Blueprint
Exhibit 10.3
SECOND AMENDMENT TO LEASE AGREEMENT
THIS
SECOND AMENDMENT TO LEASE AGREEMENT (“Second
Amendment”) is made and entered into as of this 4th day of April, 2019
by and between BETA INVESTORS
GROUP, L.L.C., an Illinois limited liability company
(“Landlord”), as successor in interest to 373
Inverness, LLC, an Arizona limited liability company (“373
Inverness”) and AYTU
BIOSCIENCE, INC, a Delaware corporation
(“Tenant”).
RECITALS
WHEREAS, 373
Inverness, LLC, an Arizona limited liability company, and Tenant
entered into that certain Office Lease on August 15, 2015,
(“Lease”) for the premises located at 373 Inverness
Parkway, Suite 206, Englewood, Colorado 80112, consisting of 6,579
rentable square feet (the “Premises”), and
WHEREAS, the
parties desire to extend the Term of the Lease for the Premises and
otherwise amend the Lease, all on the following terms and
conditions.
AGREEMENT
NOW, THEREFORE, in consideration of the
foregoing and for other good and valuable consideration, the
receipt and adequacy of which are acknowledged, Landlord and Tenant
agree as follows:
1.
Recitals. The recitals set
forth above are incorporated herein by reference.
2.
Lease Term. The Lease Term for
the Premises is hereby extended for a period of thirty-six (36)
months commencing on October 1, 2020 and expiring on September 30,
2023 (the “Second Extended Term”).
3.
Base Rent. The Base Rent for
the Second Extended Term shall be as follows:
Period
|
|
|
|
10/1/20-09/30/21
|
$17.50
|
$9,594.38
|
$115,132.50
|
10/1/21-09/30/22
|
$18.00
|
$9,868.50
|
$118,422.00
|
10/1/22-09/30/23
|
$18.50
|
$10,142.63
|
$121,711.50
|
4.
Right of First Refusal
(“RFR”). Before entering into a new lease on all
or any portion of the Building, and (1) as long as Tenant is not
then in default under the Lease, and (2) the existing tenant in
such available space elects not to renew its lease, Landlord will
notify Tenant of the fair market base rent, rental increases and
other applicable business terms (“Rental Terms”) upon
which it would be willing to lease such available space to Tenant.
Notwithstanding the sentence above, with respect to suite 110,
Landlord has a prior obligation to offer the RFR to the tenant in
suite 100. If the tenant in suite 100 declines to exercise its RFR
then Tenant would have the right to exercise its RFR on Suite
110.
If
within 5 business days after receipt of Landlord’s notice,
Tenant agrees in writing to lease “Additional Space” at
the Rental Terms, Landlord and Tenant will have a period of 30 days
to negotiate a lease for Additional Space after Landlord’s
receipt of Tenant’s notice of intent to lease on all the same
terms of this Lease, except for the Rental Terms and tenant
improvements, and other matters dependent upon the size of the
Premises, such as Tenant’s Proportionate Share. If Tenant
does not deliver its notice of intent to lease Additional Space
offered in Landlord’s notice within such 5 business day
period, or if Landlord and Tenant do not enter into a fully
executed lease for Additional Space within such 30 day period, then
this RFR will lapse and be of no further force and effect and
Landlord will have the right to lease Additional Space to a third
party on terms in Landlord’s sole discretion whether or not
such terms and conditions are more or less favorable than those
offered to Tenant. This RFR is personal to Tenant and is not
assignable.
5.
Brokers. Landlord
and Tenant represent to each other that they have not dealt with
any brokers in connection with this Second Amendment. Each party
agrees to indemnify the other against any liability arising from a
breach of the representations contained in this
paragraph.
6.
Miscellaneous.
A. This
Second Amendment sets forth the entire agreement between the
parties with respect to the matters set forth herein. There have
been no additional oral or written representations or
agreements.
B.
Except as herein modified or amended, the provisions, conditions
and terms of the Lease shall remain unchanged and in full force and
effect.
C. In
the case of any inconsistency between the provisions of the Lease
and this Second Amendment, the provisions of this Second Amendment
shall govern and control.
D. The
capitalized terms used in the Second Amendment shall have the same
definitions as set forth in the Lease to the extent that such
capitalized terms are defined therein and not redefined in this
Second Amendment.
E. The
foregoing Second Amendment may be executed in counterparts, each of
which when taken together, shall constitute on and the same
document.
F. The
parties executing this Second Amendment hereby represent and
warrant that they have the authority to execute and bind the entity
for which they are executing this Second Amendment in all
respects.
IN
WITNESS WHEREOF, Landlord and Tenant have executed this Second
Amendment as of the date first written above.
LANDLORD:
BETA INVESTORS GROUP L.L.C.,
an Illinois limited liability
company
By:
Beta Mgr. Inc., an Illinois corporation Its: Manager
By:____________________________________
Name:
Lisa K. Miner
Title:
Executive Vice President
Date:
__________________________________
TENANT:
AYTU
BIOSCIENCE, INC, a Delaware corporation
By:
___________________________________
Name:
Title:
Date:
__________________________________