTION VII – HANDLING & STORAGE<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada. CA
\nSeptember 11, 2000 Exhibit D – Page 9 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK FLOOR CLEANER
\nMSDS Number: 21515
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 3 of 5
\n——————————————————————————–<\/p>\n
HANDLING:
\nWash thoroughly after handling.
\nDo not get material in eyes.
\nAvoid breathing vapors.
\nFollow all MSDS\/label precautions even after container is emptied.
\nContainers may retain product (residues.)
\nOpen container and use in well ventilated area.
\nKeep containers closed when not in use.
\nAvoid prolonged or repeated contact with the skin.<\/p>\n
STORAGE:
\nKeep away from food and drinking water.
\nStore in a cool, dry place.<\/p>\n
PRECAUTIONARY STATEMENT:
\nKeep out of the reach of children.<\/p>\n
SECTION VIII – EXPOSURE CONTROLS\/PERSONAL PROTECTION
\nOccupational Exposure Limits
\n ACGIH TLV ACGIH TLV-C ACGIH STEL OSHA STEL OSHA PEL <\/p>\n
sodium metasilicate
\n 2.00 mg\/M3 N\/est N\/est N\/est N\/est <\/p>\n
trisodium phosphate
\n 10.00mg\/M3 N\/est N\/est N\/est 15.00 mg\/M3 <\/p>\n
ENGINEERING CONTROLS:
\nUse appropriate ventilation as needed to maintain occupational exposure limits.<\/p>\n
OTHER:
\nFacilities storing or utilizing any chemical should be equipped with an eyewash
\nfacility and a safety shower.<\/p>\n
RESPIRATORY PROTECTION:
\nRespiratory protection is not expected to be necessary under normal use. Follow
\nrequirements for respiratory protection in OSHA 1910.134.<\/p>\n
EYE PROTECTION:
\nWear chemical safety glasses if splashing or misting of product may occur.<\/p>\n
SKIN PROTECTION:
\nWhere skin contact can occur, wear impervious gloves.<\/p>\n
SECTION IX – PHYSICAL & CHEMICAL PROPERTIES
\nForm: liquid
\nAppearance\/Color: green
\nOdor: characteristic
\nSolubility (in water): complete
\npH Value: 10.5
\nBoiling Range: 215.(degrees)F – 290.(degrees)F
\nEvaporation Rate: Slower than n-Butyl Acetate <\/p>\n
% Volatile Not determined
\nSpecific Gravity: 1.06
\nVOC (California Rule 1168) Not determined <\/p>\n
SECTION X – STABILITY & REACTIVITY
\nStability: This product is stable
\nHazardous Polymerization: Hazardous Polymerization will not occur<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 10 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK FLOOR CLEANER
\nMSDS Number: 21515
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 4 of 5
\n——————————————————————————–<\/p>\n
CONDITIONS TO AVOID:
\nNone.<\/p>\n
INCOMPATIBLITY:
\nNone known.<\/p>\n
HAZARDOUS DECOMPOSITION PRODUCTS:
\nCarbond dioxide and some oxides of sulfur.<\/p>\n
SECTION XI – TOXICOLOGICAL INFORMATION<\/p>\n
Acute and chronic health effects are not expected as long as good industrial
\nhygeine and safety precautions are followed.<\/p>\n
SECTION XII – ECOLOGICAL INFORMATION<\/p>\n
This product has not been tested for environmental effects.<\/p>\n
SECTION XIII – DISPOSAL CONSIDERATIONS<\/p>\n
WASTE DISPOSAL:
\nDisposal of this product must comply with all applicable federal, state and
\nlocal regulations.<\/p>\n
CONTAINER DISPOSAL:
\nDisposal of this container should comply with all applicable federal, state and
\nlocal regulations.<\/p>\n
SECTION XIV – TRANSPORT INFORMATION<\/p>\n
UN Number NOI
\nUN Pack Group N\/A
\nUN Class N\/A
\nICAO\/IATA Class Nonhazardous (* see note)
\nIMDG Class Nonhazardous
\nShipping Name Boxes. Cleaning Compound NOI<\/p>\n
* Packaging is not approved for shipping by air. Please contact Franklin
\nInternational for further information.<\/p>\n
SECTION XV – REGULATORY INFORMATION<\/p>\n
PENNSYLVANIA:
\nHazardous components required to be listed at 1% or more:
\ntrisodium phosphate; 010101-89-0
\nNonhazardous components required to be listed at 3% or more:
\nsodium metasilicate; 6834-92-0<\/p>\n
NEW JERSEY:
\nsodium metasilicate 6834-92-0, trisodium phosphate 010101-89-0<\/p>\n
SECTION XVI – OTHER INFORMATION<\/p>\n
REVISION SUMMARY:<\/p>\n
MSDS revised to follow 16 section format.<\/p>\n
DISCLAIMER:<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 11 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK FLOOR CLEANER
\nMSDS Number: 21515
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 5 of 5
\n——————————————————————————–<\/p>\n
While the information and recommendations set forth herein are believed to be
\naccurate as of the data hereof, Franklin International makes no warranty,
\nexpress or implied, with respect thereto and disclaims all liability from
\nreliance thereon.<\/p>\n
——————————————————————————–<\/p>\n
Last Page<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 12 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE REMOVER
\nMSDS Number: 21526
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 1 of 5
\n——————————————————————————–<\/p>\n
SECTION I – CHEMICAL PRODUCT AND COMPANY IDENTIFICATION
\nProduct Name: MOHAWK URETHANE REMOVER
\nCAS Number: none
\nHazard Rating: Health: 1 Fire: 1 Reactivity: 0<\/p>\n
Company Identification: Franklin International
\n 2020 Bruck Street
\n Columbus OH 43207<\/p>\n
Contact: Franklin Technical Services
\nTelephone\/Fax: (800) 877-4583 (614) 445-1493
\nEmergency Phone (24 Hour): Franklin Security
\n (614) 445-1300
\nChemtrec (24 Hour): (800) 424-9300<\/p>\n
Product Class cleaning compound
\nProduct Code 16315<\/p>\n
Division Construction Adhesives & Sealants<\/p>\n
SECTION II – COMPOSITION, INFORMATION ON INGREDIENTS<\/p>\n
Hazardous Ingredients CAS Number Percent<\/p>\n
dimethyl gluterate 1119-40-0 35.00<\/p>\n
dimethyl adipate 627-93-0 18.00<\/p>\n
2-butoxyethanol 111-76-2 6.00<\/p>\n
OSHA PELs & ACGIH TLVs are listed in Section VIII where applicable.
