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Exhibit 10.17
LEASE
THIS INSTRUMENT OF LEASE made and entered into in Summit County,
Ohio, this __
day of August, 2006, by and between Northern Ohio Property
Management, LLC, and
Ohio limited liability company, hereinafter referred to as
"Lessor," and Ecology
Coatings, Incorporated, a California corporation, hereinafter
referred to as
"Lessee."
WITNESSETH:
In consideration of the rents hereinafter reserved, and further
in
consideration of the mutual covenants, conditions, agreements
and stipulations
of Lessor and Lessee hereinafter expressed, the parties hereby
agree as follows:
PREMISES
1. Lessor hereby leases to Lessee and Lessee hereby leases from
Lessor those
certain premises known as 1238 Brittain Road, Summit County,
Akron, Ohio,
hereinafter referred to as "LEASED PREMISES".
TERM
2. The term of this Lease and Lessee's obligation to pay rent
hereunder shall be
for a term of 1 year(s) and shall commence on the 1st day of
September, 2006,
and extend through the 31st day of august, 2007, unless sooner
terminated as
hereinafter provided.
GUARANTEED RENTAL
3. During, and in year(s) 1 through 1, of the lease term, Lessee
agrees to pay
to Lessor guaranteed rent in the amount of One Thousand Eight
Hundred Dollars
($1,800.00) per month, and further during year(s) ___ through
___,
________________________ ($________) per month, and further
during year(s) ___
through ___, ________________________ ($________) per month.
Each rental payment
shall be made in advance on the first day of every calendar
month during the
term of this Lease and continue until the expiration
thereof.
USE OF LEASED PREMISES
4. Leased Premises shall be used and occupied by Lessee for
manufacture/storage/development/testing of production coatings
only, and not for
any other purpose.
UTILITIES
5. Lessee agrees that the utilities and other common service
lines, ducts and
other conduits may pass through its Leased Premises to service
other premises
and building areas, and further that Lessor, or its agents,
shall be permitted
access to the Leased Premises for the purpose of installation
repair, and
maintenance thereof.
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6. Lessee shall pay for the following utilities: electricity,
natural gas or
other hearing fuels used in or at the Leased Premises for such
purpose and for
cleaning, garbage and trash service.
7. Lessor shall provide and pay for the following utilities:
water and sewage
service charges (not to exceed 20% above historical levels).
8. Lessor shall not be liable for any interruption whatsoever in
utility
services.
USE AND CARE OF LEASED PREMISES
9. Lessee shall use and occupy the Leased Premises for the above
stated purpose
in a careful and proper manner and not commit any waster or
nuisance thereon.
Lessee agrees that it will use the Leased Premises in such a
manner as not to
interfere with or infringe upon the rights of the adjacent
tenants.
10. No auction, fire, or bankruptcy sales may be conducted in
the Leased
Premises without the previous written consent of Lessor.
11. Lessee shall not use or occupy the Leased Premises in
violation of any law,
ordinance, regulation or other governmental directives having
jurisdiction
thereof, and shall, upon five (5) days written notice from
Lessor, discontinue
any use of the Leased Premises which is declared by any
governmental authority
having jurisdiction to be in violation of any law, ordinance,
zoning,
regulation, or directive.
INSPECTION
12. Lessee agrees that it will permit the Lessor to enter upon
the Leased
Premises at all reasonable times to examine the condition of the
same.
13. Lessee further agrees that it will permit the Lessor to show
the Leased
Premises to prospective lessees and display customary rental or
for lease signs
during the last ninety (90) days of this Lease.
REPAIRS AND MAINTENANCE
14. Lessor shall be responsible for the maintenance, repair and
replacement, if
necessary, of the roof, exterior walls, foundation, and all
structural systems
on the Leased Premises. Further, all fixtures, appliances and
systems serving
the Premises shall be in a good and working order at the
commencement of this
Lease. As to any other maintenance, repairs or replacements
other than those
mentioned in the preceding sentence which are necessary during
the term of this
Lease, the parties agree that Lessee shall be responsible for
same. Lessor shall
not be required to make any repairs where the same were made
necessary by any
act or omission or negligence of the Lessee, any subtenant(s) of
the Lessee, or
their respective employees, agents, invitees, licensees,
visitors or contractors
15. Lessee shall at all times keep the Leased Premises and all
exterior
entrances, doors, glass, floor surfaces, fixtures, equipment,
wiring, plumbing,
heating, air conditioning and exterior areas
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thereof in good order, condition, and repair, and in a
reasonably satisfactory
condition of cleanliness and free from trash, litter, or
obstructions.
16. Lessee shall keep sidewalks continuous to Premises in a safe
condition
regarding snow and ice at Lessee's own expense.
