Exhibit 10.2
SECOND AMENDMENT TO LEASE
THIS SECOND AMENDMENT TO LEASE (this “Second Amendment”) is made as of June 17, 2022, by and between ARE-MA REGION NO. 87 TENANT, LLC, a Delaware limited liability company (“Landlord”), and VERVE THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
RECITALS
NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by this reference, the mutual promises and conditions contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows:
“Initial Premises Target Commencement Date: August 18, 2022
Second Floor Premises Target Commencement Date: October 1, 2022”
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“2. Delivery; Acceptance of Premises; Commencement Date.
The “Commencement Date” shall be the earlier of: (i) the date Landlord Delivers the Initial Premises to Tenant; or (ii) the date Landlord could have Delivered the Initial Premises but for Tenant Delays. The “Rent Commencement Date” with respect to the Initial Premises shall be the date that is 90 days after the Commencement Date. The period commencing on the Commencement Date through the day immediately preceding the Rent Commencement Date may be referred to herein as the “Initial Premises Abatement Period.” Prior to the Second Floor Premises Commencement Date (as defined in Section 2(b) below), references in this Lease to the “Premises” shall mean the Initial Premises only.
Except as set forth in the Work Letter or as otherwise expressly set forth in this Lease: (x) Tenant shall accept the Initial Premises in their condition as of the
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Commencement Date; (y) Landlord shall have no obligation for any defects in the Initial Premises; and (z) Tenant’s taking possession of the Initial Premises shall be conclusive evidence that Tenant accepts the Initial Premises and that the Initial Premises were in good condition at the time possession was taken. Any occupancy of the Initial Premises by Tenant before the Commencement Date shall be subject to all of the terms and conditions of this Lease, excluding, so long Tenant does not commence operating its business in all or a portion of the Initial Premises, the obligation to pay Base Rent and Operating Expenses. Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties issued to Landlord as set forth in the Work Letter in connection with the Tenant Improvements.
The “Second Floor Premises Commencement Date” shall be the earlier of: (i) the date Landlord Delivers the Second Floor Premises to Tenant; or (ii) the date Landlord could have Delivered the Second Floor Premises but for Tenant Delays. The “Second Floor Premises Rent Commencement Date” with respect to the Second Floor Premises shall be the date that is 90 days after the Second Floor Premises Commencement Date. The period commencing on the Second Floor Premises Commencement Date through the day immediately preceding the Second Floor Premises Rent Commencement Date may be referred to herein as the “Second Floor Premises Abatement Period.”
Except as set forth in the Work Letter or as otherwise expressly set forth in this Lease: (x) Tenant shall accept the Second Floor Premises in their condition as of the Second Floor Premises Commencement Date; (y) Landlord shall have no obligation for any defects in the Second Floor Premises; and (z) Tenant’s taking possession of the Second Floor Premises shall be conclusive evidence that Tenant accepts the Second Floor Premises and that the Second Floor Premises were in good condition at the time possession was taken. Any occupancy of the Second Floor Premises by Tenant before the Commencement Date shall be subject to all of the terms and conditions of this Lease, excluding, so long Tenant does not commence operating its business in all or a portion of the Second Floor Premises, the obligation to pay Base Rent and Operating Expenses. Tenant shall be entitled to receive
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the benefit of all construction warranties and manufacturer’s equipment warranties issued to Landlord as set forth in the Work Letter in connection with the Tenant Improvements.
Tenant agrees and acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of all or any portion of the Premises or the Project, and/or the suitability of the Premises or the Project for the conduct of Tenant’s business, and Tenant waives any implied warranty that the Premises or the Project are suitable for the Permitted Use. This Lease constitutes the complete agreement of Landlord and Tenant with respect to the subject matter hereof and supersedes any and all prior representations, inducements, promises, agreements, understandings and negotiations which are not contained herein. Landlord in executing this Lease does so in reliance upon Tenant’s representations, warranties, acknowledgments and agreements contained herein.”
As of the date hereof, Exhibit D to the Lease shall be deleted in its entirety and replaced with Exhibit A to this Second Amendment.
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[ Signatures of following page ]
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IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment as of the day and year first above written.
LANDLORD: ARE-MA REGION NO. 87 TENANT, LLC,
a Delaware limited liability company
By: ARE-MA REGION NO. 87, LLC,
a Delaware limited liability company,
managing member
By: ARE-MA REGION NO. 87 MM, LLC,
a Delaware limited liability company,
managing member
By ALEXANDRIA REAL ESTATE EQUITIES, L.P.,
a Delaware limited partnership,
managing member
By: ARE-QRS CORP.,
a Maryland corporation,
general partner
By: /s/ Allison Grochola
Its: SVP – Real Estate Legal Affairs
TENANT: VERVE THERAPEUTICS, INC.,
a Delaware corporation
By: /s/ Andrew Ashe
Its: President & COO
I hereby certify that the signature, name, and title
Above are my signature, name and title.
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