LEASE AGREEMENT
Exhibit 10.15
THIS LEASE AGREEMENT (this “Lease”) is made this 16 day of December, 2020 (“Effective Date”), between ARE-SD REGION NO. 66, LLC, a Delaware limited liability company (“Landlord”), and RAYZEBIO, INC., a Delaware corporation (“Tenant”).
Building: | 0000 Xxxxxxxxx Xxxxx, Xxx Xxxxx, XX 00000 | |
Premises: | The entire 3rd floor of the Building, known as Suite 300, containing approximately 28,324 rentable square feet, as determined by Landlord, as shown on Exhibit A. | |
Project: | The real property on which the Building in which the Premises are located, together with all improvements thereon and appurtenances thereto as described on Exhibit B. | |
Base Rent: | Initially, $57.00 per rentable square foot of the Premises per year. Base Rent shall be subject to adjustment pursuant to Section 4 hereof. |
Rentable Area of Premises: 28,324 sq. ft.
Rentable Area of Building/Project: 79,945 sq. ft.
Tenant’s Share of Operating Expenses: 35.43%
Security Deposit: $134,539.00
Target Commencement Date: October 13, 2021
Rent Adjustment Percentage: 3.0%
Base Term: | Beginning on the Commencement Date and ending 84 months from the first day of the first full month following the Commencement Date. For clarity, if the Commencement Date occurs on the first day of a month, the expiration of the Base Term shall be measured from that date. If the Commencement Date occurs on a day other than the first day of a month, the expiration of the Base Term shall be measured from the first day of the following month. | |
Permitted Use: | Research and development laboratory, related office and other related uses consistent with the character of the Project and otherwise in compliance with the provisions of Section 7 hereof. |
Address for Rent Payment: Alexandria Real Estate Equities, Inc. Dept LA 23447 Pasadena, CA 91185-3447 |
Landlord’s Notice Address: 00 Xxxxx Xxxxxx Xxxxxx Xxxxxxxx, XX 00000 Attention: Corporate Secretary | |
Tenant’s Notice Address Prior to Commencement Date: 0000 Xxxxxx Xxxxx Xxxxx, Xxxxx 000 Xxx Xxxxx, XX 00000 Attention: Lease Administrator |
Tenant’s Notice Address Following Commencement Date: 0000 Xxxxxxxxx Xxxxx, Xxxxx 000 Xxx Xxxxx, XX 00000 Attention: Lease Administrator |
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The following Exhibits and Addenda are attached hereto and incorporated herein by this reference:
[X] EXHIBIT A—PREMISES DESCRIPTION |
[X] EXHIBIT B—DESCRIPTION OF PROJECT | |
[X] EXHIBIT C—WORK LETTER |
[X] EXHIBIT D—COMMENCEMENT DATE | |
[X] EXHIBIT E—RULES AND REGULATIONS |
[X] EXHIBIT F—TENANT’S PERSONAL PROPERTY | |
[X] EXHIBIT G—MAINTENANCE OBLIGATIONS |
[X] EXHIBIT H—CONTROL AREAS | |
[X] EXHIBIT I—SIGNAGE |
Notwithstanding the foregoing, Landlord and Tenant agree that if any Governmental Authority having jurisdiction of the Project, as a result of the COVID-19 outbreak in the United States declares or implements any order or mandate that restricts construction activities in San Diego county (any such order or mandate, a “Government Mandate”), then, to the extent such Government Mandate precludes construction of Landlord’s Work, the Target Commencement Date shall be delayed 1 day for each day that such a Government Mandate remains in effect and continues to preclude such construction of Landlord’s Work.
Landlord and Tenant further acknowledge and agree that (i) as of the date of this Lease, the City of San Diego (the “City”) is routinely taking longer to issue the permits and approvals (collectively, “Permits”) required for the design and construction of Landlord’s Work than the timeframes contemplated by Landlord in the development of the schedule for the completion of Landlord’s Work (the “Standard Issuance Period”), and (ii) to the extent the issuance of any Permits required for the design and/or construction of Landlord’s Work is delayed beyond the Standard Issuance Period (except for delays due to Landlord’s failure to timely provide the City with information requested from Landlord by the City (except to the extent that such delays arise due to Tenant’s failure to provide Landlord information requested from Tenant by Landlord)), then the Target Commencement Date shall be delayed 1 day for each day following the expiration of the Standard Issuance Period that the City fails to issue any such Permits (through and including the date that such Permits are issued by the City).
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The “Commencement Date” shall be the earlier of: (i) the date Landlord Delivers the Premises to Tenant; or (ii) the date Landlord could have Delivered the Premises but for Tenant Delays. Upon request of Landlord, Xxxxxx shall execute and deliver a written acknowledgment of the Commencement Date and the expiration date of the Term when such are established in the form of the “Acknowledgement of Commencement Date” attached to this Lease as Exhibit D; provided, however, Xxxxxx’s failure to execute and deliver such acknowledgment shall not affect Landlord’s or Tenant’s rights hereunder. The “Term” of this Lease shall be the Base Term, as defined above on the first page of this Lease and, if exercised by Tenant, the Extension Term which Tenant may elect pursuant to Section 40 hereof.
Landlord and Xxxxxx acknowledge and agree that in order to accommodate Xxxxxx’s requested schedule for the Delivery of the Premises to Tenant, Landlord has undertaken the performance of Landlord’s Work pursuant to an accelerated construction schedule. If possible taking into account Xxxxxxxx’s accelerated construction schedule, Landlord shall permit Tenant access to the Premises for Tenant’s installation and setup of furniture, fixtures and equipment (“FF&E Installation”) as of the earliest date that Landlord reasonably determines that Tenant’s FF&E Installation may be performed without resulting in a delay in Landlord’s completion of Landlord’s Work. Any period of early access to the Premises provided for FF&E Installation shall be coordinated with Landlord, and, during such period, Tenant shall comply with this Lease and all other reasonable restrictions and conditions Landlord may impose. All such access shall be during normal business hours unless otherwise agreed to by Landlord and Tenant. Any access to the Premises by Tenant before the Commencement Date shall be subject to all of the terms and conditions of this Lease, excluding the obligation to pay Base Rent or Operating Expenses.
Except as set forth in the Work Letter: (i) Tenant shall accept the Premises in their condition as of the Commencement Date; (ii) Landlord shall have no obligation for any defects in the Premises; and (iii) Tenant’s taking possession of the Premises shall be conclusive evidence that Xxxxxx accepts the Premises and that the Premises were in good condition at the time possession was taken.
For the period of 365 consecutive days after the Commencement Date, Landlord shall, at its sole cost and expense (which shall not constitute an Operating Expense), be responsible for any repairs that are required to be made to the Building or Building Systems (as defined in Section 13), unless Tenant or any Tenant Party was responsible for the cause of such repair, in which case Tenant shall pay the cost of such repairs. In addition, Tenant shall have the benefit of any warranties issued to Landlord in connection with Landlord’s Work in the Premises, including the Building Systems serving the Premises.
Xxxxxx 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 Xxxxxx’s representations, warranties, acknowledgments and agreements contained herein. Landlord acknowledges that Tenant may utilize the address of the Premises prior to the Commencement Date for the purposes of applying for permits and taking other actions reasonably acceptable to Landlord to prepare for Tenant’s use of the Premises in accordance with the terms of this Lease.
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United States of America, at the office of Landlord for payment of Rent set forth above, or to such other person or at such other place as Landlord may from time to time designate in writing, or via federally insured wire transfer (including ACH) pursuant to the wire instructions provided by Landlord. Payments of Base Rent for any fractional calendar month shall be prorated. The obligation of Tenant to pay Base Rent and other sums to Landlord and the obligations of Landlord under this Lease are independent obligations. Tenant shall have no right at any time to xxxxx, reduce, or set-off any Rent (as defined in Section 5) due hereunder except for any abatement as may be expressly provided in this Lease.
The term “Operating Expenses” means all costs and expenses of any kind or description whatsoever incurred or accrued each calendar year by Landlord with respect to the Project (including, without duplication, (u) Taxes (as defined in Section 9), (v) the cost of upgrades to the Building or Project or enhanced services provided at the Building and/or Project which are intended to encourage social distancing, promote and protect health and physical well-being and/or intended to limit the spread of communicable diseases and/or viruses of any kind or nature that are more virulent than the seasonal flu (collectively, “Infectious Conditions”), (w) the cost (including, without limitation, any commercially reasonable subsidies which Landlord may provide in connection with the Project Amenities) of any common area amenities (the “Project Amenities”) now or hereafter located at the Project, if any, (x) transportation services (including the Shuttle Service Costs (as defined in Section 42(s)), (y) capital repairs, improvements and replacements amortized over the lesser of 10 years and the useful life of such capital repairs, improvements and replacements, and (z) the costs of Landlord’s third party property manager or, if there is no third party property manager, administration rent in the amount of 3.0% of Base Rent)), excluding only:
(a) the original construction costs of the Project and renovation prior to the Commencement Date and costs of correcting defects in such original construction or renovation;
(b) capital expenditures for expansion of the Project (including costs related to the construction of new buildings at the Project);
(c) interest, principal payments of Mortgage (as defined in Section 27) debts of Landlord, financing costs and amortization of funds borrowed by Xxxxxxxx, whether secured or unsecured;
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(d) depreciation of the Project (except for capital improvements, the cost of which are includable in Operating Expenses);
(e) advertising, legal and space planning expenses and leasing commissions and other costs and expenses incurred in procuring and leasing space to tenants for the Project, including any leasing office maintained in the Project, free rent and construction allowances for tenants;
(f) legal and other expenses incurred in the negotiation or enforcement of leases;
(g) completing, fixturing, improving, renovating, painting, redecorating or other work, which Landlord pays for or performs for other tenants within their premises, and costs of correcting defects in such work;
(h) costs to be reimbursed by other tenants of the Project or Taxes to be paid directly by Tenant or other tenants of the Project, whether or not actually paid;
(i) salaries, wages, benefits and other compensation paid to officers and employees of Landlord who are not assigned in whole or in part to the operation, management, maintenance or repair of the Project;
(j) general organizational, administrative and overhead costs relating to maintaining Landlord’s existence, either as a corporation, partnership, or other entity, including general corporate, legal and accounting expenses;
(k) costs (including attorneys’ fees and costs of settlement, judgments and payments in lieu thereof) incurred in connection with disputes with tenants, other occupants, or prospective tenants, and costs and expenses, including legal fees, incurred in connection with negotiations or disputes with employees, consultants, management agents, leasing agents, purchasers or mortgagees of the Building;
(l) costs incurred by Landlord due to the violation by Landlord, its employees, agents or contractors or any tenant of the terms and conditions of any lease of space in the Project or any Legal Requirement (as defined in Section 7);
(m) penalties, fines or interest incurred as a result of Landlord’s inability or failure to make payment of Taxes or any other amounts due and payable by Landlord (except to the extent that such inability or failure is due to Tenant’s failure to timely pay any amounts payable by Tenant under this Lease) and/or to file any tax or informational returns when due, or from Landlord’s failure to make any payment of Taxes or other amounts required to be made by Landlord hereunder before delinquency (except to the extent that such failure is due to Tenant’s failure to timely pay any amounts payable by Tenant under this Lease);
(n) overhead and profit increment paid to Landlord or to subsidiaries or affiliates of Landlord for goods and/or services in or to the Project to the extent the same exceeds the costs of such goods and/or services rendered by unaffiliated third parties on a competitive basis;
(o) costs of Landlord’s charitable or political contributions, or of fine art maintained at the Project;
(p) costs in connection with services (including electricity), items or other benefits of a type which are not standard for the Project and which are not available to Tenant without specific charges therefor, but which are provided to another tenant or occupant of the Project, whether or not such other tenant or occupant is specifically charged therefor by Landlord;
(q) costs incurred in the sale or refinancing of the Project;
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(r) net income taxes of Landlord or the owner of any interest in the Project, franchise, capital stock, gift, estate or inheritance taxes or any federal, state or local documentary taxes imposed against the Project or any portion thereof or interest therein;
(s) costs arising from the gross negligence or willful misconduct of Landlord or its agents, and employees;
(t) the costs of Landlord’s Work performed pursuant to the Work Letter;
(u) any costs incurred to remove, study, test or remediate Hazardous Materials in or about the Building or the Project for which Tenant is not responsible under this Lease;
(v) capital expenditures other than those expressly provided for in this Section 5;
(w) any item that, if included in Operating Expenses, would involve a double collection for such item by Landlord; and
(x) any expenses otherwise includable within Operating Expenses to the extent actually reimbursed by persons other than tenants of the Project under leases for space in the Project.
In addition, notwithstanding anything to the contrary contained in this Lease, Operating Expenses incurred or accrued by Landlord with respect to any capital improvements which are reasonably expected by Landlord to reduce overall Operating Expenses (for example, without limitation, by reducing energy usage at the Project) (the “Energy Savings Costs”) shall be amortized over a period of years equal to the least of (A) 10 years, (B) the useful life of such capital items, or (C) the quotient of (i) the Energy Savings Costs, divided by (ii) the annual amount of Operating Expenses reasonably expected by Landlord to be saved as a result of such capital improvements.
Within 90 days after the end of each calendar year (or such longer period as may be reasonably required), Landlord shall furnish to Tenant a statement (an “Annual Statement”) showing in reasonable detail: (a) the total and Xxxxxx’s Share of actual Operating Expenses for the previous calendar year, and (b) the total of Tenant’s payments in respect of Operating Expenses for such year. If Xxxxxx’s Share of actual Operating Expenses for such year exceeds Xxxxxx’s payments of Operating Expenses for such year, the excess shall be due and payable by Tenant as Rent within 30 days after delivery of such Annual Statement to Tenant. If Tenant’s payments of Operating Expenses for such year exceed Xxxxxx’s Share of actual Operating Expenses for such year Landlord shall pay the excess to Tenant within 30 days after delivery of such Annual Statement, except that after the expiration, or earlier termination of the Term or if Tenant is delinquent in its obligation to pay Rent, Landlord shall pay the excess to Tenant after deducting all other amounts due Landlord. Xxxxxxxx’s and Tenant’s obligations to pay any overpayments or deficiencies due pursuant to this paragraph shall survive the expiration or earlier termination of this Lease.
The Annual Statement shall be final and binding upon Tenant unless Tenant, within 60 days after Xxxxxx’s receipt thereof, shall contest any item therein by giving written notice to Landlord, specifying each item contested and the reason therefor. If, during such 60 day period, Tenant reasonably and in good faith questions or contests the accuracy of Landlord’s statement of Xxxxxx’s Share of Operating Expenses, Landlord will provide Tenant with access to Landlord’s books and records relating to the operation of the Project and such information as Landlord reasonably determines to be responsive to Tenant’s questions (the “Expense Information”). If after Tenant’s review of such Expense Information, Landlord and Tenant cannot agree upon the amount of Tenant’s Share of Operating Expenses, then Tenant shall have the right to have an independent public accounting firm selected by Xxxxxx from among the 4 largest in the United States, working pursuant to a fee arrangement other than a contingent fee (at Tenant’s sole cost and expense) and approved by Landlord (which approval shall not be unreasonably withheld or delayed), audit and/or review the Expense Information for the year in question (the “Independent Review”). The results of any such Independent Review shall be binding on Landlord and Tenant. If the Independent Review shows that the payments actually made by Tenant with respect to Operating Expenses for the calendar
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year in question exceeded Tenant’s Share of Operating Expenses for such calendar year, Landlord shall at Landlord’s option either (i) credit the excess amount to the next succeeding installments of estimated Operating Expenses or (ii) pay the excess to Tenant within 30 days after delivery of such statement, except that after the expiration or earlier termination of this Lease or if Tenant is delinquent in its obligation to pay Rent, Landlord shall pay the excess to Tenant after deducting all other amounts due Landlord. If the Independent Review shows that Xxxxxx’s payments with respect to Operating Expenses for such calendar year were less than Tenant’s Share of Operating Expenses for the calendar year, Tenant shall pay the deficiency to Landlord within 30 days after delivery of such statement. If the Independent Review shows that Xxxxxx has overpaid with respect to Operating Expenses by more than 5% then Landlord shall reimburse Tenant for all costs incurred by Tenant for the Independent Review. Operating Expenses for the calendar years in which Xxxxxx’s obligation to share therein begins and ends shall be prorated. Notwithstanding anything set forth herein to the contrary, if the Project is not at least 95% occupied on average during any year of the Term, Tenant’s Share of Operating Expenses for such year shall be computed as though the Project had been 95% occupied on average during such year.
“Tenant’s Share” shall be the percentage set forth on the first page of this Lease as Xxxxxx’s Share as reasonably adjusted by Landlord for changes in the physical size of the Premises or the Project occurring thereafter. Landlord may equitably increase Tenant’s Share for any item of expense or cost reimbursable by Tenant that relates to a repair, replacement, or service that benefits only the Premises or only a portion of the Project that includes the Premises or that varies with occupancy or use. Base Rent, Xxxxxx’s Share of Operating Expenses and all other amounts payable by Tenant to Landlord hereunder are collectively referred to herein as “Rent.”
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If Landlord transfers its interest in the Project or this Lease, Landlord shall either (a) transfer any Security Deposit then held by Landlord to a person or entity assuming Landlord’s obligations under this Section 6, or (b) return to Tenant any Security Deposit then held by Xxxxxxxx and remaining after the deductions permitted herein. Upon such transfer to such transferee or the return of the Security Deposit to Tenant, Landlord shall have no further obligation with respect to the Security Deposit, and Xxxxxx’s right to the return of the Security Deposit shall apply solely against Landlord’s transferee. The Security Deposit is not an advance rental deposit or a measure of Landlord’s damages in case of Xxxxxx’s default. Xxxxxxxx’s obligation respecting the Security Deposit is that of a debtor, not a trustee, and no interest shall accrue thereon.
The terms of this Lease shall be subject in all respects to the provisions of that certain Amendment in its Entirety and Restatement of Covenants, Conditions and Restrictions of Xxxx Xxxx/Mesa Industrial Park, dated April 21, 1981, recorded with the County Recorder of San Diego, State of California, as Instrument No. 81-178070 (re-recorded as Instrument No. 81-391102) (as supplemented and amended from time to time, the “Declaration”), the applicable Articles of Incorporation, Bylaws, and the Architectural Standards/Association Rules (as such terms are defined in the Declaration), and any applicable agreements between the Xxxx Xxxx/Mesa Industrial Park Association and the City of San Diego, and any and all amendments from time to time of any of the foregoing.
Landlord shall be responsible, at Xxxxxxxx’s cost and not as part of Operating Expenses, for the compliance of the Premises and the Common Areas of the Project with Legal Requirements (including the ADA) as of the Commencement Date. Following the Commencement Date, Landlord shall, as an Operating Expense (to the extent such Legal Requirement is generally applicable to similar buildings in the area in
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which the Project is located) or at Tenant’s expense (to the extent such Legal Requirement is triggered by reason of Tenant’s, as compared to other tenants of the Project, particular use of the Premises or Tenant’s Alterations) make any alterations or modifications to the Common Areas or the exterior of the Building that are required by Legal Requirements. Except as otherwise expressly provided in this paragraph, Tenant, at its sole expense, shall make any alterations or modifications to the interior of the Premises that are required by Legal Requirements (including, without limitation, compliance of the Premises with the ADA) related to Tenant’s particular use or occupancy of the Premises or Tenant’s Alterations. Notwithstanding any other provision herein to the contrary, Tenant shall be responsible for any and all demands, claims, liabilities, losses, costs, expenses, actions, causes of action, damages or judgments, and all reasonable expenses incurred in investigating or resisting the same (including, without limitation, reasonable attorneys’ fees, charges and disbursements and costs of suit) (collectively, “Claims”) arising out of or in connection with Legal Requirements related to Tenant’s particular use or occupancy of the Premises or Tenant’s Alterations, and Tenant shall indemnify, defend, hold and save Landlord harmless from and against any and all Claims arising out of or in connection with any failure of the Premises to comply with any Legal Requirement related to Tenant’s particular use or occupancy of the Premises or Tenant’s Alterations.
Tenant acknowledges that Landlord may, but shall not be obligated to, seek to obtain Leadership in Energy and Environmental Design (LEED), WELL Building Standard, or other similar “green” certification with respect to the Project and/or the Premises, and Tenant agrees, at no material cost to Tenant, to reasonably cooperate with Landlord, and to provide such information and/or documentation as Landlord may reasonably request, in connection therewith.
