Item 5. Other Information
Item 5. Other
Information
Assignment of Woodward Lease
On May 14, 2023, ZP Woodward entered into an Assignment
and Assumption of Lease (“Assignment”) whereby the Woodward Lease was assigned from Rapid Fish 2 LLC (“Old Tenant”)
to Rapid Fish LLC (“New Tenant”). Old Tenant and New Tenant share common ownership. The assignment of the Woodward Lease is
conditioned upon issuance by the City of Pleasant Ridge, Michigan of a final cannabis business license to New Tenant and ZP Woodward’s
receipt of a fully executed Reaffirmation of Guaranty from the guarantors of the Woodward Lease. The Assignment contains other terms as
are customary for a document of this type.
The foregoing description of the Assignment is
not a complete description of all of the parties’ rights and obligations under the Assignment, and is qualified in its entirety
by reference to the Assignment, a copy of which is filed as Exhibit 10.4 to this Form 10-Q and incorporated herein by reference.
Item 6. Exhibits
Exhibit No.
Description
10.1
Assignment and Assumption Agreement dated as of December 2, 2022, by and between FL MI RE 22, LLC and ZP RE MI Woodward, LLC (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed with the SEC by the Company on March 2, 2023).
10.2
Land Contract, dated as of November 30, 2022, by and between The Thomas A. Pearlman Revocable Trust U/A/D 6/13/2005 and FL MI RE 22, LLC (incorporated by reference to Exhibit 10.2 to Current Report on Form 8-K filed with the SEC by the Company on March 2, 2023).
10.3
Land Contract, dated as of February 24, 2023, by and between Gangnier Investments LLC and ZP RE MI Woodward, LLC (incorporated by reference to Exhibit 10.3 to Current Report on Form 8-K filed with the SEC by the Company on March 2, 2023).
10.4*
Assignment and Assumption of Lease, dated as of May 14, 2023, by and among Rapid Fish 2 LLC, Rapid Fish LLC, and ZP RE MI Woodward, LLC.
31.1*
Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer
31.2*
Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer
32.1**
Section 1350 Certification of Chief Executive Officer and Chief Financial Officer
101.INS*
Inline XBRL Instance Document.
101.SCH*
Inline XBRL Taxonomy Extension Schema Document.
101.CAL*
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*
Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*
Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE*
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104*
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
*
Filed herewith.
**
Furnished herewith.
47
SIGNATURES
Pursuant
to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf
by the undersigned thereunto duly authorized.
Zoned Properties, Inc.
(Registrant)
Date: May 15, 2023
/s/ Bryan
McLaren
Chief Executive Officer and
Chief Financial Officer
(principal executive officer, principal financial officer
and principal accounting officer)
48
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.