EX-10.15





 Exhibit 10.15 

LEASE EXTENSION AND AMENDING AGREEMENT 

PSS INVESTMENTS I INC., 

TN’ INVESTMENTS I INC., and 

THE CANADA LIFE ASSURANCE COMPANY 

as Landlord 
 - and – 

KINDUCT TECHNOLOGIES INC. 

as Tenant 
 \ 

 

			
	BUILDING:	  	Tower 11 - 1969 Upper Water Street
		  	Halifax, Nova Scotia
		
	PREMISES:	  	Suite 1201, 12th Floor
		
	 DATE:
	  	 April 28, 2022















 Initial Landlord 

Initial Tenant 
  


	
	THIS LEASE EXTENSION AND AMENDING AGREEMENT dated April 28, 2022. BETWEEN:
	
	 PSS INVESTMENTS I INC., TPP INVESTMENTS I INC. and THE CANADA LIFE ASSURANCE COMPANY, (hereinafter
collectively called the “Landlord”),

	
	 - and -

	
	 KINDUCT TECHNOLOGIES INC., (the “Tenant”)

	
	WHEREAS:

 A.    By a lease dated March 21, 2017 (the “Lease”), PSS Investments I Inc., TPP
Investments I Inc., The Great-West Life Assurance Company and London Life Insurance Company, as landlord, leased to the Tenant for a term of 5 years commencing on August 1, 2017 and ending on July 31, 2022, certain premises (the
“Premises”) containing an area of approximately 9,238 square feet indicated on the plan attached to the Lease as Schedule “B”, located in Purdy’s Wharf, Tower 11 (the “Building”), in the City of Halifax, Province
of Nova Scotia; 
 B.    Effective January 1, 2020, the entities previously known separately and together as The Great-West Life
Assurance Company and London Life Insurance Company amalgamated as The Canada Life Assurance Company; 
 C.    The Landlord is the
successor to the landlord named in the Lease; 
 D.    By a Consent to Change of Control dated September 14, 2020, Landlord provided
its consent to the Change of Control of the Tenant upon the terms and conditions contained therein; 
 E.    Effective
September 27, 2021, the Parent of the Tenant, as further described in the Consent to Change of Control dated September 14, 2020, changed its name to Movella Canada Company and is the successor to mCube, Inc. 

F.    The Landlord and Tenant have agreed to amend the Lease in order to extend the term for a further period of one (1) year from
August 1, 2022, upon the terms and conditions contained in this Agreement. 
 NOW THEREFORE THIS AGREEMENT WITNESSETH that the parties hereto, in
consideration of the premises and mutual agreements hereinafter contained, hereby agree as follows: 
 1.    The provisions contained in
this Agreement shall be deemed to be additions to the provisions of the Lease, to the extent necessary to give full and complete effect to the provisions herein contained, and this Agreement shall be supplementary to the Lease and shall be read and
construed therewith as if the Lease and this Agreement constituted but one document 













 Initial Landlord 

Initial Tenant 
  

 2.    The Lease is amended by deleting the whole of Article 4.1 thereof and substituting
therefor the following: 
 “4.1    General Provisions 

The term of this Lease shall commence on August 1, 2022, (the “Extended Term Commencement Date”) and, unless the said term shall
sooner be terminated under the provisions hereof, shall expire at 11:59 p.m. on July 31, 2023, (the “Extended Term”).” 

3.    The Lease is amended by deleting the whole of Article 5.1 thereof and substituting therefor the following: 

“5.1    Rent 

Tenant covenants and agrees to pay to Landlord yearly throughout the Extended Term of this Lease a Basic Rent computed at the rate of $15.00
per square foot of rentable area of the Premises per annum (rentable area being calculated as more particularly set out in Schedule “C” attached to the Lease), said Basic Rent being payable in equal monthly instalments in advance without set-off, compensation or reduction whatsoever on the first day of each month during the Extended Term.” 

4.    The Lease is amended by deleting the whole of Article 20.3 (By Tenant to Landlord) thereof and substituting therefor the following:

 “20.3    By Tenant to Landlord 

Any notice, demand or request required or contemplated by any provision of this Lease to be given by Tenant to Landlord shall be duly given
when personally delivered or mailed by prepaid registered mail to Landlord at c/o GWL Realty Advisors Inc., (                ), Attention: Property Manager; with a
second copy to do GWL Realty Advisors Inc., (                ), Attention: Asset Management. Service of any such notice, demand or request shall, except in the case of
interruption of postal service, be deemed complete on the fifth business day after mailing or the date of actual delivery.” 

5.    The Lease is amended by deleting the whole of Articles 31.2 (Fixturing Period) in its entirety therefrom. 

6.    The Lease is amended by deleting the whole of Articles 31.3 and 31.4 thereof and substituting therefor the following: 

“31.3    Leasehold Improvement Work 

Provided this Agreement has been fully executed between the parties by no later than May 31, 2022, Landlord shall coordinate with the
Tenant to perform the following Leasehold Improvement Work at its cost in the Premises, on a “once only” basis to be completed on or before July 31. 2022: 
  

	 	•	 	 Upgrade the existing lighting fixtures throughout the Premises based on a new LED building standard as determined
by the Landlord. This will involve retrofitting the existing fixtures and adding LED bulbs; 















 Initial Landlord 

Initial Tenant 
  


	 	•	 	 Removal of wall separating the open areas as indicated on the plan attached hereto as Schedule “F”; and



  

	 	•	 	 Paint the entire Premises to a maximum of two (2) colors. Landlord will provide Tenant with a selection of
paint colors. 