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any Taxes or liens securing Taxes. Taxes shall not include any (a) any net income taxes imposed on Landlord except to the extent such net income taxes are in substitution for any Taxes payable hereunder, or (b) any fines, penalties or interest incurred as a result of Xxxxxxxx’s failure to pay any Taxes payable by Landlord hereunder when due (except to the extent such failure is due to Tenant’s failure to timely pay any amounts payable by Tenant under this Lease). If any such Tax is levied or assessed directly against Tenant, then Tenant shall be responsible for and shall pay the same at such times and in such manner as the taxing authority shall require. Tenant shall pay, prior to delinquency, any and all Taxes levied or assessed against any personal property or trade fixtures placed by Tenant in the Premises, whether levied or assessed against Landlord or Tenant. If any Taxes on Tenant’s personal property or trade fixtures are levied against Landlord or Landlord’s property, or if the assessed valuation of the Project is increased by a value attributable to improvements in or alterations to the Premises, whether owned by Landlord or Tenant and whether or not affixed to the real property so as to become a part thereof, higher than the base valuation on which Landlord from time-to-time allocates Taxes to all tenants in the Project, Landlord shall have the right, but not the obligation, to pay such Taxes. Xxxxxxxx’s determination of any excess assessed valuation shall be binding and conclusive, absent manifest error. The amount of any such payment by Landlord shall constitute Additional Rent due from Tenant to Landlord immediately upon demand.
Tenant shall comply with the requirements of and participate in any traffic management plan affecting the Project which may be required by the City of San Diego or other applicable Governmental Authority.
Notwithstanding anything to the contrary set forth herein, if (i) a stoppage of an Essential Service (as defined below) to the Premises shall occur and such stoppage is due solely to the gross negligence or willful misconduct of Landlord and not due in any part to any act or omission on the part of Tenant or any Tenant Party or any matter beyond Landlord’s reasonable control (any such stoppage of an Essential Service being hereinafter referred to as a “Service Interruption”), and (ii) such Service Interruption continues for more than 5 consecutive business days after Landlord shall have received written notice thereof from Tenant, and (iii) as a result of such Service Interruption, the conduct of Tenant’s normal operations in the Premises are materially and adversely affected, then there shall be an abatement of one day’s Base Rent for each day during which such Service Interruption continues after such 5 business day
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period; provided, however, that if any part of the Premises is reasonably useable for Tenant’s normal business operations or if Tenant conducts all or any part of its operations in any portion of the Premises notwithstanding such Service Interruption, then the amount of each daily abatement of Base Rent shall only be proportionate to the nature and extent of the interruption of Tenant’s normal operations or ability to use the Premises. The rights granted to Tenant under this paragraph shall be Tenant’s sole and exclusive remedy resulting from a failure of Landlord to provide services, and Landlord shall not otherwise be liable for any loss or damage suffered or sustained by Tenant resulting from any failure or cessation of services. For purposes hereof, the term “Essential Services” shall mean the following services: HVAC service, water, sewer and electricity, but in each case only to the extent that Landlord has an obligation to provide same to Tenant under this Lease.
Landlord’s sole obligation for either providing an emergency generator or providing emergency back-up power to Tenant shall be: (i) to provide an emergency generator with not less than the capacity of the emergency generator located in the Building as of the Commencement Date (which emergency generator has a design capacity of 500kW), and (ii) to contract with a third party to maintain the emergency generator as per the manufacturer’s standard maintenance guidelines. Except as otherwise provided in the immediately preceding sentence, Landlord shall have no obligation to provide Tenant with an operational emergency generator or back-up power or to supervise, oversee or confirm that the third party maintaining the emergency generator is maintaining the generator as per the manufacturer’s standard guidelines or otherwise. Notwithstanding anything to the contrary contained herein, Landlord shall, at least once per calendar quarter as part of the maintenance of the Building, run the emergency generator for a period reasonably determined by Landlord for the purpose of determining whether it operates when started. Landlord shall, upon written request from Tenant (not more frequently than once per calendar year), make available for Tenant’s inspection the maintenance contract and maintenance records for the emergency generator for the 12 month period immediately preceding Landlord’s receipt of Tenant’s written request. During any period of replacement, repair or maintenance of the emergency generators when the emergency generator is not operational, including any delays thereto due to the inability to obtain parts or replacement equipment, Landlord shall have no obligation to provide Tenant with an alternative back-up generator or alternative sources of back-up power. Tenant expressly acknowledges and agrees that Landlord does not guaranty that such emergency generator will be operational at all times or that emergency power will be available to the Premises when needed.
Tenant agrees to provide Landlord with access to Tenant’s water and/or energy usage data on a monthly basis, either by providing Tenant’s applicable utility login credentials to Landlord’s Measurabl online portal, or by another delivery method reasonably agreed to by Landlord and Xxxxxx. The costs and expenses incurred by Landlord in connection with receiving and analyzing such water and/or energy usage data (including, without limitation, as may be required pursuant to applicable Legal Requirements) shall be included as part of Operating Expenses.
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business days in advance of any proposed construction, and accompanied by plans, specifications, bid proposals, work contracts and such other information concerning the nature and cost of the alterations as may be reasonably requested by Landlord, including the identities and mailing addresses of all persons performing work or supplying materials. Landlord’s right to review plans and specifications and to monitor construction shall be solely for its own benefit, and Landlord shall have no duty to ensure that such plans and specifications or construction comply with applicable Legal Requirements. Tenant shall cause, at its sole cost and expense, all Alterations to comply with insurance requirements and with Legal Requirements and shall implement at its sole cost and expense any alteration or modification required by Legal Requirements as a result of any Alterations. Other than in connection with any Notice-Only Alterations, Tenant shall pay to Landlord, as Additional Rent, on demand an amount equal to 3% of all charges incurred by Tenant or its contractors or agents in connection with any Alteration to cover Landlord’s overhead and expenses for plan review, coordination, scheduling and supervision. Before Tenant begins any Alteration, Landlord may post on and about the Premises notices of non-responsibility pursuant to applicable law. Tenant shall reimburse Landlord for, and indemnify and hold Landlord harmless from, any expense incurred by Landlord by reason of faulty work done by Tenant or its contractors, delays caused by such work, or inadequate cleanup.
Tenant shall furnish security or make other arrangements reasonably satisfactory to Landlord to assure payment for the completion of all Alterations work free and clear of liens, and shall provide (and cause each contractor or subcontractor to provide) certificates of insurance for workers’ compensation and other coverage in amounts and from an insurance company satisfactory to Landlord protecting Landlord against liability for personal injury or property damage during construction. Upon completion of any Alterations, Tenant shall deliver to Landlord: (i) sworn statements setting forth the names of all contractors and subcontractors who did the work and final lien waivers from all such contractors and subcontractors; and (ii) “as built” plans for any such Alteration.
Except for Removable Installations (as hereinafter defined), all Installations (as hereinafter defined) shall be and shall remain the property of Landlord during the Term and following the expiration or earlier termination of the Term, shall not be removed by Tenant at any time during the Term, and shall remain upon and be surrendered with the Premises as a part thereof. Notwithstanding the foregoing, Landlord may, at the time its approval of any such Installation is requested, or at the time it receives notice of a Notice-Only Alteration, notify Tenant that Landlord requires that Tenant remove such Installation upon the expiration or earlier termination of the Term, in which event Tenant shall remove such Installation in accordance with the immediately succeeding sentence. Upon the expiration or earlier termination of the Term, Tenant shall remove (i) all wires, cables or similar equipment which Tenant has installed in the Premises or in the risers or plenums of the Building, (ii) any Installations for which Landlord has given Tenant notice of removal in accordance with the immediately preceding sentence, and (iii) all of Tenant’s Property (as hereinafter defined), and Tenant shall restore and repair any damage caused by or occasioned as a result of such removal, including, without limitation, capping off all such connections behind the walls of the Premises and repairing any holes. During any restoration period beyond the expiration or earlier termination of the Term, Tenant shall pay Rent to Landlord as provided herein as if said space were otherwise occupied by Xxxxxx. If Landlord is requested by Tenant or any lender, lessor or other person or entity claiming an interest in any of Tenant’s Property to waive any lien Landlord may have against any of Tenant’s Property, and Landlord consents to such waiver, then Landlord shall be entitled to reimbursement from Tenant for its actual, reasonable out-of-pocket costs incurred in connection with the preparation and negotiation of each such waiver of lien.
For purposes of this Lease, (x) “Removable Installations” means any items listed on Exhibit F attached hereto and any items agreed by Landlord in writing to be included on Exhibit F in the future, (y) “Tenant’s Property” means Removable Installations and, other than Installations, any personal property or equipment of Tenant that may be removed without material damage to the Premises, and (z) “Installations” means all property of any kind paid for as part of TI Costs (as defined in the Work Letter), all Alterations, all fixtures, and all partitions, hardware, built-in machinery, built-in casework and cabinets and other similar additions, equipment, property and improvements built into the Premises so as to become an integral part of the Premises, including, without limitation, fume hoods which penetrate the roof or plenum area, built-in cold rooms, built-in warm rooms, walk-in cold rooms, walk-in warm rooms, deionized water systems, glass washing equipment, autoclaves, chillers, built-in plumbing, electrical and mechanical equipment and systems, and any power generator and transfer switch.
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Notwithstanding anything to the contrary contained herein, Tenant shall not be required to remove or restore any portion of the Tenant Improvements constructed pursuant to the Work Letter at the expiration or earlier termination of the Term, nor shall Tenant have the right to remove any of the Tenant Improvements at any time during the Term or upon the expiration or earlier termination of the Term, except as otherwise provided in this Section 12.
Notwithstanding anything to the contrary contained in this Lease, as of the Commencement Date, the maintenance and repair obligations for the Premises shall be allocated between Landlord and Tenant as set forth on Exhibit G attached hereto. The maintenance obligations allocated to Tenant pursuant to Exhibit G (the “Tenant Maintenance Obligations”) shall be performed by Tenant at Tenant’s sole cost and expense. The Tenant Maintenance Obligations shall include the procurement and maintenance of contracts, in form and substance reasonably satisfactory to Landlord, with copies to Landlord upon
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Xxxxxxxx’s written request, for and with contractors reasonably acceptable to Landlord specializing and experienced in the respective Tenant Maintenance Obligations. Notwithstanding anything to the contrary contained herein, the scope of work of any such contracts entered into by Tenant pursuant to this paragraph shall, at a minimum, comply with manufacturer’s recommended maintenance procedures for the optimal performance of the applicable equipment. Upon Xxxxxx’s written request, Landlord shall cooperate with Tenant to determine the manufacturer’s recommended maintenance procedures with respect to equipment for which Tenant is responsible under this paragraph. Landlord shall, notwithstanding anything to the contrary contained in this Lease, have no obligation to perform any Tenant Maintenance Obligations. The Tenant Maintenance Obligations shall not include the right or obligation on the part of Tenant to make any structural and/or capital repairs or improvements to the Project, and Landlord shall, during any period that Tenant is responsible for the Tenant Maintenance Obligations, continue, as part of Operating Expenses, to be responsible, as provided in the immediately preceding paragraph, for capital repairs and replacements required to be made to the Project. If Tenant fails to maintain any portion of the Premises for which Xxxxxx is responsible as part of the Tenant Maintenance Obligations in a manner reasonably acceptable to Landlord within the requirements of this Lease, Landlord shall have the right, but not the obligation, to provide Tenant with written notice thereof and to assume the Tenant Maintenance Obligations if Tenant does not cure Tenant’s failure within 10 days after receipt of such notice.
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employees employed to perform services and insurance for any improvements installed by Tenant or which are in addition to the standard improvements customarily furnished by Landlord without regard to whether or not such are made a part of the Project. All such insurance shall be included as part of the Operating Expenses. The Project may be included in a blanket policy (in which case the cost of such insurance allocable to the Project will be determined by Landlord based upon the insurer’s cost calculations). Tenant shall also reimburse Landlord for any increased premiums or additional insurance which Landlord reasonably deems necessary as a result of Tenant’s use of the Premises.
Tenant, at its sole cost and expense, shall maintain during the Term: all risk property insurance with business interruption and extra expense coverage, covering the full replacement cost of all property and improvements installed or placed in the Premises by Tenant at Tenant’s expense; workers’ compensation insurance with no less than the minimum limits required by law; employer’s liability insurance with employers liability limits of $1,000,000 bodily injury by accident – each accident, $1,000,000 bodily injury by disease – policy limit, and $1,000,000 bodily injury by disease – each employee; and commercial general liability insurance, with a minimum limit of not less than $2,000,000 per occurrence for bodily injury and property damage with respect to the Premises. The commercial general liability insurance maintained by Tenant shall name Alexandria Real Estate Equities, Inc., and Landlord, its officers, directors, employees, managers, agents, sub-agents, constituent entities and lease signators (collectively, “Landlord Insured Parties”), as additional insureds; insure on an occurrence and not a claims-made basis; be issued by insurance companies which have a rating of not less than policyholder rating of A and financial category rating of at least Class X in “Best’s Insurance Guide”; not contain a hostile fire exclusion; contain a contractual liability endorsement; and provide primary coverage to Landlord Insured Parties (any policy issued to Landlord Insured Parties providing duplicate or similar coverage shall be deemed excess over Tenant’s policies, regardless of limits). Tenant shall (i) provide Landlord with 30 days advance written notice of cancellation of such commercial general liability policy, and (ii) request Tenant’s insurer to endeavor to provide 30 days advance written notice to Landlord of cancellation of such commercial general liability policy (or 10 days in the event of a cancellation due to non-payment of premium). Copies of such policies (if requested by Xxxxxxxx), or certificates of insurance showing the limits of coverage required hereunder and showing Landlord as an additional insured shall be delivered to Landlord by Xxxxxx (i) concurrent with Xxxxxx’s delivery to Landlord of a copy of this Lease executed by Xxxxxx, and (ii) prior to each renewal of said insurance. Tenant’s policy may be a “blanket policy” with an aggregate per location endorsement which specifically provides that the amount of insurance shall not be prejudiced by other losses covered by the policy. Tenant shall, at least 5 days prior to the expiration of such policies, furnish Landlord with renewal certificates.
In each instance where insurance is to name Landlord as an additional insured, Tenant shall upon written request of Landlord also designate and furnish certificates so evidencing Landlord as additional insured to: (i) any lender of Landlord holding a security interest in the Project or any portion thereof, (ii) the landlord under any lease wherein Landlord is tenant of the real property on which the Project is located, if the interest of Landlord is or shall become that of a tenant under a ground or other underlying lease rather than that of a fee owner, and/or (iii) any management company retained by Landlord to manage the Project.
The property insurance obtained by Landlord and Tenant shall include a waiver of subrogation by the insurers and all rights based upon an assignment from its insured, against Landlord or Tenant, and their respective officers, directors, employees, managers, agents, invitees and contractors (“Related Parties”), in connection with any loss or damage thereby insured against. Neither party nor its respective Related Parties shall be liable to the other for loss or damage caused by any risk insured against under property insurance required to be maintained hereunder, and each party waives any claims against the other party, and its respective Related Parties, for such loss or damage. The failure of a party to insure its property shall not void this waiver. Landlord and its respective Related Parties shall not be liable for, and Tenant hereby waives all claims against such parties for, business interruption and losses occasioned thereby sustained by Tenant or any person claiming through Tenant resulting from any accident or occurrence in or upon the Premises or the Project from any cause whatsoever. If the foregoing waivers shall contravene any law with respect to exculpatory agreements, the liability of Landlord or Tenant shall be deemed not released but shall be secondary to the other’s insurer.
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Landlord may require insurance policy limits to be raised to conform with requirements of Landlord’s lender and/or to bring coverage limits to levels then being generally required of new tenants within the Project; provided, however, that the increased amount of coverage is consistent with coverage amounts then being required by institutional owners of similar projects with tenants occupying similar size premises in the geographical area in which the Project is located.
Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Notwithstanding anything to the contrary contained herein, Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. In the event that no Hazardous Material Clearances are required to be obtained by Tenant with respect to the Premises, rent abatement shall commence on the date of discovery of the damage or destruction. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate this Lease by reason of damage or casualty loss.
The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.
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Any notice given under Section 20(h) hereof shall: (i) specify the alleged default, (ii) demand that Tenant cure such default, (iii) be in lieu of, and not in addition to, or shall be deemed to be, any notice required under any provision of applicable law, and (iv) not be deemed a forfeiture or a termination of this Lease unless Landlord elects otherwise in such notice; provided that if the nature of Tenant’s default pursuant to Section 20(h) is such that it cannot be cured by the payment of money and reasonably requires more than 30 days to cure, then Tenant shall not be deemed to be in default if Tenant commences such cure within said 30 day period and thereafter diligently prosecutes the same to completion; provided, however, that such cure shall be completed no later than 45 days from the date of Landlord’s notice.
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(i) Terminate this Lease, or at Landlord’s option, Xxxxxx’s right to possession only, in which event Tenant shall immediately surrender the Premises to Landlord, and if Tenant fails to do so, Landlord may, without prejudice to any other remedy which it may have for possession or arrearages in rent, enter upon and take possession of the Premises and expel or remove Tenant and any other person who may be occupying the Premises or any part thereof, without being liable for prosecution or any claim for damages therefor;
(ii) Upon any termination of this Lease, whether pursuant to the foregoing Section 21(c)(i) or otherwise, Landlord may recover from Tenant the following:
(A) The worth at the time of award of any unpaid rent which has been earned at the time of such termination; plus
(B) The worth at the time of award of the amount by which the unpaid rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus
(C) The worth at the time of award of the amount by which the unpaid rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; plus
(D) Any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom, specifically including, but not limited to, brokerage commissions and advertising expenses incurred, expenses of remodeling the Premises or any portion thereof for a new tenant, whether for the same or a different use, and any special concessions made to obtain a new tenant; and
(E) At Landlord’s election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time by applicable law.
The term “rent” as used in this Section 21 shall be deemed to be and to mean all sums of every nature required to be paid by Tenant pursuant to the terms of this Lease, whether to Landlord or to others. As used in Sections 21(c)(ii)(A) and (B), above, the “worth at the time of award” shall be computed by allowing interest at the Default Rate. As used in Section 21(c)(ii)(C) above, the “worth at the time of award” shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus 1%.
(iii) Landlord may continue this Lease in effect after Xxxxxx’s Default and recover rent as it becomes due (Landlord and Xxxxxx hereby agreeing that Xxxxxx has the right to sublet or assign hereunder, subject only to reasonable limitations). Accordingly, if Landlord does not elect to terminate this Lease following a Default by Xxxxxx, Landlord may, from time to time, without terminating this Lease, enforce all of its rights and remedies hereunder, including the right to recover all Rent as it becomes due.
(iv) Whether or not Landlord elects to terminate this Lease following a Default by Tenant, Landlord shall have the right to terminate any and all subleases, licenses, concessions or other consensual arrangements for possession entered into by Tenant and affecting the Premises or may, in Landlord’s sole discretion, succeed to Xxxxxx’s interest in such subleases, licenses, concessions or arrangements. Upon Xxxxxxxx’s election to succeed to Xxxxxx’s interest in any such subleases, licenses, concessions or arrangements, Tenant shall, as of the date of notice by Landlord of such election, have no further right to or interest in the rent or other consideration receivable thereunder.
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(v) Independent of the exercise of any other remedy of Landlord hereunder or under applicable law, Landlord may conduct an environmental test of the Premises as generally described in Section 30(d) hereof, at Tenant’s expense.