\nAll components of this product are listed on the TSCA inventory except as
\nexempted.<\/p>\n
SECTION III – HAZARD IDENTIFICATION<\/p>\n
EMERGENCY OVERVIEW:
\nCAUTION: IRRITANT: Direct contact with product can cause eye, skin, and
\nrespiratory tract irritation. Severity of irritation increases with prolonged
\ncontact. Overexposure to vapor may irritate eyes, nose, and throat. Avoid eye
\nand skin contact. Avoid breathing vapor. Provide adequate ventilation to reduce
\nvapors below discomfort level. IN CASE OF EYE CONTACT, flush eyes with water for
\n15 minutes. Obtain medical attention. IN CASE OF SKIN CONTACT, wipe off and
\nflush with water. Obtain medical attention if irritation occurs. IN CASE OF
\nINHALATION ILL EFFECTS, move to fresh air. Close container after each use. KEEP
\nOUT OF REACH OF CHILDREN.<\/p>\n
ROUTES OF ENTRY:
\nINHALATION: Yes<\/p>\n
SKIN: No
\nEYE: No
\nINGESTION: No<\/p>\n
INHALATION:
\nHigh vapor concentrations are irritating to the nose, throat and lungs and can
\ncause coughing, chest tightness, chest pain and runny nose.<\/p>\n
INGESTION:
\nNo hazard expected in normal industrial use. Do not eat, drink or smoke around
\nchemicals. Follow good hygiene practices.<\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 13 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE REMOVER
\nMSDS Number: 21526
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 2 of 5
\n——————————————————————————–<\/p>\n
SKIN:
\nProlonged or repeated skin contact can cause irritation.<\/p>\n
EYE:
\nSubstance may cause moderate eye irritation.<\/p>\n
MEDICAL CONDITIONS AGGRAVATED BY EXPOSURE:
\nNone identified.<\/p>\n
CARCINOGENICITY:
\nIARC: No
\nNTP: No
\nOSHA: No<\/p>\n
REPRODUCTIVE TOXICITY:
\nNone currently known.<\/p>\n
TARGET ORGANS:
\nEyes, skin, and respiratory tract.<\/p>\n
SECTION IV – FIRST AID MEASURES<\/p>\n
INHALATION:
\nRemove to fresh air. If not breathing give artificial respiration. If breathing
\nis difficult, give oxygen by trained personnel.<\/p>\n
INGESTION:
\nCall poison control center immediately. Follow their specific instructions. Do
\nnot induce vomiting. Aspiration into lungs may cause chemical pneumonitis.<\/p>\n
SKIN:
\nRemove contaminated clothing. Wash with soap and water. Contact a physician if
\nirritation develops or persists.<\/p>\n
EYE:
\nHold eyelids apart and flush with plenty of water for at least 15 minutes. Seek
\nmedical attention.<\/p>\n
SECTION V – FIRE-FIGHTING MEASURES
\nFlammability Class (OSHA) IIIB
\nFlash Range: *141 F
\n Tag Open Cup
\nExplosive Range: Not applicable
\n Not applicable<\/p>\n
EXTINGUISHING MEDIA:
\nUse alcohol foam, carbon dioxide, or dry chemical when fighting fires involving
\nthis product.<\/p>\n
HAZARDOUS COMBUSTION PRODUCTS:
\nCarbon monoxide and\/or carbon dioxide may be released during combustion.<\/p>\n
FIRE FIGHTING PROCEDURES:
\nWear a NIOSH approved self-contained breathing apparatus.<\/p>\n
SECTION VI – ACCIDENTAL RELEASE MEASURES<\/p>\n
CONTAINMENT TECHNIQUES:
\nUse inert absorbent to dike the spill.<\/p>\n
——————————————————————————–
\n* Greater than<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 14 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE REMOVER
\nMSDS Number: 21526
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 3 of 5
\n——————————————————————————–<\/p>\n
CLEAN-UP:
\nIf possible pump liquid into an approved container or spread absorbent over
\nspill and shovel product\/absorbent mixture into an approved container. If
\nproduct has dried, scrape up and place in an approved container.
\nVentilate area of spill.<\/p>\n
EMERGENCY MEASURES:
\nNone required.<\/p>\n
SECTION VII – HANDLING & STORAGE<\/p>\n
HANDLING:
\nWash thoroughly after handling.
\nDo not get material in eyes.
\nAvoid breathing vapors.
\nUse only in well ventilated area.
\nAvoid prolonged or repeated contact with the skin.<\/p>\n
STORAGE:
\nKeep away from sources of ignition.