 31.4    Extension of Term 

If Tenant is Kinduct Technologies Inc., and is itself in occupation of the whole of the Premises throughout the Extended Term in accordance
with the Lease and if Tenant is not in default and has not been in default during the Extended Term, and Tenant has delivered a written Notice to Landlord not more than twelve (12) months and not less than nine (9) months before the
expiration of the Term that Tenant wishes to extend the Extended Term, then Landlord shall extend the Extended Term of the Lease for the entire Premises at the expiration of the Extended Term for a period of five (5) years (the “Second
Extended Term”). The Basic Rent rate for the Second Extended Term shall be the Fair Market Rent (as defined in the following sentence). “Fair Market Rent” shall be the prevailing net rental rate for a renewal being quoted at the
applicable time, for premises for tenants with comparable financial covenants in comparable buildings in the financial core in Downtown Halifax, which premises are comparable with respect to size, location, term and leasehold improvements. All other
terms and conditions of the Lease will apply to the Extended Term, except that there will be no leasehold improvement work and no further right to extend the Term. If the parties are unable to agree on the Basic Rent to be paid during the Second
Extended Term within 60 days of the date of the Tenant’s Notice, then this right to Extend the Term and the Second Extended Term shall be null and void and neither party shall have any rights or obligations towards the other arising therefrom.
If the parties are able to agree upon a Basic Rent rate within such 60 day period, then Tenant shall sign a Lease Extension and Amending Agreement prepared by Landlord to reflect the terms of the Second Extended Term, subject to reasonable
modifications as may be agreed upon between the parties. It is understood and agreed that Tenant, in exercising this right, shall be deemed to be exercising a right to extend the Term for all space which Tenant is occupying in the Building. 

The Extension of Term granted to the Tenant shall be deemed to be a personal right of the Tenant and shall not be assignable or transferable by
the Tenant nor shall it pass to or devolve upon any assignee or transferee of this Lease or of the rights granted thereby or subtenant of the whole or a portion of the Premises.” 

7.    The Lease is amended deleting the whole of Article 31.8 thereof and substituting therefor the following: 

“31.8    Brokerage Commission  

The Tenant declares and guarantees that no broker or agent has negotiated or participated in the negotiations, conclusion or execution of this
Lease Extension and Amending Agreement (including any offer or agreement that could have preceded this Agreement). 













 Initial Landlord 

Initial Tenant 
  

 If a claim for brokerage commission should be made or become payable to any broker or agent
who claims to have been retained by the Tenant, the Tenant will be solely responsible for the payment of such amounts.” 

8.    The Lease is amended by adding the Schedule “F” attached hereto. 

9.    This Lease Extension and Amending Agreement shall be effective on and from August I, 2022 (the “Effective Date”). 

10.    The parties confirm that the Lease is in full force and effect, as modified by this Agreement. All terms, defined terms and
expressions when used in this Agreement have the same meaning as they have in the Lease, unless a contrary intention is expressed in this Agreement. 

11.    The Tenant acknowledges and agrees that it is in possession of the Premises, that there arc no uncured defaults by the Landlord and
that the Landlord has performed all of its obligations as set out in the Lease. Except as in this Agreement otherwise provided, the Lease is in all respects ratified and confirmed and all terms, provisions and covenants thereof shall remain in full
force and effect. 
 12.    GWL Realty Advisors Inc., (“GWLRA”) has executed this Agreement as the agent for the Landlord.
Lisa Miller as Broker for GWLRA has negotiated this Agreement for the Landlord as their agent. The covenants and agreements hereunder are the obligations of the Landlord and the Tenant only and are not obligations personal to or enforceable against
GWLRA. 
 (Signature Page Follows) 













 Initial Landlord 

Initial Tenant 
  

 IN WITNESS WHEREOF the parties hereto have properly executed these presents as of the day and year first
above written. 
  

			
	TPP INVESTMENTS I INC., PSS INVESTMENTS I INC. and THE CANADA LIFE ASSURANCE COMPANY, by their agent GWL Realty Advisors Inc.
		
	Per:	 	 /s/ Philip Bernard

		 	Philip Bernard, VP Leasing. Eastern Canada
		
	Per:	 	 /s/ Nathalie Rousseau

		 	Nathalie Rousseau, SVP, Asset Management., Eastern Canada
	
	Having authority to bind the corporation
	
	KINDUCT TECHNOLOGIES INC.
		
	Per:	 	 /s/ Travis Mcdonough

	Name:	 	Travis Mcdonough
	Title:	 	President Movella Canada
		
	Per:	 	 /s/ Scott Duffett

	Name:	 	Scott Duffett
	Title:	 	Regional Sales Director
	
	We have the authority to bind the corporation