22. Assignment and Subletting.
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consideration whether to grant its consent. Landlord may, by giving written notice to Tenant within 15 business days after receipt of the Assignment Notice: (i) grant such consent (provided that Landlord shall further have the right to review and approve or disapprove the proposed form of sublease prior to the effective date of any such subletting), (ii) refuse such consent, in its reasonable discretion; or (iii) with respect to any proposed assignment or transfer of this Lease, or with respect to any proposed subletting that would result in more than 50% of the Premises being subleased for substantially the remainder of the Term, terminate this Lease with respect to the space described in the Assignment Notice as of the Assignment Date (an “Assignment Termination”). Among other reasons, it shall be reasonable for Landlord to withhold its consent in any of these instances: (1) the proposed assignee or subtenant is a governmental agency; (2) in Landlord’s reasonable judgment, the use of the Premises by the proposed assignee or subtenant would entail any alterations that would lessen the value of the leasehold improvements in the Premises, or would require increased services by Landlord; (3) in Landlord’s reasonable judgment, the proposed assignee or subtenant is engaged in areas of scientific research or other business concerns that are controversial; (4) other than in connection with a Control Permitted Assignment which is governed pursuant to the language below, in Landlord’s reasonable judgment, the proposed assignee or subtenant lacks the creditworthiness to support the financial obligations it will incur under the proposed assignment or sublease; (5) in Landlord’s reasonable judgment, the character, reputation, or business of the proposed assignee or subtenant is inconsistent with the desired tenant-mix or the quality of other tenancies in the Project or is inconsistent with the type and quality of the nature of the Building; (6) intentionally omitted; (7) Landlord has experienced previous defaults by or is in litigation with the proposed assignee or subtenant; (8) the use of the Premises by the proposed assignee or subtenant will violate any applicable Legal Requirement; (9) intentionally omitted; (10) the proposed assignee or subtenant is an entity with whom Landlord is currently negotiating to lease space in the Project; or (11) the assignment or sublease is prohibited by Xxxxxxxx’s lender. If Landlord delivers notice of its election to exercise an Assignment Termination, Tenant shall have the right to withdraw such Assignment Notice by written notice to Landlord of such election within 5 business days after Xxxxxxxx’s notice electing to exercise the Assignment Termination. If Tenant withdraws such Assignment Notice, this Lease shall continue in full force and effect. If Tenant does not withdraw such Assignment Notice, this Lease, and the term and estate herein granted, shall terminate as of the Assignment Date with respect to the space described in such Assignment Notice. No failure of Landlord to exercise any such option to terminate this Lease, or to deliver a timely notice in response to the Assignment Notice, shall be deemed to be Landlord’s consent to the proposed assignment, sublease or other transfer. Tenant shall pay to Landlord a fee equal to Two Thousand Five Hundred Dollars ($2,500) in connection with its consideration of any Assignment Notice and/or its preparation or review of any consent documents. Notwithstanding the foregoing, Xxxxxxxx’s consent to an assignment of this Lease or a subletting of any portion of the Premises to any entity controlling, controlled by or under common control with Tenant (a “Control Permitted Assignment”) shall not be required, provided that Landlord shall have the right to reasonably approve the form of any such sublease or assignment. In addition, Tenant shall have the right to assign this Lease, upon 30 days prior written notice to Landlord ((x) unless Tenant is prohibited from providing such notice by applicable Legal Requirements in which case Tenant shall notify Landlord promptly thereafter, and (y) if the transaction is subject to confidentiality requirements, Tenant’s advance notification shall be subject to Landlord’s execution of a non-disclosure agreement reasonably acceptable to Landlord and Tenant) but without obtaining Landlord’s prior written consent, to a corporation or other entity which is a successor-in-interest to Tenant, by way of merger, consolidation or corporate reorganization, or by the purchase of all or substantially all of the assets or the ownership interests of Tenant provided that (i) such merger or consolidation, or such acquisition or assumption, as the case may be, is for a good business purpose and not principally for the purpose of transferring this Lease, and (ii) the net worth (as determined in accordance with generally accepted accounting principles (“GAAP”)) of the assignee is not less than the greater of the net worth (as determined in accordance with GAAP) of Tenant as of (A) the Commencement Date, or (B) as of the date of Tenant’s most current quarterly or annual financial statements, and (iii) such assignee shall agree in writing to assume all of the terms, covenants and conditions of this Lease (a “Corporate Permitted Assignment”). Control Permitted Assignments and Corporate Permitted Assignments are hereinafter referred to as “Permitted Assignments.”
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(c) Additional Conditions. As a condition to any such assignment or subletting, whether or not Landlord’s consent is required, Landlord may require:
(i) that any assignee or subtenant agree, in writing at the time of such assignment or subletting, that if Landlord gives such party notice that Tenant is in default under this Lease, such party shall thereafter make all payments otherwise due Tenant directly to Landlord, which payments will be received by Landlord without any liability except to credit such payment against those due under this Lease, and any such third party shall agree to attorn to Landlord or its successors and assigns should this Lease be terminated for any reason; provided, however, in no event shall Landlord or its successors or assigns be obligated to accept such attornment; and
(ii) A list of Hazardous Materials, certified by the proposed assignee or sublessee to be true and correct, which the proposed assignee or sublessee intends to use, store, handle, treat, generate in or release or dispose of from the Premises, together with copies of all documents relating to such use, storage, handling, treatment, generation, release or disposal of Hazardous Materials by the proposed assignee or subtenant in the Premises or on the Project, prior to the proposed assignment or subletting, including, without limitation: permits; approvals; reports and correspondence; storage and management plans; plans relating to the installation of any storage tanks to be installed in or under the Project (provided, said installation of tanks shall only be permitted after Landlord has given its written consent to do so, which consent may be withheld in Landlord’s sole and absolute discretion); and all closure plans or any other documents required by any and all federal, state and local Governmental Authorities for any storage tanks installed in, on or under the Project for the closure of any such tanks. Neither Tenant nor any such proposed assignee or subtenant is required, however, to provide Landlord with any portion(s) of the such documents containing information of a proprietary nature which, in and of themselves, do not contain a reference to any Hazardous Materials or hazardous activities.
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in question, (ii) the proposed assignee or sublessee is subject to an enforcement order issued by any Governmental Authority in connection with the use, storage, handling, treatment, generation, release or disposal of Hazardous Materials (including, without limitation, any order related to the failure to make a required reporting to any Governmental Authority), or (iii) because of the existence of a pre-existing environmental condition in the vicinity of or underlying the Project, the risk that Landlord would be targeted as a responsible party in connection with the remediation of such pre-existing environmental condition would be materially increased or exacerbated by the proposed use of Hazardous Materials by such proposed assignee or sublessee, Landlord shall have the absolute right to refuse to consent to any assignment or subletting to any such party.
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Premises as set forth in Section 24 hereof. Notwithstanding the foregoing, any such Holder may at any time subordinate its Mortgage to this Lease, without Tenant’s consent, by notice in writing to Tenant, and thereupon this Lease shall be deemed prior to such Mortgage without regard to their respective dates of execution, delivery or recording and in that event such Holder shall have the same rights with respect to this Lease as though this Lease had been executed prior to the execution, delivery and recording of such Mortgage and had been assigned to such Holder. The term “Mortgage” whenever used in this Lease shall be deemed to include deeds of trust, security assignments and any other encumbrances, and any reference to the “Holder” of a Mortgage shall be deemed to include the beneficiary under a deed of trust.
If Tenant shall fail to prepare or submit a Decommissioning and HazMat Closure Plan approved by Landlord, or if Tenant shall fail to complete the approved Decommissioning and HazMat Closure Plan, or if such Decommissioning and HazMat Closure Plan, whether or not approved by Landlord, shall fail to adequately address any residual effect of Tenant HazMat Operations in, on or about the Premises, Landlord shall have the right to take such actions as Landlord may deem reasonable or appropriate to assure that the Premises and the Project are surrendered free from any residual impact from Tenant HazMat Operations, the cost of which actions shall be reimbursed by Xxxxxx as Additional Rent, without regard to the limitation set forth in the first paragraph of this Section 28.
Tenant shall immediately return to Landlord all keys and/or access cards to parking, the Project, restrooms or all or any portion of the Premises furnished to or otherwise procured by Tenant. If any such access card or key is lost, Tenant shall pay to Landlord, at Landlord’s election, either the cost of replacing such lost access card or key or the cost of reprogramming the access security system in which such access card was used or changing the lock or locks opened by such lost key. Any Tenant’s Property, Alterations
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and property not so removed by Tenant as permitted or required herein shall be deemed abandoned and may be stored, removed, and disposed of by Landlord at Tenant’s expense, and Tenant waives all claims against Landlord for any damages resulting from Xxxxxxxx’s retention and/or disposition of such property. All obligations of Landlord and Tenant hereunder not fully performed as of the termination of the Term, including the obligations of Tenant under Section 30 hereof, shall survive the expiration or earlier termination of the Term, including, without limitation, indemnity obligations, payment obligations with respect to Rent and obligations concerning the condition and repair of the Premises.
30. Environmental Requirements.
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(b) Business. Landlord acknowledges that it is not the intent of this Section 30 to prohibit Tenant from using the Premises for the Permitted Use. Tenant may operate its business according to prudent industry practices so long as the use or presence of Hazardous Materials is strictly and properly monitored according to all then applicable Environmental Requirements. As a material inducement to Landlord to allow Tenant to use Hazardous Materials in connection with its business, Tenant agrees to deliver to Landlord prior to the Commencement Date a list identifying each type of Hazardous Materials(other than products customarily used by tenants in de minimis quantities for ordinary cleaning and office purposes) to be brought upon, kept, used, stored, handled, treated, generated on, or released or disposed of from, the Premises and setting forth any and all governmental approvals or permits required in connection with the presence, use, storage, handling, treatment, generation, release or disposal of such Hazardous Materials on or from the Premises (“Hazardous Materials List”). Upon Landlord’s request (not more than one time in any calendar year), or any time that Tenant is required to deliver a Hazardous Materials List to any Governmental Authority (e.g., the fire department) in connection with Tenant’s use or occupancy of the Premises, Tenant shall deliver to Landlord a copy of such Hazardous Materials List. Tenant shall deliver to Landlord true and correct copies of the following documents (the “Haz Mat Documents”) relating to the use, storage, handling, treatment, generation, release or disposal of Hazardous Materials prior to the Commencement Date, or if unavailable at that time, concurrent with the receipt from or submission to a Governmental Authority: permits; approvals; reports and correspondence; storage and management plans, notice of violations of any Legal Requirements; plans relating to the installation of any storage tanks to be installed in or under the Project (provided, said installation of tanks shall only be permitted after Landlord has given Tenant its written consent to do so, which consent may be withheld in Landlord’s sole and absolute discretion); all closure plans or any other documents required by any and all federal, state and local Governmental Authorities for any storage tanks installed in, on or under the Project for the closure of any such tanks; and a Decommissioning and HazMat Closure Plan (to the extent surrender in accordance with Section 28 cannot be accomplished in 3 months). Tenant is not required, however, to provide Landlord with any portion(s) of the Haz Mat Documents containing information of a proprietary nature which, in and of themselves, do not contain a reference to any Hazardous Materials or hazardous activities. It is not the intent of this Section to provide Landlord with information which could be detrimental to Tenant’s business should such information become possessed by Xxxxxx’s competitors.
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Tenant shall pay all costs to conduct such tests. If no such contamination is found, Landlord shall pay the costs of such tests (which shall not constitute an Operating Expense). Landlord shall provide Tenant with a copy of all third party, non-confidential reports and tests of the Premises made by or on behalf of Landlord during the Term without representation or warranty and subject to a confidentiality agreement. Tenant shall, at its sole cost and expense, promptly and satisfactorily remediate any environmental conditions identified by such testing in accordance with all Environmental Requirements. Xxxxxxxx’s receipt of or satisfaction with any environmental assessment in no way waives any rights which Landlord may have against Tenant. Subject to the terms of Section 32 below, Tenant shall have the right to have a Tenant representative present while Landlord conducts tests in the Premises pursuant to this Section 30(d).
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decommission and decontaminate the Premises and undertake all necessary related activities required to closeout any radioactive materials license and surrender the Premises free of any radioactive materials and available for unrestricted use and occupancy as required under this Lease. Tenant shall be required to provide Landlord with license closure documentation reasonably satisfactory to Landlord from the State of California and any other applicable authorities evidencing final closeout of the radioactive materials license and decommissioning prior to the expiration or earlier termination of this Lease. Xxxxxxxx agrees to reasonably cooperate with Xxxxxx, at no cost to Landlord, with respect to Xxxxxx’s application and processing of the licenses and permits required to be obtained by Tenant in connection with its use of such radioactive materials in the Premises.
Subject to the terms of this Lease, including, without limitation, Tenant’s compliance with the Section 12, Tenant, at Tenant’s sole cost and expense, shall have the right to install and maintain a Building access control system for the Premises, or security system serving the Premises (“Tenant’s Security System”), subject to the following conditions: (i) Tenant’s plans and specifications for the proposed location of Tenant’s Security System and Tenant’s protocol for the operation of Tenant’s Security System shall be subject to Landlord’s prior written approval, which approval will not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant shall coordinate the installation and operation of Tenant’s Security System with Landlord to assure that Tenant’s Security System may be compatible with the Building’s systems and equipment and Tenant does not violate the reasonable privacy rights of any other occupants of the Project; (ii) Landlord shall be provided codes and/or access cards, as applicable, and means of immediate access to fully exercise all of its entry rights under the Lease with respect to the Premises; and (iii) Tenant shall be solely responsible, at Tenant’s sole cost and expense, for the monitoring, operation and removal of Tenant’s Security System. Upon the expiration or earlier termination of this Lease, unless otherwise approved by Landlord, Tenant shall remove Tenant’s Security System. All costs and expenses associated with the removal of Tenant’s Security System and the repair of any damage to the Premises and the Building resulting from the installation and/or removal of same shall be borne solely by Tenant.
All obligations of Landlord under this Lease will be binding upon Landlord only during the period of its ownership of the Premises and not thereafter. The term “Landlord” in this Lease shall mean only the owner for the time being of the Premises. Upon the transfer by such owner of its interest in the Premises, such owner shall thereupon be released and discharged from all obligations of Landlord thereafter accruing, but such obligations shall be binding during the Term upon each new owner for the duration of such owner’s ownership.
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such easement, dedication, designation or restriction materially, adversely affects Tenant’s access to, use or occupancy of the Premises for the Permitted Use. At Landlord’s request, Tenant shall, at no cost to Tenant, execute such instruments as may be reasonably necessary for such easements, dedications or restrictions. Tenant shall at all times, except in the case of emergencies, have the right to escort Landlord or its agents, representatives, contractors or guests while the same are in the Premises, provided such escort does not materially and adversely affect Xxxxxxxx’s access rights hereunder.
Subject to the terms of this Section 32, Landlord may from time to time during the Term, during regular business hours and/or otherwise at times mutually acceptable to Landlord and Tenant, conduct third party tours of the Premises (“Tours”), which Tours may be held with not less than 1 business day’s advance notice.
Subject to the terms of this Lease, including, without limitation, Tenant’s compliance with Section 12, Tenant, at Tenant’s sole cost and expense, shall have the right to install and maintain a Building access control system for the Premises, or security system serving the Premises (“Tenant’s Security System”), subject to the following conditions: (i) Tenant’s plans and specifications for the proposed location of Tenant’s Security System and Tenant’s protocol for the operation of Tenant’s Security System shall be subject to Landlord’s prior written approval, which approval will not be unreasonably withheld, conditioned or delayed; provided, however, that Tenant shall coordinate the installation and operation of Tenant’s Security System with Landlord to assure that Tenant’s Security System may be compatible with the Building’s systems and equipment and Tenant does not violate the reasonable privacy rights of any other occupants of the Project; (ii) Landlord shall be provided codes and/or access cards, as applicable, and means of immediate access to fully exercise all of its entry rights under the Lease with respect to the Premises; and (iii) Tenant shall be solely responsible, at Tenant’s sole cost and expense, for the monitoring, operation and removal of Tenant’s Security System. Upon the expiration or earlier termination of this Lease, unless otherwise approved by Landlord, Tenant shall remove Tenant’s Security System. All costs and expenses associated with the removal of Tenant’s Security System and the repair of any damage to the Premises and the Building resulting from the installation and/or removal of same shall be borne solely by Tenant.
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36. Limitation on Landlord’s Liability. NOTWITHSTANDING ANYTHING SET FORTH HEREIN OR IN ANY OTHER AGREEMENT BETWEEN LANDLORD AND TENANT TO THE CONTRARY: (A) LANDLORD SHALL NOT BE LIABLE TO TENANT OR ANY OTHER PERSON FOR (AND TENANT AND EACH SUCH OTHER PERSON ASSUME ALL RISK OF) LOSS, DAMAGE OR INJURY, WHETHER ACTUAL OR CONSEQUENTIAL TO: TENANT’S PERSONAL PROPERTY OF EVERY KIND AND DESCRIPTION, INCLUDING, WITHOUT LIMITATION TRADE FIXTURES, EQUIPMENT, INVENTORY, SCIENTIFIC RESEARCH, SCIENTIFIC EXPERIMENTS, LABORATORY ANIMALS, PRODUCT, SPECIMENS, SAMPLES, AND/OR SCIENTIFIC, BUSINESS, ACCOUNTING AND OTHER RECORDS OF EVERY KIND AND DESCRIPTION KEPT AT THE PREMISES AND ANY AND ALL INCOME DERIVED OR DERIVABLE THEREFROM; (B) THERE SHALL BE NO PERSONAL RECOURSE TO LANDLORD FOR ANY ACT OR OCCURRENCE IN, ON OR ABOUT THE PREMISES OR ARISING IN ANY WAY UNDER THIS LEASE OR ANY OTHER AGREEMENT BETWEEN LANDLORD AND TENANT WITH RESPECT TO THE SUBJECT MATTER HEREOF AND ANY LIABILITY OF LANDLORD HEREUNDER SHALL BE STRICTLY LIMITED SOLELY TO LANDLORD’S INTEREST IN THE PROJECT OR ANY PROCEEDS FROM SALE OR CONDEMNATION THEREOF AND ANY INSURANCE PROCEEDS PAYABLE IN RESPECT OF LANDLORD’S INTEREST IN THE PROJECT OR IN CONNECTION WITH ANY SUCH LOSS; AND (C) IN NO EVENT SHALL ANY PERSONAL LIABILITY BE ASSERTED AGAINST LANDLORD IN CONNECTION WITH THIS LEASE NOR SHALL ANY RECOURSE BE HAD TO ANY OTHER PROPERTY OR ASSETS OF LANDLORD OR ANY OF LANDLORD’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR CONTRACTORS. UNDER NO CIRCUMSTANCES SHALL LANDLORD OR ANY OF LANDLORD’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR CONTRACTORS BE LIABLE FOR INJURY TO TENANT’S BUSINESS OR FOR ANY LOSS OF INCOME OR PROFIT THEREFROM.
Tenant acknowledges and agrees that measures and/or services implemented at the Project, if any, intended to encourage social distancing, promote and protect health and physical well-being and/or intended to limit the spread of Infectious Conditions, may not prevent the spread of such Infectious Conditions. Neither Landlord nor any Landlord Indemnified Parties shall have any liability and Tenant waives any claims against Landlord and the Landlord Indemnified Parties with respect to any loss, damage or injury in connection with (x) the implementation, or failure of Landlord or any Landlord Indemnified Parties to implement, any measures and/or services at the Project intended to encourage social distancing, promote and protect health and physical well-being and/or intended to limit the spread of Infectious Conditions, or (y) the failure of any measures and/or services implemented at the Project, if any, to limit the spread of any Infections Conditions.
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Tenant shall have the non-exclusive right to display, at Tenant’s sole and cost and expense, (x) “eyebrow” signage bearing Tenant’s name and logo on the Building in the location and pursuant to the specifications designated on Exhibit I (“Tenant’s Eyebrow Signage”), and (y) signage bearing Tenant’s name and logo on the monument sign serving the Project in the location and pursuant to the specifications designated on Exhibit I (“Monument Sign”). Tenant acknowledges and agrees that Xxxxxx’s Eyebrow Signage and Tenant’s signage on the Monument Sign including, without limitation, the size, color and type, shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld, conditioned or delayed, and shall be subject to and in compliance with applicable Legal Requirements and Landlord’s Project standards. Tenant shall be responsible, at Tenant’s sole cost and expense, for the maintenance of Tenant’s Eyebrow Signage and Tenant’s signage on the Monument Sign, the removal of Tenant’s Eyebrow Signage and Tenant’s signage on the Monument Sign at the expiration or earlier termination of the Term and for the repair of all damage resulting from such removal.