\nStore in a cool, dry place.<\/p>\n
PRECAUTIONARY STATEMENT:
\nKeep out of the reach of children.<\/p>\n
SECTION VIII – EXPOSURE CONTROLS\/PERSONAL PROTECTION
\nOccupational Exposure Limits<\/p>\n
\n\n ACGIH TLV ACGIH TLV-C ACGIH STEL OSHA STEL OSHA PEL
\n
\ndimethyl gluterate
\n N\/est N\/est N\/est N\/est N\/est
\ndimethyl adipate
\n N\/est N\/est N\/est N\/est N\/est
\n2-butoxyethanol
\n 25.00 PPM N\/est N\/est N\/est 25.00 PPM
\n<\/c><\/c><\/c><\/c><\/s><\/caption>\n<\/table>\nENGINEERING CONTROLS:
\nUse appropriate ventilation as needed to maintain occupational exposure limits.<\/p>\n
OTHER:
\nFacilities storing or utilizating any chemical should be equipped with an
\neyewash facility and a safety shower.<\/p>\n
RESPIRATORY PROTECTION:
\nRespiratory protection is not expected to be necessary under normal use. Follow
\nrequirements for respiratory protection in OSHA 1910.134.<\/p>\n
EYE PROTECTION:
\nWear chemical safety glasses if splashing or misting of product may occur.<\/p>\n
SKIN PROTECTION:
\nWhere skin contact can occur, wear impervious gloves.<\/p>\n
SECTION IX – PHYSICAL & CHEMICAL PROPERTIES
\nForm: liquid
\nAppearance\/Color: light yellow
\nOdor: light sweet odor
\nSolubility (in water): dispersible in water <\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 15 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE REMOVER
\nMSDS Number: 21526
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 4 of 5
\n——————————————————————————–<\/p>\n
pH Value: Not Applicable
\nBoiling Range: >300 F
\nEvaporation Rate: Slower than n-Butyl Acetate<\/p>\n
% Volatile Not determined
\nSpecific Gravity: 0.91
\nVOC (California Rule 1168) Not determined<\/p>\n
SECTION X – STABILITY & REACTIVITY
\nStability: This product is stable
\nHazardous Polymerization: Hazardous polymerization will not occur<\/p>\n
CONDITIONS TO AVOID:
\nHeat and open flames.<\/p>\n
INCOMPATIBILITY:
\nStrong oxidizing agents, acids and bases.<\/p>\n
HAZARDOUS DECOMPOSITION PRODUCTS:
\nCarbon monoxide and\/or carbon dioxide.<\/p>\n
SECTION XI – TOXICOLOGICAL INFORMATION<\/p>\n
Inhalation of vapors may be irritating to the eyes and respiratory system.
\nDirect and prolonged contact with the skin is irritating.<\/p>\n
SECTION XII – ECOLOGICAL INFORMATION<\/p>\n
This product has not been tested for environmental effects.<\/p>\n
SECTION XIII – DISPOSAL CONSIDERATIONS<\/p>\n
WASTE DISPOSAL:
\nDisposal of this product must comply with all applicable federal, state and
\nlocal regulations.<\/p>\n
CONTAINER DISPOSAL:
\nDisposal of this container should comply with all applicable federal, state and
\nlocal regulations.<\/p>\n
SECTION XIV – TRANSPORT INFORMATION<\/p>\n
UN Number N\/A
\nUN Pack Group N\/A
\nUN Class ORM-D
\nICAO\/IATA Class Nonhazardous (* see note)
\nIMDG Class Nonhazardous
\nShipping Name Consumer Commodity Franklin Urethane Remover<\/p>\n
* Packaging is not approved for shipping by air. Please contact Franklin
\nInternational for further information.<\/p>\n
SECTION XV – REGULATORY INFORMATION<\/p>\n
SARA TITLE III SECTION 313:
\nThis product contains the following toxic chemicals subject to the reporting
\nrequirements of Section 313 of the Emergency Planning and Community Right to
\nKnow Act of 1986 and of 40 CFR 372:
\nChemical Name CAS Number Percent <\/p>\n
——————————————————————————–<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 16 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n Franklin International
\n MATERIAL SAFETY DATA SHEET<\/p>\n
MSDS Name: MOHAWK URETHANE REMOVER
\nMSDS Number: 21526
\nVersion Number 01
\nMSDS Date: 042100
\nPage Number: 5 of 5
\n——————————————————————————–<\/p>\n
2-butoxyethanol 111-76-2 6.00<\/p>\n
PENNSYLVANIA:
\nHazardous components required to be listed at 1% or more:
\n2-Butoxyethanol; 111-76-2
\nNonhazardous components required to be listed at 3% or more:
\nDimethyl glutenate; 1119-40-0
\nDimethyl adipate; 627-93-0<\/p>\n
NEW JERSEY:
\nDimethyl glutenate 1119-40-0; dimethyl adipate 627-93-0;
\n2-Butoxyethanol 111-76-2<\/p>\n
SECTION XVI – OTHER INFORMATION<\/p>\n
REVISION SUMMARY:<\/p>\n
MSDS revised to follow 16 section format.<\/p>\n
DISCLAIMER:
\nWhile the information and recommendations set forth herein are believed to be
\naccurate as of the data hereof, Franklin International makes no warranty,
\nexpress or implied, with respect thereto and disclaims all liability from
\nreliance thereon.<\/p>\n
——————————————————————————–<\/p>\n
Last Page<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit D – Page 17 of 17 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n EXHIBIT E
\n ———<\/p>\n
TENANT WORK LETTER
\n ——————<\/p>\n
This Tenant Work Letter shall set forth the terms and conditions relating
\nto the construction of the tenant improvements in the Property. This Tenant Work
\nLetter is essentially organized chronologically and addresses the issues of the
\nconstruction of the Property, in sequence, as such issues will arise during the
\nactual construction of the Property. All references in this Tenant Work Letter
\nto Articles or Sections of “this Lease” shall mean such relevant portions of the
\nIndustrial Real Estate Lease to which this Tenant Work Letter is attached as
\nExhibit “E” and of which this Tenant Work Letter forms a part, and all
\n———-
\nreferences in this Tenant Work Letter to Sections of “this Tenant Work Letter”
\nshall mean such relevant portions of this Tenant Work Letter.<\/p>\n
