THIRD AMENDMENT TO LEASE
This Third Amendment to Lease (the "Agreement") is entered into as of January 9, 2023 ("Effective Date"), by and between WESTPORT OFFICE PARK, LLC, a Delaware limited liability company (formerly a California limited liability company) ("Landlord"), and ADICET THERAPEUTICS, INC., a Delaware corporation ("Tenant"), with respect to the following facts and circumstances:
IT IS, THEREFORE, agreed as follows:
“2.4 Additional Allowance. If the costs to design, permit, install and construct the Tenant Improvements exceed the initial Tenant Improvement Allowance amount stated in
Section 2.1 above, Tenant shall have the option, exercisable upon written notice to Landlord on or prior to January 1, 2023, to receive an additional Tenant improvement allowance to pay for such excess costs (the "Additional Allowance") in the amount of up to, but no more than, $60.00 per rentable square foot of the Premises. If Tenant exercises the option for the Additional Allowance, then the term "Tenant Improvement Allowance" as used in this Tenant Work Letter shall mean and refer to the initial Tenant Improvement Allowance amount stated in Section 2.1 above plus the Additional Allowance. For the avoidance of doubt, Tenant’s execution and delivery of this Agreement after January 1, 2023 shall be deemed a timely and valid exercise of its option for the Additional Allowance. As consideration for Landlord providing such Additional Allowance to Tenant, the amount of the Additional Allowance provided by Landlord shall be repaid by Tenant to Landlord amortized based upon equal monthly payments of principal amortization and interest on a monthly basis over the remainder of the initial Term from and after January 1, 2023 at an interest rate of eight percent (8%) per annum, and each such monthly payment of principal amortization and interest (collectively, the "Amortization Rent") shall be paid by Tenant to Landlord commencing on January 1, 2023. In the event the Lease shall terminate for any reason, including, without limitation, as a result of a default by Tenant under the terms of the Lease beyond any applicable notice and cure period, Tenant acknowledges and agrees that the unamortized balance of the Additional Allowance which has not been paid by Tenant to Landlord as of the termination date of the Lease pursuant to the foregoing provisions of this Section shall become immediately due and payable as unpaid rent which has been earned as of such termination date. In no event shall the amortization Rent be abated for any reason whatsoever.”
Period (In Months) | Monthly Base Rent | Monthly Amortization Rent | Total Monthly Base Rent and Amortization Rent |
09/01/2019 - 02/29/2020 | N/A | $0.00 | $0.00 |
03/01/2020 - 08/31/2020 | $211,281.00 | $0.00 | $211,281.00 |
09/01/2020 - 08/31/2021 | $217,619.43 | $0.00 | $217,619.43 |
09/01/2021 - 08/31/2022 | $224,148.01 | $0.00 | $224,148.01 |
09/01/2022 - 12/31/2022 | $230,872.45 | $0.00 | $230,872.45 |
01/01/2023 - 08/31/2023 | $230,872.45 | $46,227.39 | $277,099.84 |
09/01/2023 - 08/31/2024 | $237,798.63 | $46,227.39 | $284,026.02 |
09/01/2024 - 08/31/2025 | $244,932.59 | $46,227.39 | $291,159.98 |
09/01/2025 - 08/31/2026 | $252,280.56 | $46,227.39 | $298,507.95 |
09/01/2026 - 08/31/2027 | $259,848.98 | $46,227.39 | $306,076.37 |
09/01/2027 - 08/31/2028 | $267,644.45 | $46,227.39 | $313,871.84 |
09/01/2028 - 08/31/2029 | $275,673.78 | $46,227.39 | $321,901.17 |
09/01/2029 - 02/28/2030 | $283,944.00 | $46,227.39 | $330,171.39 |
the U.S. Foreign Corrupt Practices Act and the anti-bribery laws of other nations generally. Accordingly, (i) Tenant has not, and shall not, in connection with its performance under the Lease, or in connection with any other business transactions involving Landlord or the Premises, made, promised, or offered to make any payment or transfer of anything of value, directly or indirectly to any US or non-US government official or to an intermediary for payment to any such government official; and, (ii) Tenant has not, and shall not, in connection with its performance under the Lease, or in connection with any other business transactions involving Landlord or the Premises, made, promised, or offered to make any payments or transfers of value that have the purpose or effect of public or commercial bribery, or acceptance of or acquiescence in extortion, kickbacks, or other unlawful or improper means of obtaining business.
official or to an intermediary for payment to any such government official; and, (ii) Landlord has not, and shall not, in connection with its performance under the Lease, or in connection with any other business transactions involving Tenant and the Premises, made, promised, or offered to make any payments or transfers of value that have the purpose or effect of public or commercial bribery, or acceptance of or acquiescence in extortion, kickbacks, or other unlawful or improper means of obtaining business.
inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the premises." Tenant acknowledges that Landlord has made no representation regarding compliance of the Premises or the Project with accessibility standards. Any CASp inspection shall be conducted in compliance with reasonable rules in effect at the Buildings with regard to such inspections and shall be subject to Landlord's prior written consent.
[Remainder of Page Intentionally Left Blank]
IN WITNESS WHEREOF, this Agreement was executed as of the date first above written.
LANDLORD:
WESTPORT OFFICE PARK, LLC, a Delaware
limited liability company
By: /s/ Jessica Brock
Jessica Brock Authorized Signatory
[Printed Name and Title]
Tenant:
ADICET THERAPEUTICS, INC., a Delaware
corporation
By: /s/ Chen Schor
Its: President and CEO
By: __________________
Its: __________________
If Tenant is a corporation, this instrument must be executed by the chairman of the board, the president or any vice president and the secretary, any assistant secretary, the chief financial officer or any assistant financial officer or any assistant treasurer of such corporation, unless the bylaws or a resolution of the board of directors shall otherwise provide, in which case the bylaws or a certified copy of the resolution, as the case may be, must be attached to this instrument.