(i) during any period of time that Tenant is in Default under any provision of this Lease; or
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(ii) if Tenant’s net worth, as determined in accordance with GAAP, has been materially adversely affected since the Commencement Date, as reasonably determined by Landlord; or
(iii) Tenant is not in occupancy of 100% of the then-existing Premises; or
(iv) if Tenant has been in Default under any provision of this Lease 3 or more times, whether or not the Defaults are cured, during the 12 month period prior to the date on which Xxxxxx seeks to exercise the Right of First Offer.
Upon the commencement of the Extension Term, Base Rent shall be payable at the Market Rate (as defined below). Base Rent shall thereafter be adjusted on each annual anniversary of the commencement of the Extension Term by a percentage as determined by Landlord and agreed to by Tenant at the time the Market Rate is determined. As used herein, “Market Rate” shall mean at Landlord’s option either (i) the rate that Landlord and affiliates of Landlord have accepted at Class A laboratory/office projects in the Sorrento Mesa submarket during the 12 month period prior to Tenant’s exercise of its Extension Right from non-equity (i.e., not being offered equity in the buildings) and nonaffiliated tenants of similar financial strength for space of comparable size and quality (including the Tenant Improvements, Alterations and other improvements) and floor height for a comparable term, with the determination of the Market Rate to take into account all relevant factors, including tenant inducements, views, available amenities (including, without limitation, the Project Amenities, if any, and the Regional Amenities (as defined in Section 41)), age of the Building, age of mechanical systems serving the Premises, parking costs, leasing commissions, allowances or concessions, if any, or (ii) the rate that comparable landlords of comparable buildings have accepted in current transactions from non-equity (i.e., not being offered equity in the buildings) and nonaffiliated tenants of similar financial strength for space of comparable size and quality (including the Tenant Improvements, Alterations and other improvements) and floor height in Class A laboratory/office buildings in the Xxxxxx Xxxxx submarket (including those owned by Landlord or affiliates of Landlord) for a comparable term, with the determination of the Market Rate to take into account all relevant factors, including tenant inducements, views, available amenities (including, without limitation, the Project Amenities, if any, and the Regional Amenities), age of the Building, age of mechanical systems serving the Premises, parking costs, leasing commissions, allowances or concessions, if any.
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If, on or before the date which is 240 days prior to the expiration of the Base Term of this Lease, Tenant has not agreed with Landlord’s determination of the Market Rate and the rent escalations during the Extension Term after negotiating in good faith, Tenant shall be deemed to have elected arbitration as described in Section 40(b). Xxxxxx acknowledges and agrees that, if Xxxxxx has elected to exercise the Extension Right by delivering notice to Landlord as required in this Section 40(a), Tenant shall have no right thereafter to rescind or elect not to extend the term of this Lease for the Extension Term.
(i) Within 10 business days of Tenant’s notice to Landlord of its election (or deemed election) to arbitrate Market Rate and escalations, each party shall deliver to the other a proposal containing the Market Rate and escalations that the submitting party believes to be correct (“Extension Proposal”). If either party fails to timely submit an Extension Proposal, the other party’s submitted proposal shall determine the Base Rent and escalations for the Extension Term. If both parties submit Extension Proposals, then Landlord and Tenant shall meet within 7 business days after delivery of the last Extension Proposal and make a good faith attempt to mutually appoint a single Arbitrator (and defined below) to determine the Market Rate and escalations. If Landlord and Xxxxxx are unable to agree upon a single Arbitrator, then each shall, by written notice delivered to the other within 10 days after the meeting, select an Arbitrator. If either party fails to timely give notice of its selection for an Arbitrator, the other party’s submitted proposal shall determine the Base Rent for the Extension Term. The 2 Arbitrators so appointed shall, within 5 business days after their appointment, appoint a third Arbitrator. If the 2 Arbitrators so selected cannot agree on the selection of the third Arbitrator within the time above specified, then either party, on behalf of both parties, may request such appointment of such third Arbitrator by application to any state court of general jurisdiction in the jurisdiction in which the Premises are located, upon 10 days prior written notice to the other party of such intent.
(ii) The decision of the Arbitrator(s) shall be made within 30 days after the appointment of a single Arbitrator or the third Arbitrator, as applicable. The decision of the single Arbitrator shall be final and binding upon the parties. The average of the two closest Arbitrators in a three Arbitrator panel shall be final and binding upon the parties. Each party shall pay the fees and expenses of the Arbitrator appointed by or on behalf of such party and the fees and expenses of the third Arbitrator shall be borne equally by both parties. If the Market Rate and escalations are not determined by the first day of the Extension Term, then Tenant shall pay Landlord Base Rent in an amount equal to the Base Rent in effect immediately prior to the Extension Term and increased by the Rent Adjustment Percentage until such determination is made. After the determination of the Market Rate and escalations, the parties shall make any necessary adjustments to such payments made by Tenant. Landlord and Tenant shall then execute an amendment recognizing the Market Rate and escalations for the Extension Term.
(iii) An “Arbitrator” shall be any person appointed by or on behalf of either party or appointed pursuant to the provisions hereof and: (i) shall be (A) a member of the American Institute of Real Estate Appraisers with not less than 10 years of experience in the appraisal of improved office and high tech industrial real estate in the greater San Diego metropolitan area, or (B) a licensed commercial real estate broker with not less than 15 years’ experience representing landlords and/or tenants in the leasing of high tech or life sciences space in the greater San Diego metropolitan area, (ii) devoting substantially all of their time to professional appraisal or brokerage work, as applicable, at the time of appointment and (iii) be in all respects impartial and disinterested.
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(i) during any period of time that Tenant is in Default under any provision of this Lease; or
(ii) Tenant is not in occupancy of 100% of the then-existing Premises; or
(iii) if Tenant has been in Default under any provision of this Lease 3 or more times, whether or not the Defaults are cured, during the 12 month period immediately prior to the date that Tenant intends to exercise the Extension Right, whether or not the Defaults are cured.
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Tenant shall be required to use the food service operator designated by The Alexandria Landlord at The Alexandria and the food service operator designated by the Tech Center Landlord at Tech Center Project (as applicable, the “Designated Food and Beverage Operator”) for any food and/or beverage service or catered events held by Tenant in The Alexandria Shared Conference Facilities or the Tech Center Shared Conference Facilities, as applicable. The Alexandria Landlord and the Tech Center Landlord have the right, in their sole and absolute discretion, to change the Designated Food and Beverage Operator at any time. Tenant may not use any vendors other than the Designated Food and Beverage Operator nor may Tenant supply its own food and/or beverages in connection with any food and/or beverage service or catered events held by Tenant in The Alexandria Shared Conference Facilities or the Tech Center Shared Conference Facilities.
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Tenant shall, at Tenant’s sole cost and expense, (i) be responsible for the set-up of The Alexandria Shared Conference Facilities or the Tech Center Shared Conference Facilities, as applicable, in connection with Tenant’s use (including, without limitation ensuring that Tenant has a sufficient number of chairs and tables and the appropriate equipment), and (ii) surrender The Alexandria Shared Conference Facilities and the Tech Center Shared Conference Facilities after each time that Tenant uses The Alexandria Shared Conference Facilities and the Tech Center Shared Conference Facilities free of Tenant’s personal property, in substantially the same set up and same condition as received, and free of any debris and trash. If Xxxxxx fails to restore and surrender The Alexandria Shared Conference Facilities and the Tech Center Shared Conference Facilities as required by sub-section (ii) of the immediately preceding sentence, such failure shall constitute a “Shared Facilities Default.” Each time that Landlord reasonably determines that Xxxxxx has committed a Shared Facilities Default, Tenant shall be required to pay Landlord a penalty within 5 days after notice from Landlord of such Shared Facilities Default. The penalty payable by Xxxxxx in connection with the first Shared Facilities Default shall be $200. The penalty payable shall increase by $50 for each subsequent Shared Facilities Default (for the avoidance of doubt, the penalty shall be $250 for the second Shared Facilities Default, shall be $300 for the third Shared Facilities Default, etc.). In addition to the foregoing, Tenant shall be responsible for reimbursing The Alexandria Landlord, the Tech Center Landlord or Landlord, as applicable, for all costs expended by The Alexandria Landlord, the Tech Center Landlord or Landlord, as applicable, in repairing any damage to The Alexandria Shared Conference Facilities, the Tech Center Shared Conference Facilities, the Alexandria Regional Amenities, The Alexandria, the Tech Center Amenities or the Tech Center Project caused by Tenant or any Tenant Related Party. The provisions of this Section 41(c) shall survive the expiration or earlier termination of this Lease.
Tenant acknowledges and agrees that The Alexandria Landlord and the Tech Center Landlord, shall have the right at any time and from time to time to reconfigure, relocate, modify or remove any of the Alexandria Regional Amenities at The Alexandria or the Tech Center Project, respectively, and/or to revise, expand or discontinue any of the services (if any) provided in connection with the Alexandria Regional Amenities.
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willful misconduct or gross negligence of any ARE Party. Tenant hereby agrees to indemnify, defend, and hold harmless the ARE Parties from any claim of damage to property or injury to person relating to, arising out of or in connection with (i) the use of the Alexandria Regional Amenities by Tenant or any Tenant Parties, and (ii) any entry by Xxxxxx and/or any Tenant Parties onto The Alexandria and/or the Tech Center Project, except to the extent caused by the willful misconduct or negligence of any ARE Party. The provisions of this Section 41 shall survive the expiration or earlier termination of this Lease.
Xxxxxxxx agrees to hold the financial statements and other financial information provided under this section in confidence using at least the same degree of care that Xxxxxxxx uses to protect its own confidential information of a similar nature; provided, however, that Landlord may disclose such information to Landlord’s auditors, attorneys, consultants, lenders, affiliates, prospective purchasers and investors and other third parties as reasonably required in the ordinary course of Landlord’s operations, provided that Landlord shall request that such parties treat the information as confidential. The obligations of confidentiality hereunder shall not apply to information that was in the public domain at the time it was disclosed to Landlord, entered into the public domain subsequent to the time it was disclosed to Landlord through no fault of Landlord, or was disclosed by Xxxxxx to a third party without any confidentiality restrictions. In addition, Landlord may disclose such information without violating this section to the extent that disclosure is reasonably necessary (x) for Landlord to enforce its rights or defend itself under this Lease; (y) for required submissions to any state or federal regulatory body; or (z) for compliance with a valid order of a court or other governmental body having jurisdiction, or any law, statute, or regulation, provided that, other than in an emergency, before disclosing such information, Landlord shall give Tenant 5 business days’ prior notice of the same to allow Tenant to obtain a protective order or such other judicial relief.
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(i) Time. Time is of the essence as to the performance of Tenant’s obligations under this Lease.
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(l) Entire Agreement. This Lease, including the exhibits attached hereto, constitutes the entire agreement between Landlord and Tenant pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, letters of intent, negotiations and discussions, whether oral or written, of the parties, and there are no warranties, representations or other agreements, express or implied, made to either party by the other party in connection with the subject matter hereof except as specifically set forth herein.
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connection with Tenant’s installation, maintenance, repair and operation of such EV Stations, which may include, without limitation, the charge to Tenant of a reasonable monthly rental amount for the parking spaces used by Tenant for such EV Stations, Landlord’s designation of the location of Tenant’s EV Stations, and Tenant’s payment of all costs whether incurred by Landlord or Tenant in connection with the installation, maintenance, repair and operation of each Tenant’s EV Station(s). Nothing contained in this paragraph is intended to increase the number of parking spaces which Tenant is otherwise entitled to use at the Project under Section 10 of this Lease nor impose any additional obligations on Landlord with respect to Tenant’s parking rights at the Project.
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employees use the Shuttle Services, commencing on later to occur of (x) the Shuttle Services Commencement Date, or the Commencement Date, through the earlier of the expiration of the Term or the date that Landlord permanently ceases to provide Shuttle Service, Operating Expenses shall include the cost of provision the Shuttle Service (the “Shuttle Service Costs”). Tenant acknowledges and agrees that Landlord has not made any representations or warranties regarding the commencement or continued availability of the Shuttle Service and that Tenant is not entering into this Lease with an expectation that the Shuttle Service shall commence or continue to be available to Tenant throughout the Term.
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IN WITNESS WHEREOF, Xxxxxxxx and Xxxxxx have executed this Lease as of the day and year first above written.
TENANT: | ||
a Delaware corporation | ||
By: | /s/ Xxx Xxxx | |
Its: CEO | ||
LANDLORD: | ||
ARE-SD REGION NO. 66, LLC, | ||
a Delaware limited liability company | ||
By: | ARE SD Region No. 66 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/ Xxxx Xxxx | |
Its: Executive Vice President RE Legal Affairs |
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EXHIBIT A TO LEASE
DESCRIPTION OF PREMISES
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EXHIBIT B TO LEASE
DESCRIPTION OF PROJECT
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EXHIBIT C TO LEASE
WORK LETTER
THIS WORK LETTER dated December 16, 2020 (this “Work Letter”) is made and entered into by and between ARE-SD REGION NO. 66, LLC, a Delaware limited liability company (“Landlord”), and RAYZEBIO, INC., a Delaware corporation, and is attached to and made a part of the Lease Agreement dated December 16, 2020 (the “Lease”), by and between Landlord and Tenant. Any initially capitalized terms used but not defined herein shall have the meanings given them in the Lease.
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Design, and (v) the work of constructing the items identified on the “Project Responsibility Matrix” attached hereto as Schedule 6 as “Provided by Landlord at Landlord Cost.” The design of the Core & Shell shall be generally consistent with the Core & Shell Basis of Design; provided, however, that Tenant acknowledges that Landlord may make changes to the Core & Shell, as determined by Landlord in its sole and absolute discretion. Tenant shall have no right to request any changes to the Core & Shell.
The reference in the Responsibility Matrix to (x) “Provided by Landlord as part of Core & Shell” refers to work that will be paid for by Landlord with respect to the Core & Shell, (y) “Provided by Landlord at part of the Tenant Improvements” refers to Tenant Improvement work that will be paid for by Landlord with respect to the Tenant Improvements, and (iii) “Provided by Tenant at Tenant’s Cost” refers to Tenant Improvement work that will be paid for out-of-pocket by Xxxxxx.
Tenant shall be solely responsible for ensuring that the design and specifications for Landlord’s Work are consistent with Tenant’s requirements. Landlord shall be responsible for obtaining all permits, approvals and entitlements necessary for Landlord’s Work, but shall have no obligation to, and shall not, secure any permits, approvals or entitlements related to Tenant’s specific use of the Premises or Tenant’s business operations therein. This includes securing county approval of San Diego Regional Hazardous Material Questionnaire which Tenant shall be required to obtain.
(e) Delivery of the Premises. When Landlord’s Work is Substantially Complete, subject to the remaining terms and provisions of this Section 3(e), Tenant shall accept the Premises. Tenant’s taking possession and acceptance of the Premises shall not constitute a waiver of: (i) any warranty with respect to workmanship (including installation of equipment) or material (exclusive of equipment provided directly by manufacturers) with respect to the Premises, (ii) any non-compliance of Landlord’s Work with applicable Legal Requirements with respect to the Premises, or (iii) any claim that Landlord’s Work in the Premises
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was not completed substantially in accordance with the TI Construction Drawings (subject to Minor Variations and such other changes as are permitted hereunder) (collectively, a “Construction Defect”). Tenant shall have one year after Substantial Completion within which to notify Landlord of any such Construction Defect discovered by Tenant in the Premises, and Landlord shall use reasonable efforts to remedy or cause the responsible contractor to remedy any such Construction Defect within 30 days thereafter. Notwithstanding the foregoing, Landlord shall not be in default under the Lease if the applicable contractor, despite Landlord’s reasonable efforts, fails to remedy such Construction Defect within such 30-day period. If the contractor fails to remedy such Construction Defect within a reasonable time, Landlord shall use its reasonable efforts to remedy the Construction Defect within a reasonable period.
Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer’s equipment warranties relating to equipment installed in the Premises. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be paid for by Tenant. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.
(i) Tenant’s Representative was not available to give or receive any Communication or to take any other action required to be taken by Tenant hereunder within 1 business after written notice from Landlord;
(ii) Tenant’s request for Change Requests (as defined in Section 4(a) below) whether or not any such Change Requests are actually performed;
(iii) Construction of any Change Requests;
(iv) Xxxxxx’s request for materials, finishes or installations requiring unusually long lead times, provided that promptly after Xxxxxxxx learns of such long lead times, Landlord informs Xxxxxx that the requested items will require unusually long lead times;
(v) Tenant’s delay in reviewing, revising or approving plans and specifications beyond the periods set forth herein;
(vi) Tenant’s delay in providing information requested by Landlord from Tenant that is critical to the normal progression of the Project. Tenant shall provide such information as soon as reasonably possible, but in no event longer than one week after receipt of any request for such information from Landlord;
(vii) Tenant’s delay in making payments to Landlord for Excess TI Costs (as defined in Section 5(b) below); or
(viii) Any other act or omission by Tenant or any Tenant Party (as defined in the Lease), or persons employed by any of such persons.
If Delivery is delayed for any of the foregoing reasons, then Landlord shall cause the TI Architect to certify the date on which the Tenant Improvements would have been Substantially Completed but for such Tenant Delay and such certified date shall be the date of Delivery.
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(a) Tenant’s Request For Changes. If Tenant shall request changes to the Tenant Improvements (“Changes”), Tenant shall request such Changes by notifying Landlord in writing in substantially the same form as the AIA standard change order form (a “Change Request”), which Change Request shall detail the nature and extent of any such Change. Such Change Request must be signed by Xxxxxx’s Representative. Landlord shall, before proceeding with any Change, use commercially reasonable efforts to respond to Tenant as soon as is reasonably possible with an estimate of: (i) the time it will take, and (ii) the architectural and engineering fees and costs that will be incurred, to analyze such Change Request (which costs shall be paid for by Tenant to the extent actually incurred, whether or not such change is implemented). Landlord shall thereafter submit to Tenant in writing, within 5 business days of receipt of the Change Request (or such longer period of time as is reasonably required depending on the extent of the Change Request), an analysis of the additional cost or savings involved, including, without limitation, architectural and engineering costs and the period of time, if any, that the Change will extend the date on which Landlord’s Work will be Substantially Complete. Any such delay in the completion of Landlord’s Work caused by a Change, including any suspension of Landlord’s Work while any such Change is being evaluated and/or designed, shall be Tenant Delay.
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6. Tenant Access.