SECTION 1
\n ———<\/p>\n
CONSTRUCTION DRAWINGS FOR THE PROPERTY
\n ————————————–<\/p>\n
Landlord shall construct the following improvements in the Property at
\nLandlord’s sole cost and expense: (i) paint the existing office walls; (ii)
\nreplace the damaged ceiling tiles, as needed in Landlord’s sole discretion, in
\nthe existing office area; (iii) renovate, as needed in Landlord’s sole
\ndiscretion, the restroom facilities; (iv) repair or replace the inoperable
\nlighting fixtures; (v) repair or resurface the asphalt parking area as necessary
\nin Landlord’s sole discretion; (vi) paint the interior concrete tilt-up walls of
\nthe building; (vii) remove existing walls as highlighted in orange on Schedule 1
\n ———-
\nattached hereto; (viii) restore the door in the showroom in approximately such
\nlocation as highlighted in green on Schedule 1; (ix) install Landlord’s standard
\n ———-
\nsliding glass window in approximately such location as set forth on Schedule 1;
\n ———-
\n(x) remove showroom cabinets and marlite in approximately such location as set
\nforth on Schedule 1; and (xi) touch up the paint on the exterior walls as needed
\n ———-
\nin Landlord’s sole discretion (collectively, the “Tenant Improvements”) in
\naccordance with the drawing attached hereto as Schedule 1. Tenant shall make no
\n ———-
\nchanges or modifications to the Tenant Improvements without the prior written
\nconsent of Landlord, which consent may be withheld in Landlord’s sole discretion
\nif such change or modification would directly or indirectly delay the
\n“Substantial Completion,” as that term is defined in Section 5.1 of this Tenant
\n ———–
\nWork Letter, of the Property or increase the cost of designing or constructing
\nthe Tenant Improvements.<\/p>\n
SECTION 2
\n ———<\/p>\n
OVER-ALLOWANCE AMOUNT
\n ——————— <\/p>\n
In the event that after Tenant’s execution of this Lease, any revisions,
\nchanges, or substitutions shall be made to the Tenant Improvements, any
\nadditional costs which arise in connection with such revisions, changes or
\nsubstitutions shall be paid by Tenant to Landlord immediately upon Landlord’s
\nrequest as an over-allowance amount (the “Over-Allowance Amount”). The
\nOver-Allowance Amount shall be disbursed by Landlord prior to the disbursement
\nof any portion of Landlord’s contribution to the construction of the Tenant
\nImprovements.<\/p>\n
SECTION 3
\n ———<\/p>\n
CONTRACTOR’S WARRANTIES AND GUARANTIES
\n ————————————–<\/p>\n
Landlord hereby assigns to Tenant all warranties and guaranties by the
\ncontractor who constructs the Tenant Improvements (the “Contractor”) relating to
\nthe Tenant Improvements, and Tenant hereby waives all claims against Landlord
\nrelating to, or arising out of the construction of, the Tenant Improvements.<\/p>\n
SECTION 4
\n ———<\/p>\n
BUILDING STANDARD SPECIFICATIONS
\n ——————————–<\/p>\n
Landlord shall use Landlord’s standard components and materials in
\nconstructing the Tenant Improvements in the Property.<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit E – Page 1 of 3 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n SECTION 5
\n ———<\/p>\n
COMPLETION OF THE TENANT IMPROVEMENTS;
\n ————————————–
\n LEASE COMMENCEMENT DATE
\n ———————–<\/p>\n
5.1 Ready for Occupancy. The property shall be deemed “Ready for
\n ——————-
\nOccupancy” upon the Substantial completion of the Property. For purposes of this
\nLease, “Substantial Completion” of the Property shall occur upon the completion
\nof construction of the Tenant Improvements in the Property pursuant to the
\nApproved Working Drawings, with the exception of any punch list items and any
\ntenant fixtures, work-stations, built-in furniture, or equipment to be installed
\nby Tenant or under the supervision of Contractor.<\/p>\n
5.2 Delay of the Substantial Completion of the Property. Except as
\n —————————————————
\nprovided in this Section 5.2, the Lease Commencement Date shall occur as set
\n ———–
\nforth in Article 2 of the Lease and Section 5.1, above. If there shall be a
\n ——— ———–
\ndelay or there are delays in the Substantial Completion of the Property or in
\nthe occurrence of any of the other conditions precedent to the Lease
\nCommencement Date, as set forth in Article 2 of the Lease, as a direct,
\n ———
\nindirect, partial, or total result of:<\/p>\n
5.2.1 Tenant’s failure to timely approve any matter requiring
\n Tenant’s approval;<\/p>\n
5.2.2 A breach by Tenant of the terms of this Tenant Work Letter
\n or the Lease;<\/p>\n
5.2.3 Tenant’s request for changes in the Tenant Improvements; or<\/p>\n
5.2.4 Any other acts or omissions of Tenant, or its agents, or
\n employees;<\/p>\n
then, notwithstanding anything to the contrary set forth in the Lease or this
\nTenant Work Letter and regardless of the actual date of the Substantial
\nCompletion of the Property, the Substantial Completion of the Property shall be
\ndeemed to be the date the Substantial Completion of the Property would have
\noccurred if no Tenant delay or delays,as set forth above, had occurred.<\/p>\n
SECTION 6
\n ———<\/p>\n
MISCELLANEOUS
\n ————-<\/p>\n
6.1 Tenant’s Representative. Tenant has designated Larry Morris as its
\n ———————–
\nsole representative with respect to the matters set forth in this Tenant Work
\nLetter, who, until further notice to Landlord, shall have full authority and
\nresponsibility to act on behalf of the Tenant as required in this Tenant Work
