EXHIBIT 10.4.1
FIRST AMENDMENT TO COMMERCIAL LEASE AGREEMENT
THIS FIRST AMENDMENT TO COMMERCIAL LEASE AGREEMENT ("Amendment") dated as
of December 1, 2014, is entered into by and between BCP - NOME I, LLC, a
Colorado limited liability company ("Landlord"), and STRAINWISE, LLC, a Colorado
limited liability company ("Tenant").
Recitals:
A. Landlord and Tenant entered into that certain Commercial Lease Agreement
effective April 22, 2014 ("Lease") which pertains to those certain Premises
currently consisting of approximately 38,194 square feet of space in the
building located at 0000 Xxxx Xxxxxx, Xxxxxx, Xxxxxxxx (the "Building").
Initially capitalized terms not otherwise defined herein shall have the same
meaning as in the Lease.
B. Landlord and Tenant desire to amend the Lease in the manner set forth herein.
stocktickerNOW, THEREFORE, for good and valuable consideration, Landlord
and Tenant hereby agree as follows:
1. Term. Section 1 (Term) of the Lease is amended so that the Initial
Term expires on April 30, 2024.
2. Rental. Section 2 (Rental) of the Lease is amended and, commencing
December 1, 2014, the Base Monthly Rent is amended as follows:
December 1, 2014 to April 30, 2015 $88,615.78 per month
May 1, 2015 to April 30, 2016 $90,207.19 per month
May 1, 2016 to April 30, 2017 $91,798.61 per month
May 1, 2017 to April 30, 2018 $93,390.03 per month
May 1, 2018 to April 30, 2019 $94,981.44 per month
May 1, 2019 to April 30, 2020 $73,577.98 per month
May 1, 2020 to April 30, 2021 $75,169.40 per month
May 1, 2021 to April 30, 2022 $76,760.81 per month
May 1, 2022 to April 30, 2023 $78,352.23 per month
May 1, 2023 to April 30, 2024 $79,943.68 per month
3. Option to Extend. Paragraph E of Exhibit D (Option to Extend) is
amended so that the Minimum Rent that Tenant shall pay to Landlord
during the Option Term is as follows:
May 1, 2024 to April 30, 2025 $81,535.06 per month
May 1, 2021 to April 30, 2026 $83,126.48 per month
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4. Advance. Landlord has advanced $800,000.00 ("Advance") to Tenant
concurrently with execution of this Amendment to pay for the
installation of fixtures within the Leased Premises ("Work"), and
Landlord and Tenant have increased the Minimum Rent in exchange for
Landlord delivering such funds to Tenant. In no event shall Tenant use
any portion of such funds to pay for trade fixtures, equipment,
personal property, machinery or other temporary installations in and
upon the Leased Premises without Landlord's prior written consent
which consent may be withheld at Landlord's sole discretion. Prior to
commencement of the Work, Tenant shall provide Landlord with evidence
satisfactory to Landlord that Tenant has made financial arrangements
to fulfill its obligations to pay for the Work. Landlord's payment of
the Advance shall be subject to all of the following items (a) - (d)
being completed to Landlord's satisfaction and the Advance shall be
advanced by Landlord not later than the 30th day after the
last-to-be-completed item has occurred to Landlord's satisfaction:
a. Tenant submits to Landlord an affidavit that all payrolls, bills
for materials and any equipment and other indebtedness connected
with the Work for which Landlord or its property might in any way
be responsible, have been paid or otherwise satisfied;
b. Tenant submits to Landlord any other data, to the extent and in
such form as may be designated by Landlord, which establishes the
final cost of the Work and the payment or satisfaction of all
Tenant's construction obligations, such as receipts, releases and
waivers of liens arising out of the Work; and
c. Tenant has executed such other close-out documents as may be
requested by Landlord with respect to the Work, including, but
not limited to, final lien waivers.
d. Any cost of the Work in excess of the Advance shall be paid by
Tenant as and when due.
5. Tenant Improvements and Allowance. Exhibit B (Tenant Improvements and
Allowance), including but not limited to Landlord's obligations
therein, is hereby deleted in its entirety and no longer of force and
effect. The Allowance (in an amount not to exceed $750,000.00)
described in Exhibit B and repayment thereof has been incorporated
into the Base Monthly Rent set forth in Paragraph 2 above.
6. Brokers. Tenant has not engaged any broker in connection with the
negotiation and/or execution of this Amendment. Tenant will indemnify
Landlord against any claim or expense (including, without limitation,
attorneys' fees) paid or incurred by Landlord as a result of any claim
for commissions or fees by any broker, finder, or agent, whether or
not meritorious, employed by it or claiming by, through or under
Tenant.
7. Ratification. If there is any conflict between the terms of this
Amendment and the terms of the Lease, the terms of this Amendment
govern. The Lease, as hereby amended, is in full force and effect, is
hereby ratified and affirmed by the parties, and is binding upon the
parties in accordance with its terms.
8. Time. Time is of the essence herein.
9. Counterparts. This Amendment may be executed in any number of
counterparts, each of which shall constitute an original but all of
which together with constitute one instrument. This Amendment shall
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not be effective unless and until the same has been executed and
delivered by all parties hereto whether in one or more counterparts.
Signatures transmitted by facsimile or other static electronic form
shall be binding as originals on the parties hereto.
[SIGNATURE PAGE FOLLOWS]
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IN WITNESS WHEREOF, the parties have executed this Amendment as of the day
and year first above written and it shall be effective upon delivery of a fully
executed copy to Tenant.
STRAINWISE, LLLC BCP - NOME I, LLC,
a Colorado limited liability company a Colorado limited liability company
By: /s/ Xxxxx Xxxxxxxx By: Xxxx Capital Partners, LLC,
------------------------------ a Colorado limited liability
Name: Xxxxx Xxxxxxxx company, its Manager
Title: Manager By: /s/ Xxxx X.Xxxx
------------------------ ----------------------------
"Tenant" Xxxx X. Xxxx, Manager
"Landlord"
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