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Schedule 1
Space Plans
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Schedule 2
TI Specifications
ARCHITECTURAL BASIS OF DESIGN
1. |
a. | Design and construction shall conform to all Federal, State and Local building codes and ordinances to include but not limited to the most current version of the following documents: |
CA Mechanical Code
CA Plumbing Code
CA Building Code
CA Fire Code
Local Fire Department Regulations
National Fire Protection Association
2. |
a. | Interior Partitions: |
i. | 3-5/8” metal studs typical, gauge and spacing as required by code, with 5/8” type X gypsum board. |
ii. | Mold and mildew resistant gypsum board shall be provided at all wet walls and in the Vivarium |
iii. | Standard interior partitions penetrate ceiling |
iv. | Full height partitions to underside of structure where sound/security/rating requirements occur |
v. | Fire rated assemblies, full height, tunnel and shaft wall construction per code |
vi. | Flat strap backing required in any walls where casework, appliances, equipment or fixtures will be mounted |
vii. | Coordination with structural engineer will be required for any specialty requirements with heavy loads and tall walls exceeding max height requirements for 3-5/8” studs. |
viii. | Drywall finish shall be level 4 at all areas. Level 5 required at any walls where wall coverings to be installed. |
b. |
i. | Sound attenuation blankets to fit width of walls at all Offices, Conference Rooms, Restrooms, Vivarium Areas. |
ii. | R-19 insulation shall be provided at exterior walls |
3. | DOORS, FRAMES & HARDWARE |
a. | Offices/ General Use Areas: |
i. | Interior conference and office assemblies to be 3’ x 8’-10” minimum wood stained doors and side lites with aluminum knockdown frames by Xxxxxx Partitions or equivalent |
ii. | Restroom doors to be 3’x8’-10” wood stain doors with aluminum knockdown frames by Xxxxxx Partitions or equivalent |
iii. | Lever style, heavy duty, satin aluminum hardware with components and ratings per code |
iv. | Keying to be compatible with Landlord’s master system |
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b. | Lab/ Lab Support/ Equipment/ Storage Areas: |
i. | Door Assemblies are 3’ x 8’-10” or pairs of wood stained doors with vision lites and/or side lites with aluminum knockdown frames by Xxxxxx Partitions or equivalent |
ii. | Lever style, heavy duty, satin aluminum cylindrical passage lockset hardware with components and ratings per code |
iii. | Include components and ratings as required by code |
iv. | Keying to be compatible with Landlord’s master system |
c. | Vivarium (See also Vivarium BOD) |
i. | Hollow metal doors with fully welded hollow metal frames |
4. |
a. |
i. | T-Bar suspension installation per code |
ii. | Utilize Seismic clips at perimeter of T-bar in lieu of 2” wall angle |
b. | Open Office, Break Room |
i. | Exposed to structure |
c. | Private Office Areas |
i. | Ceiling height to be 10’-0” unless existing condition prohibits |
ii. | USG XL 2’ x 2’, 15/16” exposed T-Grid, white |
iii. | USG or equivalent 2’ x 2’ acoustic tile, Orion 75 with beveled tegular edge, white |
d. | Lab Areas |
i. | Ceiling height to be 9’-0” |
ii. | Xxxxxxxxx XL 2’ x 4’, 15/16” exposed T-grid, white |
iii. | Xxxxxxxxx or equivalent 2’ x 4’ vinyl clad, white |
e. | Lab Support/Equipment and Storage Areas |
x. | Xxxxxxxxx XL 2’ x 4’, 15/16” exposed T-grid, white |
ii. | Xxxxxxxxx or equivalent 2’ x 4’ vinyl clad, white |
f. | Vivarium (See also Vivarium BOD) |
i. | Ceiling height to be 9’-0” |
ii. | Epoxy-painted suspended 5/8” gypsum board over metal stud ceiling joists |
5. | WINDOW COVERINGS |
a. | MechoShade Systems or Equal roller shades, manual controls |
b. | Blinds for upper windows in high bay open area to be motorized |
6. | CABINETRY |
a. | Architectural Millwork |
i. | Construction designation APA C-D plugged with exterior glue, 3/4” thick or 3/4” high-pressure particle board for break rooms, copy/work rooms and conference rooms |
ii. | Countertops shall be of a solid surface material |
iii. | Concealed euro style hinges |
iv. | Adjustable shelf standards |
v. | Stainless steel Bar pulls and/or 4mm wire pulls |
vi. | Full extension, heavy-duty drawer slides |
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b. | Lab Casework |
i. | Metal or plastic laminate with phenolic resin countertops |
7. |
a. | Office and Admin Areas |
i. | Monterey or equal, overview multi-level loop pattern with 4” rubber base at offices, conference rooms, under systems furniture |
ii. | Polished and sealed concrete, elsewhere. |
b. | Lab/ Lab Support/ Equipment/ Storage Areas |
i. | Vinyl Composition Tile, Xxxxxxxxx or equivalent, 12” x12” x 1/8” with 4” rubber coved base; Moisture barrier, as required |
c. | Vivarium (See also Vivarium BOD) |
i. | Sheet Vinyl flooring with cove base |
d. | Shipping/Receiving |
i. | Sealed concrete with 4” rubber base |
e. | Lobby Entry and Break Area |
i. | Polished and sealed concrete |
8. |
a. | Floors and wet walls to be finished with porcelain tile (full height on wet walls) |
b. | Vinyl wall covering or paint above tile and on non-wet walls. |
x. | Xxxxx slab countertops with full coverage laminate aprons. |
d. | Stainless steel or plastic laminate full height toilet partitions |
e. | Stainless steel Bobrick accessories |
f. | Drywall ceilings with recessed lights and cove lighting above toilets, urinals and mirrors |
9. |
a. | A maximum of (8) 8’ assumed in project, refurbished units in good working and cosmetic condition to be utilized if available |
i. | Fume Hood Requirements: |
1. | 36” deep minimum CAV hoods |
2. | N2, AIR, VAC – both sides |
3. | ICW & Cup sink one side |
4. | Combo sash |
5. | Lattice rods |
6. | 3” grommets at both sides |
7. | (2) duplexes – both sides (with extra power at vac pump cabinets below) |
8. | Vacuum Pump Cabinet with fan, power and exhaust |
9. | (2) Flammable Cabinets |
b. | Autoclave with point of use boiler in good working and cosmetic condition |
c. | (2) under counter glass wash units with DI rinse |
d. | All other equipment, including non-ducted bio safety cabinets, to be provided by Xxxxxx |
e. | Break room equipment: dishwasher, (2) refrigerators, garbage disposal, and hands-free faucet |
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10. | FIRE PROTECTION |
a. | Fire Sprinklers |
i. | Spacing and number of heads to comply with recommendations of NFPA 13 for type of occupancy |
b. | Fire Extinguishers |
i. | Semi recessed aluminum cabinets. Quantity and type as required by code. |
c. | Fire Alarm |
i. | All devices required by code |
END OF SECTION
STRUCTURAL BASIS OF DESIGN
12/10/2020
0000 Xxxxxxxxx Xxxxx CP-3
CEI Project #: 200559
43. |
(a) | 3.1 PROJECT OVERVIEW |
The project consists of full exterior and interior renovation of the existing building and site, with the emphasis on turning the existing Office use into Life Science use. The existing building is steel framed with a ground level partial subterranean pre-cast concrete framed basement. A new three-story atrium will be provided between the buildings.
(b) | 3.2 GRAVITY SYSTEM |
The existing building is a three-story steel-framed moment frame structure over a single level of partial subterranean parking. An existing seismic joint occurs between the north and south portions of the building, which is located on the east side along the south side of the core stair. The existing first-floor level is framed with 20 inch deep pre-cast concrete double tees supported by pre-cast concrete girders and perimeter masonry bearing walls.
The existing second and third-floor framing consists of 3 inch composite deck with 2-1/2 inch thick concrete topping which act compositely with wide flange beams through the use of shear studs. The original specified design live load for all floors is 50 PSF plus a 20 PSF partition load, for a total design live load of 70 PSF.
The existing roof framing consists of a 3 inch composite deck with 2-1/2 inch thick concrete topping which act compositely with wide flange beams through the use of shear studs. The original specified design live load is 20 PSF partition load.
A computer model analysis of the second and third floor framing was performed and it was determined that the existing floor has the capacity to support at least 125 PSF within the typical framed areas (structural bays are 20’ wide by 38’ to 42’ long).
Regarding the first-floor live load, CEI was not able to model and analyze the floor framing as the pre-cast members were a design-build delivery by True Span. We can only assume that they were designed for 50 PSF live load plus 20 PSF partition load as specified on the record drawings. CEI would have to obtain the shop drawings to make any further determination on the actual live load capacity for the double tees.
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A new atrium structure will be centered between the two buildings. The west side of the atrium will contain conference huddle rooms at each floor level, steel framed and aligned with the existing building floors. Seismic joints will occur at the 3 sides of these huddle room where adjacent to the existing floor. The east side of the atrium will have a pedestrian bridge at the second and third floor connected to the south existing building. A seismic joint will occur at the north end of the bridge. New steel framed exit stairs in the lobby will occur at the south east side of the pedestrian bridge. The stair will extend from the first floor to the third floor. The new floors at the atrium areas will consist of 3 inch deep metal deck with 2 1/2 inch light weight concrete topping.
Roof construction for the atrium will consist of 3 inch steel deck supported by steel beams. The roof will be support on posts extended from the top of the existing building columns with slide bearing connections.
(c) | 3.3 LATERAL FORCE RESISTING SYSTEM |
The existing lateral force resisting system consists of the floor and roof systems acting as horizontal diaphragms which transfer lateral forces to the vertical elements of the lateral force resisting system which consist of steel moment frames. We anticipate that the proposed improvements will not require seismic upgrade to the existing lateral force resisting system.
The atrium roof will consist of a stand-alone structure with braced frames providing lateral resistance. The braced frames will be buckling-restrained braced frames. Seismic joints will be required at the perimeter of the atrium framing.
(d) | 3.4 FOUNDATION SYSTEM |
The existing foundation system consists of slab on grade with conventional foundations. Atrium structure foundations will consist of spread footings with micropiles. Concrete tie beams will be spanning between the spread footings.
(e) | 3.5 SITE STRUCTURES |
Site renovations will include a new generator enclosure and transformer pad. The generator enclosure will consist of slab-on-grade or mat foundations with perimeter CMU walls.
(f) |
(g) |
Additional miscellaneous steel to be provided to frame out new floor and roof openings, to in-fill existing floor and roof openings where required, and framing supports for new roof mounted equipment.
(h) | 3.4 FOUNDATION SYSTEM |
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The improvements will be based on the requirements of the 2018 International Building Code (IBC), 2019 California Building Code (CBC), and the recommendations of Xxxxxxx Engineers.
a. | Seismic loads will be calculated in conformance with Code established parameters. Project specific variables to be considered in the calculation of seismic which can be established at this time are the level of seismicity of the site, and the Site (Soil) Classification. |
• Risk Category |
II | |
• Spectral Acceleration |
SS = 1.055 | |
S1 = 0.374 | ||
• Site Class |
D | |
• Site Coefficient |
Fa = 1.078 | |
Fv = 1.926 | ||
• Seismic Design Category |
D | |
• Component Importance Factor |
Ip = 1.0 |
(i) |
1. | As-built structural information has not been provided for the site. In lieu of existing documents, structural observations have been done of the building with exterior and interiors demolished. Testing of building materials have also been performed. |
2. | We assume any vibration sensitive equipment would be limited to on-grade areas and a vibration analysis beyond the minimum code level will not be required. |
MECHANICAL BOD
A. | GENERAL: |
1. | All work shall be in conformance with current applicable codes, standards and references as adopted by the authorities having jurisdiction including, but not limited to: |
a. | California Building Code (CBC) |
b. | California Mechanical Code (CMC) |
c. | California Plumbing Code (CPC) |
d. | California Fire Code (CFC) |
e. | California Code of Regulations (CCR) – Title 24 |
f. | Applicable local codes and ordinances. |
B. |
1. | Summer-Winter HVAC for laboratory, office and ancillary support areas. |
2. | Building mechanical air exhaust systems for all laboratories. |
3. | Building mechanical air exhaust systems for all spaces requiring general exhaust. |
4. | Specialty exhaust systems to handle fumes from the laboratory fume hoods as necessary. |
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C. | MECHANICAL SYSTEMS: |
1. | Lab Areas |
a. | 3rd floor labs: New 100% outside air, packaged DX rooftop air conditioners with hot water heating coils, CAV boxes with hot water reheat coils, hot water piping, supply air ducts, diffusers, BMS controls, testing and balancing. |
b. | New rooftop utility set exhaust fans, exhaust CAV boxes for general exhaust, constant volume venturi valves for fume hoods, exhaust air ducts, diffusers, BMS controls, testing and balancing. |
2. | Office Areas |
a. | Office Areas: Variable Refrigerant Flow DX Systems, supply and return ductwork, refrigerant piping, diffusers, thermostat installation, testing and balancing. |
b. | One separate VRF system will serve each office area (2-total). |
D. |
1. | Outdoor design conditions: |
a. Summer: |
91°F DB, 72°F WB | |
17°F DB outdoor daily range | ||
b. Winter: |
32°F DB |
2. | Indoor design conditions: |
a. Laboratory: |
72°F DB ±2°F DB | |
≤60% XX | ||
x. Office: |
74°F ±2°F DB | |
No Humidity Control |
3. | Air Change Rate: |
a. | The air change rate in the lab areas will be at least 10 air changes per hour, based on 9 ft ceiling height. This air change rate may be higher due to the quantity of fume hoods or equipment cooling loads. |
b. | The air change rate in the office areas will be dictated by loads. |
4. | Noise Level: |
a. | All lab areas will be designed for a maximum noise level of NC-55, office areas will be designed for NC-35 and conference rooms will be designed for NC-30. |
E. |
1. | 100% OSA packaged DX air conditioners: Horizontal draw thru unit(s) complete with pre-filters, final filters, heating coil, cooling coil and centrifugal plenum fans. |
2. | Variable refrigerant flow (VRF) systems: Outdoor Condensing Units with condenser coils, compressors, AC inverter. Indoor Heat Recovery Units. Indoor Fan Coil Units with evaporator coils, filters, fans. |
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3. | Building Exhaust Fans: |
a. | Labs: S.I.S.W. arrangement 10 centrifugal exhaust fans with BI centrifugal wheel or Class I airfoil wheel. |
b. | General: Roof mounted downblast centrifugal fans. |
4. | Diffusers and Return Air Grilles: |
a. | Flush with ceiling, modular, perforated type. |
5. | Fire/Smoke Dampers: |
a. | Damper and actuator assembly approved by UL555S testing. Actuator outside of airstream. Rated per wall rating required. |
F. | MATERIALS: |
1. | Ductwork: |
a. | Ductwork will be fabricated from zinc coated sheet metal steel conforming in construction and weight to the ASHRAE and SMACNA Guide, latest Edition. All concealed indoor supply and return air ducts shall be insulated with R-4.2 minimum foil-faced fiberglass insulation. Outdoor supply and return air ducts shall be insulated with R-8 minimum foil-faced fiberglass insulation. |
b. | Distribution ductwork downstream of main ducts shall be rectangular ducts of galvanized steel or pre-fabricated spiral lock-seam ducts and fittings. |
c. | Final connection to ceiling diffusers and return air grilles in the office and common areas shall be made with a flexible duct. |
2. | Specialty Exhaust Ductwork: |
a. | Exhaust ductwork not exposed to high concentrations of chemicals will be constructed of galvanized steel. |
b. | Fume hood exhaust ductwork will be constructed of 304 stainless steel from fume hood to main exhaust duct. |
3. | Vibration Isolation: |
a. | Spring isolators will be provided internally to isolate fans in air handling units and larger DX units. Smaller DX units to be provided with vibration isolation curbs as necessary. Spring hangers to be provided for VRF fan coil units. |
4. | Piping: |
a. | Heating Hot Water: Type “L” Copper tube pipe and wrought copper fittings up to 2” in diameter, Schedule 40 black steel pipe and fittings above 2” in diameter. |
b. | Necessary valves and other piping accessories will be provided where required for system control. |
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c. | Hot water piping will be insulated with heavy density fiberglass with vapor barrier jacket. Exposed and insulated piping will be jacketed with aluminum. Per 2016 Title 24 Code: Minimum 1” thick for heating hot water piping below 1” in diameter. Minimum 1.5” thick for heating hot water piping above 1” in diameter. |
5. | HVAC Controls (BMS): |
a. | All control points from new equipment will be integrated into the BMS system via bacnet. The BMS will automatically start the systems and provide the necessary control, monitoring, alarms and trending required for energy management. |
END OF SECTION
PLUMBING BOD
A. | GENERAL: |
1. | The Plumbing Systems shall be designed in accordance with the latest of listed applicable codes, standards, and authorities having jurisdiction, including, but not limited to: |
a. | 2019 California Plumbing Code |
b. | 2019 California Building Code |
c. | 2019 California Mechanical Code |
d. | 2019 California Fire Code |
e. | Fire Department Regulations |
f. | Applicable local codes and ordinances |
B. | SYSTEM REQUIREMENTS: |
1. | Domestic Cold Water (DCW): Domestic Cold Water (DCW) shall be provided from 1-1/2” future connection from building shell utilities. The DCW shall serve emergency eyewash’s, emergency eyewash/showers, breakroom sinks, and kitchen appliances. Emergency showers and eyewash shall be supplied with cold water only. |
2. | Domestic Hot Water (DHW) shall be provided from 1” future DHW and 3⁄4” DHWR connection from building shell utilities. The DHW shall serve breakroom sinks, and kitchen appliances. |
3. | Industrial Cold Water (ICW) shall be provided from 1-1/2” future connection from building shell utilities. The ICW shall serve lab sink faucets, scullery sink and autoclave. |
4. | Industrial Hot Water (IHW) shall be provided from 1-1/2” future and 3⁄4” IHWR connection from building shell utilities. The IHW shall serve lab sink faucets, scullery sink and autoclave. |
5. | Deionized Water (DI): The DI system shall be provided from 2” future supply and return connection from building shell utilities. The Di water shall serve faucets at lab sinks, scullery sink and autoclave and glass-wash units. |
6. | Sanitary Waste (SW): Sanitary waste shall be provided from 4” future waste and 2” vent connection from building shell utilities. The sanitary waste and vent shall serve breakroom sinks. |
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7. | Industrial Waste (IW): Industrial waste shall be provided from 4” future waste and 3” vent connection from building shell utilities. The industrial waste shall serve lab sinks, scullery sink and floor sink for autoclave. |
8. | Natural Gas: Natural gas will not be provided. |
9. | Storm Drain (SD): Existing storm drain system supporting existing roof drains and deck drains shall remain as-is. Modifications will be made only if needed. |
10. | Condensate (CD): The condensate system shall connect to new mechanical equipment and routed to an approved receptor. |
11. | Compressed Laboratory Air (CA): The CA system shall be provided from 1” future connection from building shell utilities. The CA shall serve lab bench turrets, wall turrets, fume hoods, bio safety cabinets, autoclave, and misc. equipment. |
12. | Vacuum (VAC): VAC system shall be provided from 1-1/2” future connection from building shell utilities. The VAC shall serve lab bench turrets, wall turrets, bio safety cabinets, and misc. equipment. |
13. | Nitrogen (N2): N2 system shall be provided from 1” future connection from building shell utilities. The N2 shall serve lab bench turrets, wall turrets, fume hoods, bio safety cabinets, autoclave, and misc. equipment. |
14. | Specialty gas (SG): Such as Argon, and CO2 are not included at this time. However, if required in future will be piped from cylinders located within the plumbing equipment room at required lab space. |
C. |
1. | Vacuum (VAC): Outlets shall be sized at approximately 21” Hg and 1 CFM per outlet. A usage (percentage) factor shall be utilized in determining pipe sizing based on the total number of outlets and connected equipment loads. |
Laboratory outlets diversity factor:
a. 1-10 = 100%
b. 11-30 = 80%
c. 31-60 = 60%
d. 61-200 = 50%
2. | Compressed Laboratory Air (CA): Oil-free, 100 psig stored in dry air receiver; air shall be dried to a dewpoint of -40°F and filtered through a 0.3 micron rated filter. The air shall be regulated to 90 psig and sized for 1 CFM per outlet. A usage (percentage) factor shall be utilized in determining equipment and pipe sizing based on the total number of outlets and connected equipment loads. |
Laboratory outlets diversity factor:
a. 1-10 = 100%
b. 11-30 = 80%
c. 31-80 = 60%
d. 81-200 = 50%
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3. | Nitrogen (N2) Served by a bulk tank and vaporizer (provided by others). N2 shall be regulated to 90 psi and sized for 1 CFM per outlet. A usage (percentage) factor shall be utilized in determining pipe sizing based on the total number of outlets and connected equipment loads. |
Laboratory outlets diversity factor:
a. 1-10 = 100%
b. 11-30 = 80%
c. 31-80 = 60%
d. 81-200 = 50%
4. | Deionized Water (DI): The piping system shall be sized for 1 gallon per minute (GPM) of flow at each faucet and for maximum demand of each equipment item. A usage (percentage) factor shall be utilized in determining equipment and pipe sizing based on the total number of outlets and connected equipment loads. The piping system shall be drainable. |
Laboratory outlets diversity factor:
a. 1-10 = 100%
b. 11-30 = 80%
c. 31-80 = 60%
d. 81-200 = 50%
5. | Domestic and Industrial Water: The piping system shall be sized for maximum velocity of 8.0 feet per second on the cold water and 5.0 feet per second on the hot water piping as per Appendix A of the 2019 CPC. |
6. | Sanitary and Industrial Waste/Vent: The piping system will be sized per Section 7 of the 2019 CPC. |
D. |
1. |
2. | Hot and Cold-Water Piping: Type ‘L’ hard-drawn copper and wrought copper fittings. Joints shall be lead-free solder or Pro-Press. All hot water supply piping shall be insulated with not less than the diameter of the pipe up to 2”. Larger pipe shall be 2” insulation per Section 609.11 of the 2019 CPC. |
3. | Condensate Drain Piping: Type ‘M’ copper tube and wrought copper fittings. Joints shall be lead free solder, or Pro-Press. |
4. |
5. |
6. |
7. | Vacuum Piping: Type ‘L’ hard-drawn copper tubing with wrought copper fittings. Joints shall be lead free solder or Pro-Press. |
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8. | Deionized Water Piping: Pigmented polypropylene piping with socket fusion welded fittings. |
