THIRD AMENDMENT TO COMMERCIAL LEASE
Exhibit 10.5
THIRD AMENDMENT TO COMMERCIAL LEASE
This Third Amendment to Commercial Lease (the “Amendment”) is made as of June 21, 2010, by and between Canvasback Real Estate & Investments, LLC (“Lessor”) and Luna Innovations, Incorporated (“Lessee”).
WITNESSETH
WHEREAS, Lessor and Lessee entered into that certain Commercial Lease dated as of March 19, 2007 for the premises located at 706 Forrest Street, Suite 1, Charlottesville, Virginia 22903, as amended by an Amendment to Commercial Lease dated March 18,2008, and a Second Amendment to Commercial Lease dated October 7,2009 (altogether, the “Lease”)
WHEREAS, Lessor and Lessee have agreed to amend the Lease as set forth herein below
Now, therefore, in consideration of the payment of rent and for other good and valuable consideration, receipt of which is hereby acknowledged, the parties agree as follows;
| 1. | Paragraph 4 of the Lease is hereby deleted in Its entirety and replaced with the following: |
| “4. | Term |
The Lease shall be for a term of one hundred and twenty seven (127) months beginning on the first day of May 2007 and shall end at 5:00 p.m. on the 31* day of December 2017. Lessee shall have the option to extend the lease for five (5) years at the same terms and conditions, with an annual percentage rate increase of 4%.”
| 2. | Paragraph 5 of the Lease is hereby deleted in its entirety and replaced with the following; |
| “5. | Rent |
| Period | Monthly Rent | Period Cost | ||||
| 05-1-2007 through 12-31-2007 | $ | 15,000.00 | $ | 120,000.00 | ||
| 01-1-08 through 12-31-08 | $ | 15,000.00 | $ | 180,000.00 | ||
| 01-1-09 through 12-31-09 | $ | 16,200.00 | $ | 194,400.00 | ||
| 01-1-10 through 12-31-10 | $ | 16,200.00 | $ | 194,400.00 | ||
| 01-1-11 through 12-31-11 | $ | 16,200.00 | $ | 194,400.00 | ||
| 01-1-12 through 12-31-12 | $ | 16,200.00 | $ | 194,400.00 | ||
| 01-1-13 through 12-31-13 | $ | 23,795,20 | $ | 285,542.30 | ||
| 01-1-14 through 12-31-14 | $ | 24,747.00 | $ | 296,964.00 | ||
| 01 -1-15 through 12-31-15 | $ | 25,736.88 | $ | 308,435.52 | ||
| 01-1-16 through 12-31-16 | $ | 26,766.36 | $ | 321,196.32 | ||
| 01-1-176 through 12-31-17 | $ | 27,837.00 | $ | 334,044.10 | ||
| 3. | Paragraph 14 of the Lease is hereby deleted in its entirety and replaced with the following: |
| “14. | Utilities and Service |
Lessee shall pay $1,300 per month to cover electric, water and sewer service for the premises for the period beginning on May 1, 2007 and ending December 31, 2012. Beginning January 1, 2013, Lessor shall become solely responsible for the payment of electric, water and sewer service for the premises. Lessee shall pay for gas, telephone, data lines, security systems, including removal of any waste materials, which are hazardous in nature, all pallets, excessive packaging material, and janitorial services upon execution of the lease (5-1-2007).”
| 4. | Paragraph 30G of the Lease is hereby deleted in its entirety and replaced with the following: |
“G. Notwithstanding the rent required to be paid hereunder, Lessor acknowledges and agrees that Lessee has the right to terminate this Lease, with no penalty, effective as of December 31, 2012, provided Lessee provides Lessor with written notice of Lessee election to terminate the Lease prior to September 1, 2012. After December 31, 2012, Lessor and Lessee agree that the Lessee may choose an early termination of the Lease with a written notice to the Lessor 120 days prior to the requested termination date; in such event, Lessor and Lessee further agree that Lessee shall pay 50% of the balance due Lessor on the remaining rent due for the full term of the Lease. Lessee agrees that all funds due to Lessor be paid in full prior to vacating the premises, if all funds are not received, as agreed, Lessor shall be entitled to be paid the entire amount of the original lease.”
| 5. | Except as modified herein, the Lease remains unchanged and in full force and effect This Third Amendment may be executed in counterparts, and facsimile signatures shall be deemed originals. |
| CANVASBACK REAL ESTATE & INVESTMENTS, LLC | ||
| By: |  | |
| Its: | ||
| LUNA INNOVATIONS, INCORPORATED | ||
 | ||
| By: | SCOTT A. GRAEFF | |
| Its: | Chief Commercialization Officer | |
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