EXHIBIT 10.10
SECOND AMENDMENT TO LEASE
0000 XXXXXXXX XXXXXX, XXXXXXX, XXXXXXXXXX
THIS SECOND AMENDMENT TO LEASE 0000 XXXXXXXX XXXXXX, XXXXXXX, XXXXXXXXXX
("Amendment"), dated and effective as of June 30, 1997, is entered into by and
between CORIXA CORPORATION, a Delaware corporation ("Tenant"), and ALEXANDRIA
REAL ESTATE EQUITIES, INC., a Maryland corporation formerly known as Health
Science Properties, Inc. ("Landlord"), in connection with the following:
A. Landlord and Tenant are parties to that certain Lease dated as of May
31, 1996, as amended by that certain First Amendment to Lease 0000 Xxxxxxxx
Xxxxxx, Xxxxxxx, Xxxxxxxxxx, dated as of January 16, 1997 (as amended, the
"Lease"), pursuant to which Tenant leases from Landlord those certain premises
commonly known as Suite 470 in the building located at 0000 Xxxxxxxx Xxxxxx,
Xxxxxxx, Xxxxxxxxxx, commonly known as the Eklind Hall Building, all as more
particularly described in the Lease. All capitalized terms used but not
otherwise defined herein shall have the meanings given them in the Lease.
B. Landlord and Tenant now desire to amend the Lease to provide Tenant with
an option to extend the Term Expiration Date upon the terms and conditions set
forth herein.
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, and the mutual covenants contained
herein, the parties hereto hereby agree as follows:
1. AMENDMENT TO LEASE
So long as Tenant is not in default under any provision of the Lease beyond
any applicable cure periods specifically set forth in the Lease (i) on the date
that Tenant exercises the Option (as defined herein) and (ii) on the date upon
which the Extension Term (as defined herein) begins, Tenant shall have one (1)
option to extend the Term Expiration Date (the "Option") through the earlier of
(a) the date upon which the Fourth Floor of the Columbia Building, located at
0000 Xxxxxxxx Xxxxxx, is available for occupancy by Tenant pursuant to the terms
of that certain Columbia Building Lease, dated as of October 28, 1994, as
amended by that certain Columbia Building Lease First Amendment, dated as of
December 29, 1995, by and between Xxxx Xxxxxxxxxx Cancer Research Center,
predecessor-in-interest to Landlord, and Tenant, and (b) December 31, 1999, but
in any event for not less than one hundred eighty (180) days. Tenant may
exercise the Option by delivering to Landlord written notice of Tenant's
exercise of the Option no less than thirty (30) days prior to the Term
Expiration Date. During the term (the "Extension Term") commencing on the Term
Expiration Date and ending on the Term Expiration Date as extended by the
exercise of the Option, all terms and conditions of the Lease shall continue in
full force and effect, including without limitation any increases in rent
pursuant to Section 4 of the Lease.
2. MISCELLANEOUS
2.1 This Amendment shall be deemed to have been executed and delivered
within the State of Washington, and the rights and obligations of the parties
hereto shall be construed and enforced in accordance with, and governed by, the
laws of the State of Washington.
2.2 This Amendment is the entire agreement between the parties with respect
to the subject matter hereof and supersedes all prior and contemporaneous oral
and written agreements and discussions. This Amendment may be amended only by an
agreement in writing, signed by the parties hereto.
2.3 This Amendment is binding upon and shall inure to the benefit of the
parties hereto, their respective agents, employees, representatives, officers,
directors, divisions, subsidiaries, affiliates, assigns, heirs, successors in
interest and shareholders.
2.4 Each party has cooperated in the drafting and preparation of this
Amendment. Hence, in any construction to be made of this Amendment, the same
shall not be construed against any party.
2.5 Each term of this Amendment is contractual and not merely a recital.
2.6 This Amendment may be executed in counterparts, and when each party has
signed and delivered at least one such counterpart, each counterpart shall be
deemed an original, and, when taken together with other signed counterparts,
shall constitute one Amendment, which shall be binding upon and effective as to
all parties.
2.7 The unenforceability of a portion of this Amendment shall not affect
the enforceability of the remainder of this Amendment.
2.8 The parties will execute all such further and additional documents as
shall be reasonable, convenient, necessary or desirable to carry out the
provisions of this Amendment.
2.9 Except as specifically amended or modified by this Amendment, the Lease
remains in full force and effect.
-2-
IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of
the date first written above.
Tenant:
CORIXA CORPORATION,
a Delaware corporation
By: /s/ Xxxxxxxx Xxxxxx
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Name: Xxxxxxxx Xxxxxx
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Its: Vice President, Finance and Admin
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Landlord:
ALEXANDRIA REAL ESTATE EQUITIES, INC., a
Maryland corporation, formerly known as
Health Science Properties, Inc.
By: /s/ Xxxx Xxxx
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Name: Xxxx Xxxx
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Its: President
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