E. |
1. | Lab Sinks |
2. | Lab Faucets: Watersaver L412BH |
3. | DI Faucets: Watersaver L7853SE-LE |
4. | Scullery sink: Just NSFB-242-24RL-14/8 |
5. | Scullery sink faucets: Chicago 445L12E1 wall mounted faucet (2) |
6. | Breakroom sink: Elkay ELUHAD211550 Undermount ADA Compliant |
7. | Breakroom sink Faucet: Hands-free faucet, specification TBD. |
8. | Garbage Disposal: ISE Badger-5 |
9. | Icemaker box: IPS AB9700-HA |
10. | Single wall Turrets: Watersaver L880FT-325 |
11. | Double wall Turrets: Watersaver L2880-141FT |
12. | Double bench Turrets: Watersaver L4200-132WSA |
13. | Emergency Eyewash: Watersaver Pulldown EW-849 |
14. | Emergency Eyewash/Shower: Recessed Guardian GBF-2150 |
15. | Floor sinks: Xxxxx XX-750 10” deep, porcelain enamel coated interior. |
F. |
1. None.
ELECTRICAL BOD
1.1 | 5505 Xxxxxxxxx Drive – Xxxxxxxx XX |
1.1.1 |
A. |
1. |
a. | Provide new SDGE service of 3000A 480Y/277V 3 phase 4 wire in shell portion of project. |
b. | Suite shall be provided with 600A 480Y/277V 3 phase 4 wire normal power feed. |
c. | Contractor shall coordinate with electrical engineer to provide complete short circuit, coordination and Arc Flash report for existing switchgear. |
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2. | Emergency/Standby Power |
a. | Provide new 500kw emergency power system consisting of a diesel fueled emergency generator in shell portion of project. Tenant space shall be provided with emergency distribution system to include panelboards and transformers that allow the tenant to have 5w/sqft. |
b. | The following systems and equipment should be supplied with emergency/standby power based upon Code requirements: |
• | Emergency and exit lighting (if not supplied with internal batteries) |
• | Ventilation systems serving Group H-3 occupancies |
• | Fire/smoke dampers |
• | Fire Alarm system |
• | Smoke Evac System |
• | Emergency Lighting systems |
c. | The following processes and equipment should be provided by emergency/standby power: |
• | Building Management System (BMS) |
• | Specialty lab equipment designated by tenant |
• | Fume hood and vivarium exhaust system equipment |
• | Miscellaneous Equipment(as identified on equipment list) |
• | Uninterruptible Power System (UPS) |
3. | Uninterruptible Power Systems (UPS) |
a. | Essential production control systems and equipment shall be provided with a centralized uninterruptible power system if required by landlord or tenants. |
4. | Distribution Equipment – All New Buildings. |
a. | Panelboards |
• | Panelboards for lighting and mechanical shall be 480Y/277V 3j 4W or 208Y/120V 3j 4W and shall be located in electrical equipment rooms or flush in new walls. All new panelboards shall be rated for calculated fault current ratings. |
• | All panelboards shall have bolt-on circuit breakers, 42-pole space, bus ratings (as indicated on the panel schedules), copper bussing, and shall be either surface or flush mounted (as indicated on plans). |
• | Panelboards shall be provided with a copper ground bus. All new 208Y/120V 3j 4W panelboards shall be provided with 200% rated neutral bus. |
b. | Feeders |
• | Feeders shall be copper conductors (Type THHN or THWN) routed in electrometallic tubing (EMT), polyvinylchloride (PVC) conduit, or rigid galvanized steel (RGS) conduit. EMT shall be used in all indoor, concealed locations where the feeder is protected from damage or weather. RGS conduit shall be used in exterior applications or where the conduit may be exposed to physical damage. PVC shall be used for all below-grade applications. |
• | Feeders shall be sized according to the singleline diagram in the construction documents. |
• | Feeders shall be rack-mounted in accessible ceiling spaces or routed below grade under the slab. |
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5. | Branch Circuitry – All New Buildings |
a. | Conduit and Wire |
• | Branch circuits for all lighting, power circuits serving convenience outlets, control power, etc. shall be nominally sized as 120V/277v 20A. |
• | Branch circuits may be increased in size for specific loads or as necessary to prevent excessive voltage drop on longer circuits. |
• | MC cable to be provided as needed for concealed wall wiring, and other approved locations. |
6. |
a. | Electrical devices including (receptacles and switches) shall be rated according to the load served. |
b. | Electrical devices shall be white in color with white thermoplastic cover plates. |
c. | Exterior of cover plates for receptacles and junction boxes shall be labeled indicating the circuit and panelboard from which the device is fed. |
7. |
a. | Fixtures shall be suitable for the application including the ability to provide egress illumination where required. |
b. | Fixtures shall meet U.L. requirements and selection and placement of fixtures shall comply with ADA requirements. |
c. | All lighting fixtures shall operate at 277V or 120V unless specifically noted otherwise. |
d. | Fixture xxxxxxx and quantities must comply with the Title 24 energy budget. |
• | Fixtures to be LED where possible to extend lamp life and reduce wattage |
e. | Dimming drivers to be provided for all new fixtures unless specified otherwise. |
f. | Photocell control will be provided for all Title 24 required areas. |
g. | Motion sensors are to be provided for all lab, office, storage and support areas. |
8. |
a. | Lighting control must comply with Title 24 requirements (including over-ride control for automatically shutting the lights off at prescribed periods of time and the ability to over-ride the lighting control for up to two hours of use). |
b. | Lighting control equipment shall include a programmable lighting control panel, relay panels (quantity as necessary), over-ride switches (distributed throughout the space), and interconnecting conductors. Control panel to be provided with required hardware and software for interface with mechanical energy management systems. |
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c. | Each office area shall be controlled by dual-level switching or dimming for local control. Open office areas will also have task lighting at each station. This design selection was chosen based on meeting the California State 2020 Title 24 requirements as well as giving a better automatic control reducing overall energy usage. By using the task lighting we are able to reduce the overall lighting in the space giving individual users to use station lighting to increase foot candles as necessary. |
9. |
a. | Power shall be provided from the 480Y/277V or 208/120V system for line voltage to mechanical equipment. |
b. | Control power wiring regardless of voltage shall be by the mechanical contractor. |
c. | Smoke control systems to be provided and installed by mechanical. |
d. | Motor starters and disconnect switches shall be provided by the electrical contractor according to the control wiring diagrams provided by the mechanical contractor. |
10. |
a. | Telephone, security and data system 120V power connections at locations required. |
b. | Provide conduit riser system as required for interconnection between floors. |
c. | Cabling system design, system hardware, system cable and installation of signal system is not part of the electrical contract. |
d. | Cable tray to be provided above ceiling per schematic plans. Cable tray to be 18” wide, wire basket style or equal. |
11. |
a. | Provide required conduit, junction boxes and power sources for security devices. |
12. |
Electrical grounding shall be provided as follows:
a. | Electrical code required systems and equipment grounding. |
b. | Ground bus at telephone and data rooms |
c. | Ground bus at laboratory and manufacturing areas where solvent use is identified for code required vessel grounding and bonding. |
13. | Emergency Transfer Switch |
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a. | Automatic Transfer switch shall be furnished as 480V 3ph configuration type. |
1.2 |
1.2.1 | Codes, Guidelines and Standards |
Electrical systems and equipment shall be designed to comply with the Codes, Guidelines, and Standards identified in NFPA 70, NFPA 70E and NFPA 110.
1.2.2 | Power Systems |
In general, electrical outlets to be provided to supply power to all offices, systems furniture, Conference Rooms, appliances, mechanical equipment, etc.
A. | Common Area Support |
1. | One (1) duplex receptacle within 25 feet of all mechanical equipment for servicing and maintenance. |
2. | One (1) duplex convenience receptacle for approximately every 250 square feet. |
3. | At least one (1) duplex receptacle installed 40’-0” on center in circulation spaces. |
B. | Coffee Stations |
1. | At least two (2) duplex receptacles will be installed at each coffee station. In general, receptacles will be located above counter tops and will be of the GFCI type. |
C. | Conference Rooms |
1. | One (1) recessed, shared ganged floor mounted receptacle at conference room table. Location to be verified with table manufacturer. |
2. | Large Conference Rooms: Two (2) recessed shared ganged floor mounted receptacle at each end of the table. Location to be verified with table manufacturer. |
D. | MDF/IDF Room(s) (Existing to remain, no modifications to infrastructure anticipated) |
1. | MDF/IDF room(s) shall be provided with a minimum of two (2) 120V, 20A branch circuits and four (4) 208V-1phase, 30A branch circuits per equipment rack plug strip. Each branch circuit shall be dedicated and supplied from the building’s UPS distribution system. In addition, two (2) 120V, 20A general-purpose receptacles will be required and must be supplied from the building’s normal distribution system. Coordinate with tenant for exact requirements. |
E. | Offices/Open Office Areas |
1. | Connections to systems furniture in open office areas will utilize floor mounted outlets where concealed wall space is unavailable. |
2. | Systems furniture will be supplied with three (3) dedicated branch circuits to each cluster of six cubicles for three-circuit configurations. Four (4) dedicated branch circuits shall be provided to each cluster of eight cubicles for four-circuit configurations. |
3. | Special purpose outlets will be installed for all specialized equipment such as printers, copiers, fax machines and appliances. |
F. | Restrooms (Existing to remain, no modifications to infrastructure anticipated) |
1. | At least one (1) duplex receptacle will be installed in each restroom. Typically, receptacles will be located above the vanity and will be of the GFCI type. |
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G. | Storage Rooms |
1. | At least one (1) duplex receptacle installed. |
H. | Testing |
1. | Contractor to provide electrical GFI testing, breaker testing and cable Meggar testing for entire electrical system. Breaker testing shall be done on all circuit breakers 400A and above. |
I. | Coordination Study and Arc Flash Study |
1. | Contractor to engage approved engineer to perform a complete coordination study and Arc Flash report with labeling for entire TI project. Study to be performed by party other than testing party. Study engineer to be engaged to confirm system settings and confirm testing was performed at study device settings. |
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Schedule 3
Schedule of Critical Dates
Based on 11/20/20 NTP Date | *Tenant Improvement | |
Final RayzeBio Space Plan | 12/16/2020 | |
TI: CP-3 Schematic Design Complete | 01/08/2021 (Followed by 5 day review and approval) | |
City Permit Approval (F&F: CP-1) | 01/22/2021 | |
Final RayzeBio Equipment List | 01/22/2021 | |
TI: CP-3 Design Development Complete (Includes approved reflected ceiling plan) | 02/12/2021 (Followed by 5 day review and approval) | |
City Permit Approval (C&S: CP-2) | 03/10/2021 | |
City Permit Submittal Complete (TI: CP-3) (Submit for plan check) | 03/29/2021 (Followed by 5 day review and approval) | |
City Permit Approval (TI: CP-3) | 06/21/2021 |
* | Review and approval dates are to be business days. |
If any of the stages noted above (e.g., Space Plan, Schematics etc.) is not finalized and approved by Tenant and Landlord within the applicable 5, 10 or 15-day period noted above after initial delivery to Tenant for review, then each day thereafter until applicable stage is finalized shall constitute Tenant Delay (unless failure to complete such stage resulted from Landlord’s failure to provide a response within the required time period).
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Schedule 4
Core & Shell Basis of Design
1.0 Site Evaluation - Life Science Conversion
1.1 General |
Life science properties require certain site features and capabilities that other developments don’t require. This section evaluates the ability of 5505 Xxxxxxxxx Drive to accommodate life science functions for the site. | |
1.2 Site Description |
The site is in the Sorrento Mesa area of San Diego, California. The site is trapezoidal in shape consisting of approximately 2.78 acres (121,097 SF), with the structure occupying the middle of the site and parking wrapping all the way around the building. The site slopes from the east to the west and has been fully developed with parking below the building. See Appendix for the ALTA survey.
Site Address:0000 Xxxxxxxxx Xxxxx, Xxx Xxxxx, Xxxxxxxxxx 00000
Assessor’s Parcel No.: 000-000-00-00:
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1.3 Site Plan |
| |
1.4 Entitleme nts and Zoning |
This study has not included any research or evaluation of the entitlements or zoning requirements as Alexandria Real Estate Equities examined these issues during the due diligence process of the acquisition. | |
1.5 Parking |
Parking is provided via surface parking surrounding the building and in a single level, semi-subterranean parking garage beneath the building. There is a single, two-way drive aisle around the building providing access to the parking stalls. This drive aisle also provides the route for deliveries to the shipping/receiving area and is the fire apparatus access around the building. Parking spaces are perpendicular to the drive aisle and configured at 90 degrees to the aisle. There are currently disabled person parking spaces located at the main building entry, at the west entry, and in the basement parking level. The parking standards for the building were based on pre year 2000 parking standards of the city of San Diego. The standards required a ratio of no more than 60% |
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compact spaces and 40% standard spaces. Since the original construction the parking spaces have been restriped to an average width of approximately 9 feet. The parking in the basement is structured based on the column spacing. The disabled parking spaces will also be reconfigured in the basement and up near the main entry to accommodate the modifications to the building. | ||||
1.6 Shipping and Receiving |
Life science tenants have considerably more deliveries and larger scale deliveries than typical office tenants. There will be even more deliveries in multi-tenant buildings as may be the case for 0000 Xxxxxxxxx Xxxxx.
The shipping/Receiving areas will be at the west side of the building where there is an at grade entrance into elevator lobby of the parking level. The existing disable person parking will be relocated and new curbs constructed for full size semi-tracker trailers to pull in and be unloaded. Because of the frequency of lab deliveries and the number of lab deliveries a staging area will be necessary. See the appendix for a conceptual site plan of the loading area. | |||
1.7 Hazardous Material Storage Buildings |
Life science properties often require storage of hazardous materials in prefabricated storage buildings in order to store hazardous materials that are above permissible levels in the building. There isn’t an area for such buildings at 0000 Xxxxxxxxx Xxxxx without losing parking. However, such storage buildings are typically only needed for large, heavy chemistry tenants, and aren’t a significant segment of the market. Therefore, this is not considered to be an issue for the conversion of 0000 Xxxxxxxxx Xxxxx to a life science property. |
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1.8 Bulk Gas Tanks |
Life science properties often require space for large bulk gas tanks of specialty gases like liquid nitrogen or carbon dioxide of 1,500 gallons to 3,000 gallons to support the scientific experiments. There is an area in the southwest corner of the property that can support a tank. |
| ||
1.9 Trash, Waste, and Recycling |
The tenants of life science properties generate more trash, waste, and recycling than typical office tenants. The existing area for trash and recycling in in an alcove in the basement. This area appears to be large enough to house four (4) 3-4 yard trash bins which should be large enough for a building of this size with daily pickups. | |||
2.1 General |
Life science buildings require different features and capabilities that other buildings don’t require. This section evaluates the structure and other aspects of 0000 Xxxxxxxxx Xxxxx to accommodate life science operations with lab/office suites (50% lab and 50% office) on floors two through four. | |||
2.2 Building Description |
General Description (Per Shell Building Documents): | |||
Year Building Shell Constructed: | 1987 | |||
Governing Building Code: | 1985 UBC | |||
Number of Stories above Grade: | 3 | |||
Number of Stories below Grade: | 1 | |||
Type of Construction per California Building Code: | Type II-B | |||
Type of Occupancies per California Building Code: | B, S-2 | |||
Occupancy Separations: | 1-HR (B to S-2) | |||
Hazardous Material Control Areas: | Currently None |
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Fire Sprinklers | Yes | |||
Structural Frame | Non-rated | |||
Exterior/Interior Bearing Walls | Non-rated | |||
Floor Construction | Non-rated | |||
Roof Construction | Non-rated | |||
2.3 Fire Protection |
The building is fully sprinklered, but the system was probably sized for the Light Hazard classification for floors 1, 2, and 3. The parking level will not require a change.
Therefore, the sprinkler system will need to be evaluated to see if it needs to be upsized to accommodate labs. Actual sizing will require a licensed fire protection engineer to perform calculations and determine what needs to be changed exactly.
Some structural components of the building (I.e. columns, beams, girders, floor assemblies) are constructed of fire resistive construction. All shafts extended four stories should have been constructed of two-hour fire resistive construction as well, other shafts should be of one-hour fire resistive construction. This will be adequate for conversion of the building to accommodate lab/office suites and lab operations. | |||
2.4 Control Areas |
Life science buildings need to house hazardous materials that are used in scientific research. In buildings of B occupancy, the building code (CBC Section 414) requires that hazardous materials be contained in areas called control areas.
Each control area is permitted to have a maximum allowable quantity of hazardous materials, and each control area must be separated by fire resistive construction as outlined in the building code. Each floor level is permitted to have a certain number of control areas and a certain percentage of the maximum allowable quantities of hazardous materials.
The first floor of a building is permitted to have four control areas, and each area is permitted to have 100% of the maximum allowable quantities of hazardous materials.