\nLetter.<\/p>\n
6.2 Landlord’s Representative. Landlord has designated Mike Roski as its
\n ————————-
\nsole representative with respect to the matters set forth in this Tenant Work
\nLetter, who, until further notice to Tenant, shall have full authority and
\nresponsibility to act on behalf of the Landlord as required in this Tenant Work
\nLetter.<\/p>\n
6.3 Time of the Essence in This Tenant Work Letter. Unless otherwise
\n ———————————————-
\nindicated, all references herein to a “number of days” shall mean and refer to
\ncalendar days. In all instances where Tenant is required to approve or deliver
\nan item, if no written notice of approval is given or the item is not delivered
\nwithin the stated time period, at Landlord’s sole option, at the end of such
\nperiod the item shall automatically be deemed approved or delivered by Tenant
\nand the next succeeding time period shall commence.<\/p>\n
6.4 Tenant’s Lease Default. Notwithstanding any provision to the contrary
\n ———————-
\ncontained in this Lease, if an event of default as described in Section 10.02 of
\n ————-
\nthe Lease, or a default by Tenant under this Tenant Work Letter, has occurred at
\nany time on or before the Substantial Completion of the Property, then (i) in
\naddition to all other rights and remedies granted to Landlord pursuant to the
\nLease, Landlord shall have the right to cause Contractor to cease the
\nconstruction of the Property (in which case, Tenant shall be responsible for any
\ndelay in the Substantial Completion of the Property caused by such work stoppage
\nas set forth in Section 5 of this Tenant Work Letter) and (ii) all other
\n ———
\nobligations of Landlord under the terms of this Tenant Work Letter shall be
\nforgiven until such time as such default is cured pursuant to the terms of the
\nLease.<\/p>\n
6.5 Alterations. Landlord hereby consents to Tenant’s installation of
\n ———–
\ncarpeting and flooring throughout the existing office area and restrooms
\n(“Alterations”); provided that Landlord has substantially completed the Tenant
\nImprovements. Landlord hereby (a) consents to the construction of Alterations,
\nsubject to (i) All contractors shall be licensed and in good standing by the
\nDepartment of Consumer Affairs Contractor State License Board, State of
\nCalifornia with at least five (5) years experience; (ii) Tenant delivery to
\nLandlord invoices for all of labor rendered and materials delivered to the
\nProperty; (iii) executed mechanic’s lien releases for all of Alterations which
\nshall comply with the appropriate provisions, as reasonably determined by
\nLandlord, of California Civil Code Section 3262(d); (iv) Within ten (10) days
\nafter completion of construction of the Alterations, Tenant shall cause a Notice
\nof Completion to be recorded in the office of the Recorder of the county in
\nwhich the Property is located in accordance with Section 3093 of the Civil Code
\nof the State of California or any successor statute, and shall furnish a copy
\nthereof to Landlord<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit E – Page 2 of 3 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\nupon such recordation; however, if Tenant fails to do so, Landlord may execute
\nand file the same on behalf of Tenant as Tenant’s agent for such purpose, at
\nTenant’s sole cost and expense; and (v) Alterations are constructed in good
\nworkmanlike manner. Upon the completion of Alterations, Alterations shall become
\nLandlord’s property and shall be surrendered to Landlord upon the expiration or
\nearlier termination of the Lease. Tenant’s indemnity of Landlord as set forth in
\nthe Lease shall also apply with respect to any and all costs, losses, damages,
\ninjuries and liabilities related in any way to any act or omission of Tenant or
\nTenant’s agents, or anyone directly or indirectly employed by any of them, or in
\nconnection with Tenant’s non-payment of any amount arising out of Alterations
\nand\/or Tenant’s disapproval of all or any portion of any request for payment.<\/p>\n
\n
\nAddendum\/180081.5\/RRA\/2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit E – Page 3 of 3 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n EXHIBIT F
\n ———<\/p>\n
GUARANTY OF LEASE
\n —————–<\/p>\n
THIS GUARANTY OF LEASE (this “Guaranty”) is made as of August 4, 2000, by
\nMOHAWK INDUSTRIES, INC., a Delaware corporation (the “Guarantor”), in favor of
\nMAJESTIC REALTY CO., a California corporation and PRINCIPAL LIFE INSURANCE
\nCOMPANY, an Iowa corporation (collectively, “Landlord”).<\/p>\n
WHEREAS, ALADDIN MANUFACTURING CORPORATION, a Delaware corporation
\n(“Tenant”) and Landlord desire to enter into that certain Industrial Lease (the
\n“Lease”) dated August 4, 2000 concerning the premises located at 14720 East
\nAlondra Boulevard, La Mirada, California (“Property”);<\/p>\n
WHEREAS, Guarantor has a financial interest in the Tenant; and<\/p>\n
WHEREAS, Landlord would not execute the Lease if Guarantor did not execute
\nand deliver to Landlord this Guaranty.<\/p>\n
NOW THEREFORE, for and in consideration of the execution of the foregoing
\nLease by Landlord and as a material inducement to Landlord to execute said
\nLease, Guarantor hereby absolutely, presently, continually, unconditionally and
\nirrevocably guarantees the prompt payment by Tenant of all rentals and all other
\nsums payable by Tenant under said Lease and the faithful and prompt performance