17. If the Lessor, in the exercise of its sole and reasonable
discretion,
determines that emergency repairs are made necessary by any act
or omission or
negligence of the Lessee, its employees, subtenants, assignees,
contractors,
invitees, licensees, or visitors, Lessor may make such repairs
without liability
to Lessor for any laws or damage that may occur to Lessee's
merchandise,
fixtures, or other property by reason thereof, and upon
completion thereof,
Lessee shall pay Lessor's costs for making such repairs.
INSURANCE
18. Lessee shall obtain and provide at least forty-eight (48)
hours before the
commencement of any lease term, and keep in force at all times
thereafter the
following insurance coverages with respect to the Leased
Premises: General
Liability Insurance, Fire Insurance and insurance on the
contents of the
building and shall name Lessor as an additional insured
thereunder. The amount
of the general liability insurance shall be a minimum of One
Million Dollars
($1,000,000) per occurrence and Two Million dollars ($2,000,000)
in the
aggregate.
MODIFICATIONS AND ALTERATIONS
19. Lessee covenants and agrees not to make or permit to be made
any
alterations, improvements, additions, or attach or affix, or
build to the Leased
Premises or any party thereof or paint or hang wallpaper except
by and with the
prior written consent of Lessor.
20. Lessee further covenants that Lessee will make no contract
which may create
or be the foundation for any lien upon the Leased Premises and
no contractor
shall have any lien rights upon Lessor's interests. If any
mechanic's lien shall
exist against Lessor's or Lessee's interests in Premises, by
reason of Lessee's
action(s), Lessee shall discharge such lien, at Lessee's
expense, by bond or
otherwise within twenty (20) days after filing of such lien.
POSSESSION
21. If Lessor shall be unable to deliver possession of Leased
Premises on the
date the commencement of the term hereby created because of the
holding over of
any tenant, or tenants, or for any other cause beyond Lessor's
reasonable
control, then the rent shall not commence until the date
possession of said
Premises is available to Lessee, and Lessee agrees to accept
such allowance and
abatement of rent as liquidated damages, in full satisfaction
thereof, and to
the exclusion of all claims and rights which Lessee might
otherwise have, and no
failure so to deliver possession on said date shall in any event
extend, or be
deemed to extend, the term of this Lease.
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ASSIGNMENT OR SUBLETTING
22. Lessee shall make no assignment or subletting of the Leased
Premises without
the prior written consent of the Lessor. Consent shall not
release Lessee from
liability hereunder for payment of rental or performance or
observance of any of
the terms and conditions of the Lease.
SECURITY DEPOSIT
23. In addition to all rentals and lease payments hereunder,
Lessee hereby
agrees and stipulates to place on deposit with the Lessor at the
time of the
signing of this Lease, a security deposit in an amount of One
Thousand Eight
Hundred ($1,800.00). This security deposit shall be held by the
Lessor as and
for security for the complete performance of the Lessee of all
provisions
required of the Lessee under this Lease agreement. The security
deposit shall be
returned to the Lessee, without interest, upon the termination
of this Lease
agreement and vacating of the Premises by the Lessee, provided
that the Lessee
shall have performed fully and faithfully all obligations
required of Lessee
during the term of this Lease and shall vacate the Premises
according to the
terms of this Lease, leaving the Premises in as good a condition
as when
received less normal wear and tear.
24. If Lessee defaults with respect to any provision of the
Lease, Lessor may
use, apply or retain all or any part of the security deposit for
payment of any
rent or other sum in default, or the payment of any other amount
which Lessor
may spend or become obligated to spend by reason of Lessee's
default or to
compensate Lessor for any other loss or damage caused by
Lessee's default. If
any portion of said deposit is so used during the term of this
Lease, Lessee
shall, within five (5) days after written demand therefore,
deposit cash with
Lessor in an amount sufficient to restore the security deposit
to its original
amount.
TENANT'S PROPERTY
25. Lessor shall not be liable for any damage by theft or
otherwise to property
of the Lessee or of others located on the Leased Premises.
Lessor shall not be
liable for any injury or damage to persons or property resulting
from fire,
explosion, flooding, falling plaster, steam, gas, electricity,
water, rain,
snow, or leaks from any part of the Premises, or from the pipes,
appliances, or
plumbing works, or from the roof, street or subsurface or from
any other place
by dampness or by any other cause of whatsoever nature, the
parties agreeing
that said damages are generally covered under a policy of
renter's insurance
such as that will be obtained by Lessee herein. Lessor shall not
be liable for
any such damage caused by other tenants or persons in the
Premises.
26. Lessee shall give immediate notice to Lessor in case of fire
or accidents in
the Premises or of any defects in the building of which the
Leased Premises are
a part, or of an
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