The second level of a building is allowed to have three control areas but the percentage of the maximum allowable quantities of hazardous materials is limited to 75% of the maximum allowed. |
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The third level of the building is allowed to have two control areas but the percentage of the maximum allowable quantities of hazardous materials is limited to 50% of the maximum allowed. | ||||
The first level of a basement can also have three control areas but the percentage of the maximum allowable quantities of hazardous materials is limited to 75% of the maximum allowed. | ||||
The maximum allowable quantity of hazardous materials can be doubled in each control area if the building is sprinklered, and this quantity can be doubled again if the quantities are contained in one-hour fire resistive cabinets. | ||||
Control areas must be separated by one or two-hour fire resistive construction per CBC 414. Fire rated construction can be constructed of various assemblies (I.e. spray applied fire proofing or gypsum board assemblies). | ||||
The building is well suited for having all of the control areas allowed by code if improvements are made to the fire resistive construction. Since the building is classified as Type II-B construction, so that the atrium roof and its supporting structure don’t have to be fire rated construction, the construction separating the control areas will have to be of two-hour fire resistive construction for all floor assemblies and the structure supporting the floor assemblies. Walls will have to be of one-hour fire resistive construction. | ||||
The existing first floor assembly and its supporting precast girders, Double Tees, and columns appear to have sufficient concrete coverage of the reinforcing for 2-HR fire resistive ratings per ASCE. | ||||
Consideration needs to be given with respect to the laboratory exhaust systems with respect to control areas as the CBC requires the exhaust of a control area to extend to the exterior independent of the exhaust from other control areas. The more control areas, the more vertical shafts that will be required to the roof level. See the Mechanical section for the design assumptions on how this can be handled. | ||||
2.5 Restrooms |
Three restrooms in the southern portion of the building will be removed as part of the demolition. This reduces the number of fixtures for the entire building. Each floor will require a minimum of 3 fixtures for men and women, but in order for this to be code compliant it requires a floor area calculation taken from within the exterior wall and excludes all common areas which is allowed per code. |
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2.6 Elevators |
The existing elevators are passenger elevators which means the cabs are smaller than is typical for life science deliveries. Most small deliveries won’t be an issue, but tenant move-ins may require some sort of lift to bring large sized equipment through exterior windows or the atrium. One elevator has a capacity of 2,500 lbs. and the other elevator has a capacity of 3,000 lbs. They are both original to the building, may require new controls, and need modifications to be disabled person compliant. | |||
A new service elevator will be constructed that is capable of lifting up to 5,000 lbs. and accommodating a 8’ long fume hood. | ||||
Structural System Description | ||||
Project Overview | ||||
The project consists of a concept study for the full exterior and interior renovation of the existing building and site, with the emphasis on turning the existing Office use into Life Science use. The existing building is steel framed with a ground level partial subterranean pre-cast concrete framed basement. A new three-story atrium will be provided between the buildings. | ||||
Gravity System | ||||
The existing building is a three-story steel-framed moment frame structure over a single level of partial subterranean parking. An existing seismic joint occurs between the north and south portions of the building, which is located on the east side along the south side of the core stair. The existing first-floor level is framed with 20 inch deep pre-cast concrete double tees supported by pre-cast concrete girders and perimeter masonry bearing walls. | ||||
The existing second and third-floor framing consists of 3 inch composite deck with 2-1/2 inch thick concrete topping which act compositely with wide flange beams through the use of shear studs. The original specified design live load for all floors is 50 PSF plus a 20 PSF partition load, for a total design live load of 70 PSF. |
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The existing roof framing consists of a 3 inch composite deck with 2-1/2 inch thick concrete topping which act compositely with wide flange beams through the use of shear studs. The original specified design live load is 20 PSF partition load. | ||||
A computer model analysis of the second and third floor framing was performed and it was determined that the existing floor has the capacity to support at least 125 PSF within the typical framed areas (structural bays are 20’ wide by 38’ to 42’ long). | ||||
Regarding the first-floor live load, CEI was not able to model and analyze the floor framing as the pre-cast members were a design-build delivery by True Span. We can only assume that they were designed for 50 PSF live load plus 20 PSF partition load as specified on the record drawings. CEI would have to obtain the shop drawings to make any further determination on the actual live load capacity for the double tees. | ||||
A new atrium structure will be centered between the two buildings. The west side of the atrium will contain conference huddle rooms at each floor level, steel framed and aligned with the existing building floors. Seismic joints will occur at the 3 sides of these huddle room where adjacent to the existing floor. The east side of the atrium will have a pedestrian bridge at the second and third floor connected to the south existing building. A seismic joint will occur at the north end of the bridge. New steel framed exit stairs in the lobby will occur at the south east side of the pedestrian bridge. The stair will extend from the first floor to the third floor. The new floors at the atrium areas will consist of 3 inch deep metal deck with 2 1/2 inch light weight concrete topping. | ||||
Roof construction for the atrium will consist of 3 inch steel deck supported by steel beams. The roof will be support on posts extended from the top of the existing building columns with slide bearing connections. | ||||
Lateral Force Resisting System | ||||
The existing lateral force resisting system consists of the floor and roof systems acting as horizontal diaphragms which transfer lateral forces to the vertical elements of the lateral force resisting system which consist of steel moment frames. We anticipate that the proposed improvements will not require seismic upgrade to the existing lateral force resisting system. |
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The atrium roof will consist of a stand-alone structure with braced frames providing lateral resistance. The braced frames with either be buckling-restrained braced frames or special concentric braced frames. Seismic joints will be required at the perimeter of the atrium framing. | ||||
Foundation System | ||||
The existing foundation system consists of caissons that vary in depth to support the building on formational soils. | ||||
Site Structures | ||||
Site renovations will consist of a new loading dock, hazardous material storage buildings, a new generator, and possibly a trash area. These areas are anticipated to consist of slab-on-grade or mat foundations with CMU walls. | ||||
Miscellaneous Steel | ||||
1. Additional miscellaneous steel to be provided to frame out new floor and roof openings, to in-fill existing floor and roof openings where required, and framing supports for new roof mounted equipment. | ||||
2. We assume no new roof screens will be required. | ||||
Site Specific Structural Criteria | ||||
The improvements will be based on the requirements of the 2018 International Building Code (IBC), 2019 California Building Code (CBC), and the recommendations of Xxxxxxx Engineers. | ||||
Seismic Loads: | ||||
a. Seismic loads will be calculated in conformance with Code established parameters. Project specific variables to be considered in the calculation of seismic which can be established at this time are the level of seismicity of the site, and the Site (Soil) Classification. | ||||
Risk Category | II | |||
Spectral Acceleration | SS = 1.056 | |||
S1 = 0.375 | ||||
Site Class | C or D | |||
Site Coefficient | Fa = 1.078 | |||
Fv = TBD | ||||
Seismic Design Category | D | |||
Component Importance Factor | Ip = 1.0 |
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Items for Clarification | ||||
1. As-built structural information has not been provided for the site. Construction drawings and calculations shall be provided by the owner for structural review. In lieu of existing documents, structural observations of the building with interiors demolished and testing provided by specialty consultant would be required. | ||||
2. We assume any vibration sensitive equipment would be limited to on-grade areas and a vibration analysis beyond the minimum code level will not be required. | ||||
3. A geotechnical report will be required for the new foundation work. A site specific response spectrum will need to be provided by the Geotechnical Engineer. | ||||
4. Testing of building materials is anticipated to be required. Recommendations for testing will be provided to the contractor. |
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MECHANICAL BOD
G. |
1. | All work shall be in conformance with current applicable codes, standards and references as adopted by the authorities having jurisdiction including, but not limited to: |
a. | California Building Code (CBC) |
b. | California Mechanical Code (CMC) |
c. | California Plumbing Code (CPC) |
d. | California Fire Code (CFC) |
e. | California Code of Regulations (CCR) – Title 24 |
f. | Applicable local codes and ordinances. |
H. |
1. | Summer-Winter HVAC for laboratory, office and ancillary support areas on all floors. |
2. | Building mechanical air exhaust systems for all laboratories. |
3. | Building mechanical air exhaust systems for all restrooms and other spaces requiring general exhaust. |
4. | Specialty exhaust systems to handle fumes from the laboratory fume hoods as necessary. |
I. | MECHANICAL SYSTEMS: |
1. | Lab Areas |
a. | 1st and 2nd floor labs: New 100% outside air modular air handling units with hot water heating coils and chiller water cooling coils, CAV boxes with hot water reheat coils, hot water piping, supply air ducts, diffusers, BMS controls, testing and balancing. |
b. | New rooftop utility set exhaust fans, exhaust CAV boxes for general exhaust, constant volume venturi valves for fume hoods, exhaust air ducts, diffusers, BMS controls, testing and balancing. |
c. | New outdoor-rated heating hot water plant including two (2) high efficiency natural gas-fired boilers with primary pumps, two (2) secondary pumps with VFD, expansion tank, buffer tank, chemical pot feeder, associated heating hot water distribution piping, BMS controls, testing and balancing. |
2. | Office Areas |
a. | Office Areas: Variable Refrigerant Flow DX Systems, supply and return ductwork, refrigerant piping, diffusers, thermostat installation, testing and balancing. |
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b. | One separate VRF system will serve each office area. Four (4) existing VRF condensing units will be re-used to serve the 1st & 2nd floor offices. |
3. | Atrium |
a. | New 100% OSA rooftop packaged heat pump, supply and return ductwork, diffusers, thermostat installation, testing and balancing. |
b. | Exhaust fans & make-up air as needed for smoke control. |
4. | Central Plant |
a. | An existing 160 Ton rooftop chilled water plant including chiller, chilled water pumps, and chilled water piping loop shall be re-used to serve the 1st and 2nd floor lab AHUs. |
J. | DESIGN CRITERIA: |
1. | Outdoor design conditions: |
a. Summer: |
91°F DB, 72°F WB | |
17°F DB outdoor daily range | ||
b. Winter: |
32°F DB |
2. | Indoor design conditions: |
a. Laboratory: |
72°F DB ±2°F DB | |
≤60% XX | ||
x. Office: |
74°F ±2°F DB | |
No Humidity Control |
3. | Air Change Rate: |
a. | The air change rate in the lab areas will be at least 11 air changes per hour, based on 9 ft ceiling height. This air change rate may be higher due to the quantity of fume hoods or equipment cooling loads. |
b. | The air change rate in the office areas will be dictated by loads. |
4. | Noise Level: |
a. | All lab areas will be designed for a maximum noise level of NC-55, office areas will be designed for NC-35 and conference rooms will be designed for NC-30. |
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K. | EQUIPMENT: |
1. | 100% OSA packaged DX air conditioners: Horizontal draw thru unit(s) complete with pre-filters, final filters, heating coil, cooling coil and centrifugal plenum fans. |
2. | 100% OSA modular Air Handling Units: Horizontal draw thru unit(s) complete with pre-filters, final filters, hot water heating coil, DX cooling coil and centrifugal plenum fans. |
3. | Variable refrigerant flow (VRF) systems: Outdoor Condensing Units with condenser coils, compressors, AC inverter. Indoor Heat Recovery Units. Indoor Fan Coil Units with evaporator coils, filters, fans. |
4. | Unitary Packaged Units: Horizontal draw thru unit(s) complete with pre-filters, final filters, DX cooling and heating and centrifugal fans. |
5. | Building Exhaust Fans: |
a. | Labs: S.I.S.W. arrangement 10 centrifugal exhaust fans with BI centrifugal wheel or Class I airfoil wheel. |
b. | General: Roof mounted downblast centrifugal fans. |
6. | Diffusers and Return Air Grilles: |
a. | Flush with ceiling, modular, perforated type. |
7. | Fire/Smoke Dampers: |
a. | Damper and actuator assembly approved by UL555S testing. Actuator outside of airstream. Rated per wall rating required. |
L. | MATERIALS: |
1. | Ductwork: |
a. | Ductwork will be fabricated from zinc coated sheet metal steel conforming in construction and weight to the ASHRAE and SMACNA Guide, latest Edition. All concealed indoor supply and return air ducts shall be insulated with R-4.2 minimum foil-faced fiberglass insulation. Outdoor supply and return air ducts shall be insulated with R-8 minimum foil-faced fiberglass insulation. |
b. | Distribution ductwork downstream of main ducts shall be rectangular ducts of galvanized steel or pre-fabricated spiral lock-seam ducts and fittings. |
c. | Final connection to ceiling diffusers and return air grilles in the office and common areas shall be made with a flexible duct. |
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2. | Specialty Exhaust Ductwork: |
a. | Exhaust ductwork not exposed to high concentrations of chemicals will be constructed of galvanized steel. |
b. | Fume hood exhaust ductwork will be constructed of 304 stainless steel from fume hood to main exhaust duct. |
3. | Vibration Isolation: |
a. | Spring isolators will be provided internally to isolate fans in air handling units and larger DX units. Smaller DX units to be provided with vibration isolation curbs as necessary. Spring hangers to be provided for VRF fan coil units. |
4. | Piping: |
a. | Heating Hot Water: Type “L” Copper tube pipe and wrought copper fittings up to 2” in diameter, Schedule 40 black steel pipe and fittings above 2” in diameter. |
b. | Necessary valves and other piping accessories will be provided where required for system control. |
c. | Hot water piping will be insulated with heavy density fiberglass with vapor barrier jacket. Exposed and insulated piping will be jacketed with aluminum. Per 2016 Title 24 Code: Minimum 1” thick for heating hot water piping below 1” in diameter. Minimum 1.5” thick for heating hot water piping above 1” in diameter. |
5. | HVAC Controls (BMS): |
a. | All control points from new equipment will be integrated into the BMS system via bacnet. The BMS will automatically start the systems and provide the necessary control, monitoring, alarms and trending required for energy management. |
END OF SECTION
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PLUMBING BOD
A. | GENERAL: |
1. | The Plumbing Systems shall be designed in accordance with the latest of listed applicable codes, standards, and authorities having jurisdiction, including, but not limited to: |
a. | 2019 California Plumbing Code |
b. | 2019 California Building Code |
c. | 2019 California Mechanical Code |
d. | 2019 California Fire Code |
e. | Fire Department Regulations |
f. | Applicable local codes and ordinances |
B. | SYSTEM REQUIREMENTS: |
1. | Domestic Cold Water (DCW): The new Domestic Cold Water (DCW) piping shall be connected to the existing 2” DCW water meter and backflow preventer outside of building near Morehouse drive. A new 3” domestic cold-water line shall be installed and routed from existing water meter to inside of building. The new 3” service shall serve the new ICW system, new core restrooms, janitors sink, and future tenant improvement spaces. |
2. | Domestic Hot Water (DHW) shall be provided by a new 120 CFH natural gas water heater with recirculation system. The new water heater shall be located in a new plumbing equipment room with DI skid, air compressor and vacuum pump (location TBD). The new water heater shall serve new core restroom, janitors sink sinks and future tenant improvement spaces. |
3. | Industrial Cold Water (ICW) shall be provided by a new 2” backflow preventer connected to the new 3” DCW system. ICW shall serve the new IHW water heater, DI skid, mechanical equipment, and future tenant improvement spaces. |
4. | Industrial Hot Water (IHW) shall be provided by a new 150 CFH natural gas water heater with recirculation system. The new water heater shall be located in a new plumbing equipment room with DI skid, air compressor and vacuum pump (location TBD). The new industrial water heater shall serve future tenant improvement spaces. |
5. | Deionized Water (DI): The DI system shall be served by a new 40 gpm RO/ DI System with a 2” loop. The DI skid shall be located in new plumbing equipment room with water heaters (2), air compressor and vacuum pump. (location TBD). The new DI system shall serve future tenant improvement spaces. |
6. | Sanitary Waste (SW): A new SW system will be provided by connection to the existing 4” sanitary waste system by gridline A-4 and 2. The new SW system will serve the new core restrooms, janitors sinks, plumbing equipment floor sinks roof receptors and future tenant improvement spaces. |
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7. | Industrial Waste (IW): A new 4” new IW system will connect to the existing 6” sanitary waste system outside the building with a sample port installed prior to connection. The IW system shall serve plumbing equipment floor sinks and future tenant improvement spaces. |
8. | Natural Gas: Natural gas shall be provided by replacing the existing 1500 cfh medium pressure gas meter with a new 4500 cfh medium pressure gas meter. The existing gas meter is located at the north west corner of the building. The new 4500 cfh mpg meter shall serve new HHW boilers and new domestic and industrial water heaters. Gas pressure regulators shall be installed as need. |
9. | Storm Drain (SD): (1) new roof drain will be added for the new atrium roof. And (2) existing roof drains shall be relocated for the new atrium roof otherwise the existing storm drain system supporting existing roof drains and deck drains shall remain as-is. Modifications will be made only if needed. |
10. | Condensate (CD): The condensate system shall connect to new M&P equipment and routed to an approved receptor. |
11. | Compressed Laboratory Air (CA): The CA system shall be served by a new oil free air compressor with a receiver and a desiccant air dryer (size TBD). Compressed air equipment shall be located in a new plumbing equipment room (location TBD).). CA system shall serve future tenant improvement spaces. |
12. | Vacuum (VAC): VAC shall be served by new Rotary Vane vacuum pumps with storage tank (size TBD). Vacuum equipment shall be located in a new plumbing equipment room (location TBD) VAC shall serve future tenant improvement spaces. |
13. | Nitrogen (N2): N2 shall be served by a new bulk tank located outside (location TBD.) N2 shall serve future tenant improvement spaces. |
14. | Specialty gas (SG): Such as Argon, and CO2 are not included at this time. However, if required in future will be piped from cylinders located within the plumbing equipment room at required lab space. |
C. |
1. | Vacuum (VAC): Outlets shall be sized at approximately 21” Hg and 1 CFM per outlet. A usage (percentage) factor shall be utilized in determining pipe sizing based on the total number of outlets and connected equipment loads. |
Laboratory outlets diversity factor:
a. 1-10 = 100%
b. 11-30 = 80%
c. 31-60 = 60%
d. 61-200 = 50%
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2. | Compressed Laboratory Air (CA): Oil-free, 100 psig stored in dry air receiver; air shall be dried to a dewpoint of -40oF and filtered through a 0.3 micron rated filter. The air shall be regulated to 90 psig and sized for 1 CFM per outlet. A usage (percentage) factor shall be utilized in determining equipment and pipe sizing based on the total number of outlets and connected equipment loads. |
Laboratory outlets diversity factor:
a. 1-10 = 100%
b. 11-30 = 80%
c. 31-80 = 60%
d. 81-200 = 50%
3. | Nitrogen (N2) Served by a bulk tank and vaporizer (provided by others). N2 shall be regulated to 90 psi and sized for 1 CFM per outlet. A usage (percentage) factor shall be utilized in determining pipe sizing based on the total number of outlets and connected equipment loads. |
Laboratory outlets diversity factor:
a. 1-10 = 100%
b. 11-30 = 80%
c. 31-80 = 60%
d. 81-200 = 50%
4. | Deionized Water (DI): The piping system shall be sized for 1 gallon per minute (GPM) of flow at each faucet and for maximum demand of each equipment item. A usage (percentage) factor shall be utilized in determining equipment and pipe sizing based on the total number of outlets and connected equipment loads. The piping system shall be drainable. |
Laboratory outlets diversity factor:
a. 1-10 = 100%
b. 11-30 = 80%
c. 31-80 = 60%
d. 81-200 = 50%
5. | Natural Gas: The piping system shall be sized per Section 12 of the 2019 CPC. |
6. | Domestic and Industrial Water: The piping system shall be sized for maximum velocity of 8.0 feet per second on the cold water and 5.0 feet per second on the hot water piping as per Appendix A of the 2019 CPC. |
7. | Sanitary and Industrial Waste/Vent: The piping system will be sized per Section 7 of the 2019 CPC. |
5505 Morehouse – Suite 300/RayzeBio - Page 43
D. |
1. | Sanitary Waste and Vent Piping: (Above grade) No-hub cast iron pipe and fittings. |
(Below grade) Sch 40 PVC pipe and fittings.