\nby Tenant of each and every one of the terms, conditions and covenants of said
\nLease to be kept and performed by Tenant, and further agrees as follows:<\/p>\n
1. It is specifically agreed and understood that the terms, covenants
\nand conditions of the Lease may be altered, affected, modified, amended,
\ncompromised, released or otherwise changed by agreement between Landlord and
\nTenant, or by course of conduct and Guarantor does guaranty and promise to
\nperform all of the obligations of Tenant under the Lease as so altered,
\naffected, modified, amended, compromised, released or changed and the Lease may
\nbe assigned by or with the consent of Landlord or any assignee of Landlord
\nwithout consent or notice to Guarantor and that this Guaranty shall thereupon
\nand thereafter guaranty the performance of said Lease as so changed, modified,
\namended, compromised, released, altered or assigned.<\/p>\n
2. This Guaranty shall not be released, modified or affected by failure
\nor delay on the part of Landlord to enforce any of the rights or remedies of
\nLandlord under the Lease, whether pursuant to the terms thereof or at law or in
\nequity, or by any release of any person liable under the terms of the Lease
\n(including, without limitation, Tenant) or any other guarantor, including
\nwithout limitation, any other Guarantor named herein, from any liability with
\nrespect to Guarantor’s obligations hereunder.<\/p>\n
3. Guarantor’s liability under this Guaranty shall continue until all
\nrents due under the Lease have been paid in full in cash and until all other
\nobligations to Landlord have been satisfied, and shall not be reduced by virtue
\nof any payment by Tenant of any amount due under the Lease. If all or any
\nportion of Tenant’s obligations under the Lease is paid or performed by Tenant,
\nthe obligations of Guarantor hereunder shall continue and remain in full force
\nand effect in the event that all or any part of such payment(s) or
\nperformance(s) is avoided or recovered directly or indirectly from Landlord as a
\npreference, fraudulent transfer or otherwise.<\/p>\n
4. Guarantor warrants and represents to Landlord that Guarantor now has
\nand will continue to have full and complete access to any and all information
\nconcerning the Lease, the value of the assets owned or to be acquired by Tenant,
\nTenant’s financial status and its ability to pay and perform the obligations
\nowed to Landlord under the Lease. Guarantor further warrants and represents that
\nGuarantor has reviewed and approved copies of the Lease and is fully informed of
\nthe remedies Landlord may pursue, with or without notice to Tenant, in the event
\nof default under the Lease. So long as any of Guarantor’s obligations hereunder
\nremains unsatisfied or owing to Landlord, Guarantor shall keep fully informed as
\nto all aspects of Tenant’s financial condition and the performance of said
\nobligations.<\/p>\n
5. Guarantor hereby covenants and agrees with Landlord that if a default
\nshall at any time occur in the payment of any sums due under the Lease by Tenant
\nor in the performance of any other obligation of Tenant under the Lease,
\nGuarantor shall and will forthwith upon demand pay such sums, and any arrears
\nthereof, to Landlord in legal currency of the United States of America for
\npayment of public and private debts, and take all other actions necessary to
\ncure such default and perform such obligations of Tenant.<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 Exhibit F – Page 1 of 4 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n 6. The liability of Guarantor under this Guaranty is a guaranty of
\npayment and performance and not of collectibility, and is not conditioned or
\ncontingent upon the genuineness, validity, regularity or enforceability of the
\nLease or the pursuit by Landlord of any remedies which it now has or may
\nhereafter have with respect thereto, at law, in equity or otherwise.<\/p>\n
7. Guarantor hereby waives and agrees not to assert or take advantage of
\nto the extent permitted by law: (i) all notices to Guarantor, to Tenant, or to
\nany other person, including, but not limited to, notices of the acceptance of
\nthis Guaranty or the creation, renewal, extension, assignment, modification or
\naccrual of any of the obligations owed to Landlord under the Lease and, except
\nto the extent set forth in Paragraph 9 hereof, enforcement of any right or
\nremedy with respect thereto, and notice of any other matters relating thereto,
\n(ii) notice of acceptance of this Guaranty; (iii) demand of payment,
\npresentation and protest; (iv) any right to require Landlord to apply to any
\ndefault any security deposit or other security it may hold under the Lease; (v)
\nany statute of limitations affecting Guarantor’s liability hereunder or the
\nenforcement thereof; (vi) any right or defense that may arise by reason of the
\nincapability, lack or authority, death or disability of Tenant or any other
\nperson; and (vii) all principles or provisions of law which conflict with the
\nterms of this Guaranty. Guarantor further agrees that Landlord may enforce this
\nGuaranty upon the occurrence of a default under the Lease, notwithstanding any
\ndispute between Landlord and Tenant with respect to the existence of said
\ndefault or performance of the obligations under the Lease or any counterclaim,
