EXHIBIT 10.8c - THIRD AMENDMENT TO LEASE DATED NOVEMBER 1, 1997,
BETWEEN REGISTRANT AND XXXXXXX KARCYNSKI
THIRD AMENDMENT TO LEASE
BY AND BETWEEN:
XXXXXXX XXXXXXXXXX,
"Landlord"
-and-
CISTRON BIOTECHNOLOGY, INC.,
a Delaware Corporation,
"Tenant"
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DATED:
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THIRD AMENDMENT TO LEASE dated this day of 1997,
by and between XXXXXXX KARCYNZKI, having an office at 000 Xxxxxxx Xxxxxx,
Xxxxxxxxx, Xxx Xxxxxx 00000, hereinafter called the "Landlord"; and CISTRON
BIOTECHNOLOGY, INC. a Delaware Corporation, having an address at 00
Xxxxxxxxxx Xxxxxx, Xxxx Xxxxx, Xxx Xxxxxx 00000, hereinafter called the
"Tenant".
W I T N E S S E T H :-
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WHEREAS, the Landlord owns certain lands and premises known as Xxx 00
Xxxxx 000-0, xx xxx Xxxxxxxx xx Xxxxxxxxx, Xxxxxx of Xxxxxx and State of New
Jersey, which lands and premises are commonly known as 00 Xxxxxxxxxx Xxxxxx,
Xxxx Xxxxx, Xxx Xxxxxx 00000, upon which there has been erected two one-story
buildings, one of which will contain approximately 84,760 square feet, of
which the tenant will occupy approximately 12,236 square feet, hereinafter
called the "building"; and
WHEREAS, Landlaord and Cistron Technology Incorporated (Tenant's
predecessor-in-interest) have previously entered into a lease agreement dated
September 4, 1984, as amended by letter amendment dated February 10, 1989,
and further amended by second amendment to lease dated November 19, 1991,
hereinafter collectively called the "Lease", in connection with the leasing
of approximately 12,236 square feet in the building, hereinafter called the
"leased premises"; and
WHEREAS, the Landlord and Tenant have agreed to extend the Lease for a
further period of five (5) years, which extended term shall commence as of
November 1, 1997 and shall expire on October 31, 2002.
NOW THEREFORE, in consideration of the sum of one ($1.00) DOLLAR and
other good and valuable consideration, the parties hereto covenant and agree
as follows:
1. The Lease is hereby extended for a further period of five (5)
years, which Lease extension shall commence as of November 1, 1997, and shall
expire as of October 31, 2002, hereinafter called the "Extended Term".
2. Article 3 of the Lease is hereby amended to provided that the
Tenant shall pay Fixed Rent during the Extended Term in the amount of ONE
HUNDRED TWENTY SIX THOUSAND SEVEN HUNDRED SIXTY FOUR AND 96/100 ($126,764.96)
per annum, payable in equal installments of TEN THOUSAND FIVE HUNDRED SIXTY
THREE AND 75/100 ($10,563.75) DOLLARS per month in the same manner as
provided in Article 3.
3. It is expressly understood and agreed that the Tenant shall
accept the leased premises as of the commencement of the Extended Terms in an
"as is" condition.
4. Article 48 of the Lease entitled "Option to Renew" is hereby
deleted in its entirety.
5. Provided the Tenant is not in default pursuant to the terms and
conditions of the Lease, the Tenant is hereby given the right and privilege
to renew the Lease, for one (1) five (5) year period, to commence at the end
of the Extended Term of the Lease, which renewal shall be upon the same terms
and conditions as in the Lease contained, except as follows:
(1) Tenant shall pay during the five (5) year renewal terms
annual Fixed Rent based upon the prevailing fair market value per square foot
applicable to the leased premises.
(2) It is expressly understood and agreed that in any event the
Fixed Rent for the five (5) year renewal term shall not be less than the
annual Fixed Rent of ONE HUNDRED TWENTY SIX THOUSAND SEVEN HUNDRED SIXTY FOUR
AND 96/100 ($126,764.96) DOLLARS per annum.
(3) The right, option and privilege of the Tenant to renew the
Lease as hereinabove set forth is expressly conditioned upon the Tenant
delivering to the Landlord, in writing, by certified mail, return receipt
requested, nine months' prior notice of its intention to renew, which notice
shall be given to the Landlord by the Tenant no later than nine (9) months
prior to the date fixed for termination of the Extended Term of the Lease.
5. Except as hereinabove referred to, all other terms and conditions
of the Lease shall remain in full force and effect, unimpaired and
unmodified.
6. This agreement shall be binding upon the parties hereto, their
heirs, successors and assigns.
IN WITNESS WHEREOF, the parties hereto have caused these presents to
be executed by their proper corporate officers and caused their proper
corporate seals to be hereto affixed the day and year first above written.
WITNESS:
XXX BUYER XXXXXXX KARCYNSZKI (L.S.)
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XXX BUYER XXXXXXX XXXXXXXXXX
ATTEST:
XXXX XXXXX By: XXXXX X. XXXXXX
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XXXX XXXXX XXXXX X. XXXXXX
PRESIDENT & COO