2. | Hot and Cold-Water Piping: Type ‘L’ hard-drawn copper and wrought copper fittings. Joints shall be lead-free solder or Pro-Press. All hot water supply piping shall be insulated with not less than the diameter of the pipe up to 2”. Larger pipe shall be 2” insulation per Section 609.11 of the 2019 CPC. |
3. | Condensate Drain Piping: Type ‘M’ copper tube and wrought copper fittings. Joints shall be lead free solder, or Pro-Press. |
4. | Gas Piping: Sizes 2 inches and smaller shall be Schedule 40 black steel with black malleable iron screwed fittings. Sizes 2-1/2” and larger shall be Schedule 40 black steel pipe, ASTM A120, with standard tube-turn welded fittings, or Mega-Press. All outdoor piping shall be galvanized. |
5. | Compressed Air: Oxygen grade, cleaned and capped type ‘L’ hard-drawn copper tubing and wrought copper fittings with silver brazed joints. |
6. | Nitrogen: Oxygen grade, cleaned and capped type ‘L’ hard-drawn copper tubing and wrought copper fittings with silver brazed joints. |
7. | Industrial Waste and Vent Piping: Single wall polypropylene piping with socket fusion welded drainage fittings. Accessible fixture P-trap shall have mechanical joint fittings. |
8. | Vacuum Piping: Type ‘L’ hard-drawn copper tubing with wrought copper fittings. Joints shall be lead free solder or Pro-Press. |
9. | Deionized Water Piping: Pigmented polypropylene piping with socket fusion welded fittings. |
E. |
1. | Water Closets. Kohler Kingston with Xxxxx 111 ESS hard wired flush valves |
2. | Urinals. Kohler Bardon K-4904-ET-0 with Xxxxx 186 ESS hard wired flush valves |
3. | Lavatory’s. Xxxxxx Xxxxxx under mount lavatory with Xxxxx Optima EAF 255 hardwired sensor faucet. |
4. | Floor Drains: Watts FD-100-A epoxy coated cast iron with bronze strainer. |
5. | Floor sinks: Watts, FS-740 porcelain enamel coated interior. |
6. | Mop Sink: Kohler K- 6710 floor mounted with Chicago 897 CP wall mounted faucet. |
7. | Backflow preventer. Xxxxx LF919QT |
8. | Roof Receptor: Xxxxx XX-400 |
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F. |
1. | Air Compressor: oil-free, Open Scroll (Size TBD) |
2. | Air Dryer: Twin Desiccant type air dryer (-40oF dew point). (Size TBD) |
3. | Air Receivers: (Size TBD) |
4. | DI Skid: Waterworks 40 gpm. unit |
5. | Vacuum pump: Laboratory lubricated vane. (Size TBD) |
6. | Domestic Water Heater: XX Xxxxx BTH 120. 60 gal. 120 cfh. |
7. | Industrial Water Heater: XX Xxxxx BTH 150. 100 gal. 150 cfh. |
END OF SECTION
5505 Morehouse – Suite 300/RayzeBio - Page 45
Schedule 51
Renderings
1 | Conceptual and subject to change by Landlord. |
5505 Morehouse – Suite 300/RayzeBio - Page 46
Schedule 6
Project Responsibility Matrix
DESCRIPTION |
ALLOCATION | |||||
Provided by Landlord as part of Core & Shell |
Provided by Landlord as part of turn-key Tenant Improvements |
Provided by Tenant at Tenant Cost | ||||
GENERAL |
||||||
Parking spaces provided at 2.5/1,000 RSF |
X | |||||
Permits & Fees |
||||||
Building Core & Shell Permit & Fees |
X | |||||
All Tenant Improvement and Warm-Up Related Permits & Fees |
X | |||||
SITEWORK |
||||||
Designated Loading Area |
X | |||||
Trash Enclosure (in Garage) |
X | |||||
New Generator Enclosure |
X | |||||
Central Plant/Service Yard Equipment and Enclosure |
X | |||||
Existing Sanitary Sewer Connection (6”) |
X | |||||
Existing Storm Drain Connections |
X | |||||
Existing SDG&E Service |
X | |||||
Existing Domestic Water Service (3”) & Backflow Preventer |
X | |||||
Existing Fire Water Service (4”) |
X | |||||
Exterior Nitrogen (N2) Bulk Tank including Exterior Enclosure with concrete pad and screening element. Also includes Type K Copper Piping extending underground from N2 Enclosure to riser located in building. Includes N2 riser within building. |
X | |||||
Monument Signage for Tenant |
X | |||||
Site FF&E |
X | |||||
LANDSCAPING |
||||||
New ADA Pathway from right-of-way to building entry |
X | |||||
Existing Landscaping |
X | |||||
Existing Hardscape |
X |
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STRUCTURE |
||||||
Existing steel frame structure over pre- cast columns and double-tees |
X | |||||
New MEP Equipment Pads and Supplemental Support |
X | |||||
Existing Shaft Opening to remain or be infilled as needed |
X | |||||
New Shaft Openings for Tenant Infrastructure |
X | |||||
Egress Stairs as required by code |
X | |||||
ROOFING |
||||||
Class ‘A’ roofing system and insulation |
X | |||||
Existing Roof Penetrations |
X | |||||
New Roof Penetrations for Tenant Equipment |
X | |||||
EXTERIOR |
||||||
New water-tight base building exterior skin system. |
X | |||||
Base Building Entrances. |
X | |||||
Building mounted Tenant signage in accordance with City of San Diego rules and regulations. |
X | |||||
Roof screen designed to obscure rooftop equipment. |
X | |||||
COMMON AREAS |
||||||
New enclosed atrium/lobby, including interior finishes |
X | |||||
L1-L3 Feature Stair & Bridge, including: Permanent Guardrails, permanent seismic joint covers, Flooring, Ceilings/Soffits/Vertical Fabrications, Partitions, and Lighting |
X | |||||
New Restrooms & Janitor’s Closets, including Partitions, Finishes, Mechanical and Electrical Systems, Equipment, Fixtures. |
X | |||||
Base building finishes in Elevator Machine Room(s) |
X | |||||
West Egress stairway with new finishes to be determined by landlord |
X | |||||
Code required signage for all base building rooms (Elevator Machine Room(s) and MPOE/Main Electrical Room). |
X | |||||
Main Electrical Room and MPOE rooms. |
X | |||||
Common Electrical, IDF, Tele Data Rooms |
X |
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Elevators with standard finishes (Qty (2) 4-stop hydraulic elevators by Xxxx) |
X | |||||||
New 4-stop, 5,000lb Capacity service elevator |
X | |||||||
HazMat Storage Shed |
X | |||||||
WINDOW TREATMENT |
||||||||
Interior Window Treatments |
X | |||||||
Manual Mechoshades |
X | |||||||
Blocking, Perimeter Soffit/Window Treatment Support |
X | |||||||
TENANT AREAS |
||||||||
Building interiors delivered in shell condition |
X | |||||||
Drywall at inside face of exterior walls |
X | |||||||
Finishes at inside face of exterior walls |
X | |||||||
L1-L2 Interior Glazing/Walls and Doors at Huddle Room inside Atrium. |
X | |||||||
Perimeter soffits at exterior walls. |
X | |||||||
Finishes at inside face at Tenant side of core partitions |
X | |||||||
Electrical closets within Tenant Premises |
X | |||||||
Tenant Tele/data/IDF rooms |
X | |||||||
Tenant break or kitchen areas |
X | |||||||
Partitions, ceilings, flooring, painting, finishes, doors, frames, hardware, millwork, casework, and buildout. |
X | |||||||
Wire shelving & chemical racking systems |
X | |||||||
All casework in tenant areas |
X | |||||||
Fixtures, Furniture, Equipment (FF&E) |
X | |||||||
Lab equipment, including but not limited to: biosafety cabinets, freezers/refrigerators, storage racks, incubators, etc. |
X | |||||||
(8) 8’ fume hoods, |
||||||||
small autoclave/point-of-use boiler, and (2x) under counter glass-wash units with DI rinse |
X | |||||||
Dishwasher, (2) refrigerators, garbage disposals, and hands-free faucets at sinks that will remain with the property |
X | |||||||
Audio Visual Equipment, low-voltage cabling, and associated supports |
X | |||||||
All interior code required signage for Tenant Premises |
X |
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All wayfinding signage and tenant specific signage for branding purposes (except the building signage and monument signage) |
X | |||||||
FIRE PROTECTION |
||||||||
Existing Fire Protection System, in shell condition |
X | |||||||
Modification of sprinkler branch and main piping and head locations to suit Tenant layout & hazard index |
X | |||||||
Specialized extinguishing systems |
X | |||||||
Fire extinguishers and cabinets at Tenant Premises |
X | |||||||
Painting of any fire sprinkler piping in tenant premises |
X | |||||||
PLUMBING |
||||||||
Existing Building Sanitary Waste and Vent System |
X | |||||||
Existing Domestic Water System |
X | |||||||
Domestic Water Heater |
X | |||||||
Industrial Water Heater |
X | |||||||
Existing Roof Drainage System |
X | |||||||
Plumbing risers, fixtures, piping for new restrooms & janitor closets |
X | |||||||
Plumbing distribution within tenant spaces |
X | |||||||
House systems for tenant’s shared use: RODI water, compressed dry air, lab vacuum, N2 |
X | |||||||
NATURAL GAS |
||||||||
Existing Natural Gas Service |
X | |||||||
HEATING, VENTILATION, AIR CONDITIONING |
||||||||
Existing Mechanical Equipment to be reused includes one (160-ton chiller manufactured by Carrier in 2005) and two B&G CHW pumps at 7.5 hp each. All other existing mechanical equipment to be removed. This Mechanical Equipment will supply L1/L2 Tenant Improvements. |
X | |||||||
Mechanical Equipment required for Interior Warm Up of Atrium and Restrooms. Includes but not limited to: AHU’s, Boilers, Pumps, Make-up Fans, Automation/Controls and associated piping, support. |
X |
5505 Morehouse – Suite 300/RayzeBio - Page 50
Mechanical Equipment required for Level 3 Tenant Premises. Includes but not limited to: AHU’s, Boilers, Pumps, Make-up Fans, Automation/Controls and associated piping, support. |
X | |||||||
Atrium Smoke Evacuation System including (2) New Rooftop 50K CFM Exhaust Fans, Gravity Ventilator System, Louvered Intake, Linear Bar Grilles and related shaft, ductwork, and controls. |
X | |||||||
Air handling units for the atrium providing 100% outside air. |
X | |||||||
Air Distribution in Tenant Premises |
X | |||||||
Air Distribution in Atrium |
X | |||||||
Hydronic Piping Distribution in Tenant Premises |
X | |||||||
Hydronic Piping Distribution in Atrium |
X | |||||||
ELECTRICAL |
||||||||
New Electrical Service (3000 A, 277/480 V, 3-ph, 4-wire) |
X | |||||||
Power Distribution within Tenant Premises |
X | |||||||
Emergency Power Generator providing shared capacity. Minimum 4 W/sf to be available for tenant’s use. |
X | |||||||
Lighting in MPOE, EMR, and Main Electrical Room. |
X | |||||||
Lighting in tenant areas. |
X | |||||||
FIRE ALARM |
||||||||
Base Expandable Fire Alarm System at Elevators, Garage, Core Areas. |
X | |||||||
Fire Alarm System, subpanels and Devices for Tenant Premises with integration into Base Building System. |
X | |||||||
TELEPHONE/DATA |
||||||||
Existing Pathways to MPOE |
X | |||||||
Fiber Optic Service |
X | |||||||
Low-voltage cabling, Security, A/V |
X | |||||||
Provisioning of circuits and service from service providers. |
X | |||||||
SECURITY |
||||||||
Card access at main east and west entries (total 2 locations). |
X | |||||||
Tenant Security Systems |
X |
5505 Morehouse – Suite 300/RayzeBio - Page 1
EXHIBIT D TO LEASE
ACKNOWLEDGMENT OF COMMENCEMENT DATE
This ACKNOWLEDGMENT OF COMMENCEMENT DATE is made this _____ day of, ___________, ____, between ARE-SD REGION NO. 66, LLC, a Delaware limited liability company (“Landlord”), and RAYZEBIO, INC., a Delaware corporation (“Tenant”), and is attached to and made a part of the Lease dated __________, _____ (the “Lease”), by and between Landlord and Xxxxxx. Any initially capitalized terms used but not defined herein shall have the meanings given them in the Lease.
Landlord and Tenant hereby acknowledge and agree, for all purposes of the Lease, that the Commencement Date of the Base Term of the Lease is __________, _____, and the termination date of the Base Term of the Lease shall be midnight on __________, _____. In case of a conflict between the terms of the Lease and the terms of this Acknowledgment of Commencement Date, this Acknowledgment of Commencement Date shall control for all purposes.
TENANT: | ||
RAYZEBIO, INC., | ||
a Delaware corporation | ||
By: |
| |
Its: |
| |
By: |
| |
Its: |
| |
LANDLORD: | ||
ARE-SD REGION NO. 66, LLC, | ||
a Delaware limited liability company | ||
By: | ALEXANDRIA REAL ESTATE EQUITIES, L.P., | |
a Delaware limited partnership, | ||
managing member | ||
ARE-QRS CORP., | ||
By: | a Maryland corp | |
By: |
| |
Its: |
|
5505 Morehouse – Suite 300/RayzeBio - Page 1
EXHIBIT E TO LEASE
Rules and Regulations
1. The sidewalk, entries, and driveways of the Project shall not be obstructed by Tenant, or any Tenant Party, or used by them for any purpose other than ingress and egress to and from the Premises.
2. Tenant shall not place any objects, including antennas, outdoor furniture, etc., in the parking areas, landscaped areas or other areas outside of its Premises, or on the roof of the Project.
3. Except for animals assisting the disabled, no animals shall be allowed in the offices, halls, or corridors in the Project.
4. Tenant shall not disturb the occupants of the Project or adjoining buildings by the use of any radio or musical instrument or by the making of loud or improper noises.
5. If Tenant desires telegraphic, telephonic or other electric connections in the Premises, Landlord or its agent will direct the electrician as to where and how the wires may be introduced; and, without such direction, no boring or cutting of wires will be permitted. Any such installation or connection shall be made at Tenant’s expense.
6. Tenant shall not install or operate any steam or gas engine or boiler, or other mechanical apparatus in the Premises, except as specifically approved in the Lease. The use of oil, gas or inflammable liquids for heating, lighting or any other purpose is expressly prohibited. Explosives or other articles deemed extra hazardous shall not be brought into the Project.
7. Parking any type of recreational vehicles is specifically prohibited on or about the Project. Except for the overnight parking of operative vehicles, no vehicle of any type shall be stored in the parking areas at any time. In the event that a vehicle is disabled, it shall be removed within 48 hours. There shall be no “For Sale” or other advertising signs on or about any parked vehicle. All vehicles shall be parked in the designated parking areas in conformity with all signs and other markings. All parking will be open parking, and no reserved parking, numbering or lettering of individual spaces will be permitted except as specified by Landlord.
8. Tenant shall maintain the Premises free from rodents, insects and other pests.
9. Landlord reserves the right to exclude or expel from the Project any person who, in the judgment of Landlord, is intoxicated or under the influence of liquor or drugs or who shall in any manner do any act in violation of the Rules and Regulations of the Project.
10. Tenant shall not cause any unnecessary labor by reason of Xxxxxx’s carelessness or indifference in the preservation of good order and cleanliness. Landlord shall not be responsible to Tenant for any loss of property on the Premises, however occurring, or for any damage done to the effects of Tenant by the janitors or any other employee or person.
11. Tenant shall give Landlord prompt notice of any defects in the water, lawn sprinkler, sewage, gas pipes, electrical lights and fixtures, heating apparatus, or any other service equipment affecting the Premises.
12. Tenant shall not permit storage outside the Premises, including without limitation, outside storage of trucks and other vehicles, or dumping of waste or refuse or permit any harmful materials to be placed in any drainage system or sanitary system in or about the Premises.
13. All moveable trash receptacles provided by the trash disposal firm for the Premises must be kept in the trash enclosure areas, if any, provided for that purpose.
5505 Morehouse – Suite 300/RayzeBio - Page 2
14. No auction, public or private, will be permitted on the Premises or the Project.
15. No awnings shall be placed over the windows in the Premises except with the prior written consent of Landlord.
16. The Premises shall not be used for lodging, sleeping or cooking or for any immoral or illegal purposes or for any purpose other than that specified in the Lease. No gaming devices shall be operated in the Premises.
17. Tenant shall ascertain from Landlord the maximum amount of electrical current which can safely be used in the Premises, taking into account the capacity of the electrical wiring in the Project and the Premises and the needs of other tenants, and shall not use more than such safe capacity. Landlord’s consent to the installation of electric equipment shall not relieve Tenant from the obligation not to use more electricity than such safe capacity.
18. Tenant assumes full responsibility for protecting the Premises from theft, robbery and pilferage.
19. Tenant shall not install or operate on the Premises any machinery or mechanical devices of a nature not directly related to Tenant’s ordinary use of the Premises and shall keep all such machinery free of vibration, noise and air waves which may be transmitted beyond the Premises.
20. Tenant shall cause any vendors and other service providers hired by Tenant to perform services at the Premises or the Project to maintain in effect workers’ compensation insurance as required by Legal Requirements and commercial general liability insurance with coverage amounts reasonably acceptable to Landlord. Tenant shall cause such vendors and service providers to name Landlord and Alexandria Real Estate Equities, Inc. as additional insureds under such policies and shall provide Landlord with certificates of insurance evidencing the required coverages (and showing Landlord and Alexandria Real Estate Equities, Inc. as additional insureds under such policies) prior to the applicable vendor or service provider providing any services to Tenant at the Project.
21. Neither Tenant nor any of the Tenant Parties shall have the right to photograph, videotape, film, digitally record or by any other means record, transmit and/or distribute any images, pictures or videos of all or any portion of the Premises or the Project.
22. Tenant shall regularly review the guidelines published by the Centers for Disease Control (CDC) and any state and/or local Governmental Authorities, and will implement the practices and procedures suggested thereby, as well as industry standard best practices, to prevent the spread of Infectious Conditions, including, without limitation, COVID-19.
23. Landlord shall have the right to (a) require tenants to implement and enforce reasonable screening and tracking protocols intended to identify and track the activity at the Project of employees, agents, contractors and visitors seeking access to or accessing the Premises and or the Project exhibiting flu-like symptoms or symptoms consistent with those associated with any currently known or unknown Infectious Conditions including, without limitation, COVID-19 (collectively, “Symptoms”), (b) require tenant employees, agents, contractors and visitors to comply with reasonable screening and tracking protocols implemented by Landlord, Landlord’s property manager and/or any operator of Project Amenities, intended to identify and track the activity at the Project of individuals seeking access to or accessing the Premises or the Project (including the Project Amenities) exhibiting Symptoms, (c) require tenants to implement and enforce protocols to prohibit individuals exhibiting Symptoms, from accessing the Premises and/or the Project, (d) require tenants to immediately report to Landlord incidences of (i) tenant employees, agents, contractors and visitors accessing the Premises or any portion of the Project while exhibiting Symptoms, and/or (ii) tenant employees, agents, contractors and visitors known to have accessed the Premises or the Project being diagnosed with an Infectious Condition including, without limitation, COVID-19.
5505 Morehouse – Suite 300/RayzeBio - Page 3
24. Landlord may exclude or expel from the Project any person that has Symptoms associated with any currently known or unknown Infectious Condition including, without limitation, COVID-19.
25. Notwithstanding anything to the contrary contained herein, if, at any time during the Term, Landlord becomes aware that any Tenant Party exhibiting Symptoms and/or diagnosed with an Infectious Condition had access to the Premises or any portion of the Project (including, without limitation, the Project Amenities), Tenant shall be responsible for any costs incurred by Landlord to perform additional or deep cleaning of the Premises and/or the Common Areas of the Project or to take other measures deemed reasonably necessary or prudent by Landlord which are intended to limit the spread of such Infectious Condition due to such Tenant Party’s presence at the Project.
26. Landlord reserves the right to implement additional rules and regulations relating to access to the Premises, the Building and/or the Project (including, without limitation, the Project Amenities) which are intended to promote and protect health and physical well-being and/or intended to limit the spread of Infectious Conditions.
5505 Morehouse – Suite 300/RayzeBio - Page 1
EXHIBIT F TO LEASE
TENANT’S PERSONAL PROPERTY
None.
5505 Morehouse – Suite 300/RayzeBio - Page 1
EXHIBIT G TO LEASE
TENANT MAINTENANCE OBLIGATIONS
5505 Morehouse – Suite 300/RayzeBio - Page 1
EXHIBIT H TO LEASE
CONTROL AREAS
5505 Morehouse – Suite 300/RayzeBio - Page 1
EXHIBIT I TO LEASE
SIGNAGE
5505 Morehouse – Suite 300/RayzeBio - Page 2
5505 Morehouse – Suite 300/RayzeBio - Page 3
5505 Morehouse – Suite 300/RayzeBio - Page 4
December 16, 2020
0000 Xxxxxx Xxxxx Xxxxx, Xxxxx 000
San Diego, CA 92121
Attention: Lease Administrator
Re: |
0000 Xxxxxxxxx Xxxxx, Xxx Xxxxx, Xxxxxxxxxx/Letter Agreement
Ladies and Gentlemen:
Reference is made to that certain Lease Agreement of even date herewith between you, as “Tenant,” and ARE-SD Region No. 66, LLC, a Delaware limited liability company, as “Landlord” (the “Lease”). Initially capitalized terms not specifically defined in this letter agreement are intended to have the meanings set forth for such terms in the Lease.
This letter agreement modifies the definition of “Permitted Use” under the Lease and the terms of Section 7 of the Lease and items 3 and 8 of Exhibit E of the Lease with respect to the meaning of “Permitted Use” under the Lease and shall be considered an integral part of the Lease, notwithstanding any language in the Lease to the contrary.
This will confirm that the parties agree that the Permitted Use of the Premises may include use of a portion of the Premises for the housing and use in medical research of rodents and other small animals, but not primates or larger animals.
The parties will make a commercially reasonable effort to keep the subject matter of this letter agreement confidential between them, and will not voluntarily disclose to any person the contents of this letter agreement except (a) as may be required in connection with any legal, administrative or regulatory proceeding or requirement, (b) to Landlord’s auditors, attorneys, consultants, lenders, prospective purchasers and other parties who need to know such information in the ordinary course of Landlord’s business, (c) to Tenant’s employees, collaborators, donors, lenders and other parties who need to know such information in the ordinary course of Tenant’s business operations, and (d) to any party receiving an estoppel certificate or other certification as to the documents that constitute the Lease.
By this letter agreement, the parties make no other change to the terms of the Lease with respect to the Permitted Use.
RayzeBio, Inc. | CONFIDENTIAL FOR ADDRESSEE ONLY | |
December 16, 2020 | DO NOT COPY OR DISTRIBUTE | |
Page 2 of 2 |
Please acknowledge your agreement to the terms of this letter agreement by countersigning below.
Sincerely, | ||||||
ARE-SD REGION NO. 66, LLC, | ||||||
A Delaware limited liability company | ||||||
By: | ARE-SD Region No. 66 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/ Xxxx Xxxx | |||||
Its: |
Executive Vice President | |||||
RE Legal Affairs |
Xxxxxxxxxxxx and agreed as of | ||
the date first written above: | ||
RAYZEBIO, INC., | ||
a Delaware corporation | ||
By: | /s/ Xxx Xxxx | |
Name: | Xxx Xxxx | |
Its: | CEO |