\nset-off or other claim which Tenant may allege against Landlord with respect
\nthereto. Moreover, Guarantor agrees that Guarantor’s obligations shall not be
\naffected by any circumstances which constitute a legal or equitable discharge of
\na guarantor or surety.<\/p>\n
8. Guarantor agrees that Landlord may enforce this Guaranty without the
\nnecessity of proceeding against Tenant or any other guarantor. Guarantor hereby
\nwaives the right to require Landlord to proceed against Tenant, to proceed
\nagainst any other guarantor, to exercise any right or remedy under the Lease or
\nto pursue any other remedy or to enforce any other right.<\/p>\n
9. (a) Guarantor agrees that nothing contained herein shall prevent
\nLandlord from suing on the Lease or from exercising any rights available to it
\nthereunder and that the exercise of any of the aforesaid rights shall not
\nconstitute a legal or equitable discharge of Guarantor. Without limiting the
\ngenerality of the foregoing, Guarantor hereby expressly waives any and all
\nbenefits under California Civil Code (S)(S) 2809, 2810, 2819, 2845, 2847, 2848,
\n2849 and 2850; and the second sentence of California Civil Code (S) 2822(a). In
\naddition, Guarantor agrees that Landlord (not Tenant) shall have the right to
\ndesignate the portion of Tenant’s obligations under the Lease that is satisfied
\nby a partial payment by Tenant.<\/p>\n
(b) Guarantor agrees that Guarantor shall have no right of subrogation
\nagainst Tenant or any right of contribution against any other guarantor
\nhereunder unless and until all amounts due under the Lease have been paid in
\nfull and all other obligations under the Lease have been satisfied. Guarantor
\nfurther agrees that, to the extent the waiver of Guarantor’s rights of
\nsubrogation and contribution as set forth herein is found by a court of
\ncompetent jurisdiction to be void or voidable for any reason, any rights of
\nsubrogation Guarantor may have against Tenant shall be junior and subordinate to
\nany rights Landlord may have against Tenant, and any rights of contribution
\nGuarantor may have against any other guarantor shall be junior and subordinate
\nto any rights Landlord may have against such other guarantor.<\/p>\n
(c) The obligations of Guarantor under this Guaranty shall not be
\naltered, limited or affected by any case, voluntary or involuntary, involving
\nthe bankruptcy, insolvency, receivership, reorganization, liquidation or
\narrangement of Tenant or any defense which Tenant may have by reason of order,
\ndecree or decision of any court or administrative body resulting from any such
\ncase. Landlord shall have the sole right to accept or reject any plan on behalf
\nof Guarantor proposed in such case and to take any other action which Guarantor
\nwould be entitled to take, including, without limitation, the decision to file
\nor not file a claim. Guarantor acknowledges and agrees that any payment which
\naccrues with respect to Tenant’s obligations under the Lease (including, without
\nlimitation, the payment of rent) after the commencement of any such proceeding
\n(or, if any such payment ceases to accrue by operation of law by reason of the
\ncommencement of such proceeding, such payment as would have accrued if said
\nproceedings had not been commenced) shall be included in Guarantor’s obligations
\nhereunder because it is the intention of the parties that said obligations
\nshould be determined without regard to any rule or law or order which may
\nrelieve Tenant of any of its obligations under the Lease. Guarantor hereby
\npermits any trustee in bankruptcy, receiver, debtor-in-possession, assignee for
\nthe benefit of creditors or similar person to pay Landlord, or allow the claim
\nof Landlord in respect of, any such payment accruing after the date on which
\nsuch proceeding is commenced. Guarantor hereby assigns to Landlord Guarantor’s
\nright to receive any payments from any trustee in bankruptcy, receiver, debtor-
\nin-possession, assignee for the benefit of creditors or similar person by way of
\ndividend, adequate protection payment or otherwise.<\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit F – Page 2 of 4 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\n 10. Any notice, statement, demand, consent, approval or other
\ncommunication required or permitted to be given, rendered or made by either
\nparty to the other, pursuant to this Guaranty or pursuant to any applicable law
\nor requirement of public authority, shall be in writing (whether or not so
\nstated elsewhere in this Guaranty) and shall be deemed to have been properly
\ngiven, rendered or made only if hand-delivered or sent by first-class mail,
\npostage pre-paid, addressed to the other party at its respective address set
\nforth below, and shall be deemed to have been given, rendered or made on the day
\nit is hand-delivered or one day after it is mailed, unless it is mailed outside
\nof Los Angeles County, California, in which case it shall be deemed to have been
\ngiven, rendered or made on the third business day after the day it is mailed. By
\ngiving notice as provided above, either party may designate a different address
\nfor notices, statements, demands, consents, approvals or other communications
\nintended for it.<\/p>\n
To Guarantor: Salvatore J. Perillo ESQ.
\n 160 South Industrial Boulevard
\n Calhoun, Georgia 30701<\/p>\n
To Landlord: c\/o Majestic Realty Co.
