Blueprint
FIRST AMENDMENT TO LEASE
THIS FIRST AMENDMENT TO
LEASE (this “Amendment”)
is made and entered into as of this 10th day of October, 2017 (the
“Effective
Date”) by and between GREEN COURT LLC, a Michigan limited liability
company (“Landlord”)
and ENDRA INC. (now known as ENDRA LIFE SCIENCES INC.) a
Delaware corporation (“Tenant”).
Capitalized terms used in this Amendment without definition shall
have the meanings ascribed to such terms in the Lease (as
hereinafter defined).
RECITALS
Landlord and Tenant
entered into that certain Lease dated November 10, 2014 (the
“Lease”)
for approximately 3,265 usable square feet of space as described in
the Lease (the “Existing
Premises”) in the building located at 3600 Green
Court, Ann Arbor, Michigan (the “Building”).
The Lease as amended by this Amendment shall be referred to herein
as the “Lease”.
B.
Tenant desires to lease additional space in the
Building, containing approximately 685 square feet, commonly known
as Suite 490, and depicted on Exhibit
“B” (the
“Expansion
Space”), for the
remainder of the Term of the Lease.
NOW,
THEREFORE, in consideration of the mutual covenants, conditions and
agreements herein contained, Landlord and Tenant hereby agree that
the Lease is hereby amended as follows:
1.
On or about
December 1, 2017, Landlord shall deliver possession of the
Expansion Space to Tenant (the “Expansion
Date”), and Tenant shall lease from Landlord the
Expansion Space on the terms and conditions as set forth in the
Lease, except as otherwise modified herein.
2.
Effective on the
Expansion Date, the “Demised
Premises” shall consist of 3,950 usable square
feet.
3.
Prior
to the Expansion Date, Landlord shall paint and carpet the
Expansion Space using building standard materials consistent with
the Existing Premises and shall cut an opening in the wall to
connect the Expansion Space to the Existing Premises in a location
to be approved by Landlord and Tenant. Except as provided above,
Tenant will accept the Expansion Space in its “As-Is”
condition.
4.
In
accordance with Section 3.1 of the Lease, provided that Tenant is
not in default beyond applicable cure periods Tenant shall have one
(1) option to extend the Term for additional five (5) year period
(the “Option Term”) beyond the Term. Tenant may
exercise such options to extend by giving landlord written notice
by U.S. certified mail, return receipt requested (the “Option
notice”) on or before the date six (6) months prior to the
expiration date of the Term or the immediately preceding Option
Term. Upon the timely giving of the Option Notice, the Term shall
be extended upon all of the terms and conditions of the Lease,
except that during the Option Term, Basic Rental shall be in the
amounts set forth in Section 5 of the Amendment below (the
“Expansion Rent”).
5.
Effective on the
Expansion Date, the Basic Rental shall be as follows:
Date
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12/1/17 – 12/31/17
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$23.11
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N/A
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$7,607.04
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1/1/18 - 12/31/18
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$23.69
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$93,575.50
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$7,797.96
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1/1/19 - 12/31/19
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$24.28
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$95,906.00
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$7,992.17
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Option Term
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1/1/20 - 12/31/20
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$25.01
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$98,789.50
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$8,232.46
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1/1/21 - 12/31/21
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$25.76
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$101,752.00
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$8,479.33
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1/1/22 - 12/31/22
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$26.53
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$104,793.50
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$8,732.79
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1/1/23 - 12/31/23
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$27.33
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$107,953.50
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$8,996.13
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1/1/24 - 12/31/24
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$28.15
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$111,192.50
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$9,266.04
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6.
Tenant shall be
responsible for and pay for, in addition to Monthly Basic Rental,
all electricity usage in the Demised Premises.
7.
Notwithstanding
anything contained in the Lease to the contrary, Tenant
acknowledges and agrees that Tenant’s right to terminate the
Lease as set forth in Section 3.1 of the Lease is hereby waived and
deleted and is no further force or effect and Tenant shall have no
right to terminate the Lease prior to the expiration of the
Term.
8.
This Amendment,
together with the Lease, sets forth the entire agreement between
the parties with respect to the matters set forth herein. Except as
hereinabove specifically provided to the contrary, all of the
remaining terms, covenants, and agreements contained in the Lease
shall remain in full force and effect and shall be applicable to
the Demised Premises as described in the Lease (as modified
hereby), and the Lease as herein amended is hereby acknowledged,
ratified, and confirmed by the parties hereto. In the event of any
inconsistency between this Amendment and the Lease, the provisions
of this Amendment shall govern and control.
9.
Landlord and Tenant
hereby represent to each other that neither party has dealt with
any broker in connection with this Amendment or the expansion of
the Demised Premises as described in this Amendment.
10.
Each signatory of
this Amendment represents hereby that he or she has the authority
to execute and deliver the same on behalf of the party hereto for
which such signatory is acting.
11.
This Amendment
shall bind, and inure to the benefit of, the parties hereto and
their respective successors and assigns.
12.
This Amendment
shall be construed and enforced in accordance with the laws of the
State of Michigan. The invalidity or enforceability of any
provision of this Amendment shall not affect or impair any other
provision.
13.
This Amendment may
be executed in multiple counterparts, each of which shall
constitute an original, and all of which when taken together shall
constitute one original. Delivery via facsimile or PDF transmission
of a counterpart of this Amendment as executed by the parties
making such delivery shall constitute good and valid execution and
delivery of this Amendment for all purposes.
[Remainder
of Page Intentionally Left Blank]
IN WITNESS WHEREOF, the parties have
executed this Amendment on the Effective Date.
LANDLORD:
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TENANT:
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GREEN COURT
LLC, a Michigan limited
liability company
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ENDRA INC., a Delaware
corporation
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By
/s/ James D.
Hooberman
Printed:
James D.
Hooberman
Its:
Manager
Date:10/11/17
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By:
/s/ Francois
Michelon.
Printed:
Francois
Michelon
Its:
CEO
Date:
October 10,
2017
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