\n 13191 Crossroads Parkway North
\n Sixth Floor
\n City of Industry, California 91746<\/p>\n
11. Guarantor represents and warrants to Landlord as follows:<\/p>\n
(a) No consent of any other person, including, without limitation,
\nany creditors of Guarantor, and no license, permit approval or authorization of,
\nexemption by, notice or report to, or registration, filing or declaration within
\nany governmental authority is required by Guarantor in connection with this
\nGuaranty or the execution, delivery, performance, validity or enforceability of
\nthis Guaranty and all obligations required hereunder. This Guaranty has been
\nduly executed and delivered by Guarantor, and constitutes the legally valid and
\nbinding obligation of Guarantor enforceable against such Guarantor in accordance
\nwith its terms.<\/p>\n
(b) To the best of Guarantor’s knowledge, the execution, delivery and
\nperformance of this Guaranty will not violate any provision of any existing law
\nor regulation binding on Guarantor, or any order, judgment, award or decree of
\nany court, arbitrator or governmental authority binding on Guarantor, or of any
\nmortgage, indenture, lease, contract or other agreement, instrument or
\nundertaking to which Guarantor is a party or by which Guarantor or any of
\nGuarantor’s assets may be bound, and will not result in, or require, the
\ncreation or imposition of any lien on any of such Guarantor’s property, assets
\nor revenues pursuant to the provisions of any such mortgage, indenture, lease,
\ncontract or other agreement, instrument or undertaking.<\/p>\n
12. The obligations of Tenant under the Lease to execute and deliver
\nestoppel statements, as therein provided, shall be deemed to also require the
\nGuarantor hereunder to do and provide the same relative to Guarantor.<\/p>\n
13. This Guaranty shall be binding upon each Guarantor, such Guarantor’s
\nheirs, representatives, administrators, executors, successors and assigns and
\nshall inure to the benefit of and shall be enforceable by Landlord, its
\nsuccessors, endorsees and assigns. Any married person executing this Guaranty
\nagrees that recourse may be had against community assets and against his
\nseparate property for the satisfaction of all obligations herein guaranteed. As
\nused herein, the singular shall include the plural, and the masculine shall
\ninclude the feminine and neuter and vice versa, if the context so requires.<\/p>\n
14. The term “Landlord” whenever used herein refers to and means the
\nLandlord specifically named in the Lease and also any assignee of said Landlord,
\nwhether by outright assignment or by assignment for security, and also any
\nsuccessor to the interest of said Landlord or of any assignee in the Lease or
\nany part thereof, whether by assignment or otherwise. So long as the Landlord’s
\ninterest in or to demised premises (as that term is used in the Lease) or the
\nrents, issues and profits therefrom, or in, to or under the Lease, are subject
\nto any mortgage or deed of trust or assignment for security, no acquisition by
\nGuarantor of the Landlord’s interest in demised premises or under the Lease
\nshall affect the continuing obligations of Guarantor under this Guaranty, which
\nobligations shall continue in full force and effect for the benefit of the
\nmortgagee, beneficiary, trustee or assignee under such mortgage, deed of trust
\nor assignment, of any purchaser at sale by judicial foreclosure or under private
\npower of sale, and of the successors and assigns of any such mortgagee,
\nbeneficiary, trustee, assignee or purchaser.<\/p>\n
15. The term “Tenant” whenever used herein refers to and means the Tenant
\nin the Lease specifically named and also any assignee or sublessee of said Lease
\nand also any successor to the <\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 Exhibit F – Page 3 of 4 [ALADDIN MANUFACTURING CORP.]
\n<\/c><\/c><\/s><\/table>\ninterests of said Tenant, assignee or sublessee of such Lease or any part
\nthereof, whether by assignment, sublease or otherwise.<\/p>\n
16. In the event of any dispute or litigation regarding the enforcement or
\nvalidity of this Guaranty, Guarantor shall be obligated to pay all charges,
\ncosts and expenses (including, without limitation, reasonable attorneys’ fees)
\nreasonably incurred by Landlord, whether or not any action or proceeding is
\ncommenced regarding such dispute and whether or not such litigation is
\nprosecuted to judgement.<\/p>\n
17. This Guaranty shall be governed by and construed in accordance with
\nthe laws of California and in a case involving diversity of citizenship, shall
\nbe litigated in and subject to the jurisdiction of the courts of California.<\/p>\n
18. Every provision of this Guaranty is intended to be severable. In the
\nevent any term or provision hereof is declared to be illegal or invalid for any
\nreason whatsoever by a court of competent jurisdiction, such illegality or
\ninvalidity shall not affect the balance of the terms and provisions hereof,
\nwhich terms and provisions shall remain binding and enforceable.<\/p>\n
19. This Guaranty may be executed in any number of counterparts each of
\nwhich shall be deemed an original and all of which shall constitute one and the
\nsame Guaranty with the same effect as if all parties had signed the same
\nsignature page. Any signature page of this Guaranty may be detached from any
\ncounterpart of this Guaranty and re-attached to any other counterpart of this
\nGuaranty identical in form hereto but having attached to it one or more
\nadditional signature pages.<\/p>\n
20. No failure or delay on the part of Landlord to exercise any power,
\nright or privilege under this Guaranty shall impair any such power, right or
\nprivilege or be construed to be a waiver of any default or an acquiescence
\ntherein, nor shall any single or partial exercise of such power, right or
\nprivilege preclude other or further exercise thereof or of any other right,
\npower or privilege.<\/p>\n
21. This Guaranty shall constitute the entire agreement between each
\nGuarantor and the Landlord with respect to the subject matter hereof. No
\nprovision of this Guaranty or right of Landlord hereunder may be waived nor may
\nGuarantor be released from any obligation hereunder except by a writing duly
\nexecuted by an authorized officer, director or trustee of Landlord.<\/p>\n
22. The liability of Guarantor and all rights, powers and remedies of
\nLandlord hereunder and under any other agreement now or at any time hereafter in
\nforce between Landlord and Guarantor relating to the Lease shall be cumulative
\nand not alternative and such rights, powers and remedies shall be in addition to
\nall rights, powers and remedies given to Landlord by law.<\/p>\n
IN WITNESS WHEREOF, Guarantor have executed this Guaranty as of the day and
\nyear first above written.<\/p>\n
MOHAWK INDUSTRIES, INC.,
\n a Delaware corporation<\/p>\n
By: \/s\/ Salvatore J. Perillo
\n —————————– <\/p>\n
SALVATORE J. PERILLO
\n Its: ASSISTANT SECRETARY\/
\n GENERAL COUNSEL
\n —————————<\/p>\n
By: ____________________________<\/p>\n
Its: __________________________ <\/p>\n
\n
\nAddendum\\180081.5\\RRA\\2945-013 14720 East Alondra Blvd., La Mirada, CA
\nSeptember 11, 2000 EXHIBIT F – Page 4 of 4 [ALADDIN MANUFACTURING CORP.]
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