SUBLEASE CANCELLATION AGREEMENT
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WHEREAS, on the 23rd day of August, 1988, a certain Lease (the "Lease")
was entered into by and between Xxxxx & Associates - 000 Xxxxxxxxxxxx Xxxx
Limited Partnership ("Landlord") and Zynaxis Cell Science Inc. ("Tenant") for a
portion of a building located at 000 Xxxxxxxxxxxx Xxxx, Xxxxxxx, XX 00000 (the
"Premises") and, thereafter, PMRA III, a California Group Trust, c/o PMRA Realty
Advisors, a California corporation, 000 Xxxxxxx Xxxxxx Xxxxx, Xxxxx 000, Xxxxxxx
Xxxxx, XX 00000 succeeded to the title and interest in the Premises by Deed from
Xxxxx & Associates on May 2, 1989. The Lease was amended December 1, 1992.
WHEREAS, Zynaxis, Inc., successor to Zynaxis Cell Science, Inc.
("Sublandlord") by that certain Sublease dated the 15th day of May 1995 by and
between Sublandlord and Adolor Corporation, a Delaware corporation, (the
"Subtenant"), as amended effective February 1, 1996 sublet a portion of the
Premises to Subtenant to wit, 5,311 square feet located in the Premises as shown
on Exhibit "B" (the "Subpremises"); said Sublease extending for a term of 3
years from May 1, 1995.
WHEREAS, it is the desire of the Sublandlord and Subtenant herein to
cancel and release said Sublease.
NOW THEREFORE, in consideration of the Sublandlord discharging the
Subtenant (as Sublandlord hereby does) from all of the covenants and obligations
contained therein, the said Subtenant does hereby release and surrender all of
its right, title and interest in and to the above described Sublease and
Subpremises, effective upon the date Adolor's new Lease with PMRA commences, and
the said Sublandlord, does hereby accept said release and surrender and hereby
consents and agrees to the cancellation of said Sublease as of such date, such
that Subtenant is and shall be forever released from any and all liability
accruing under the Sublease from and after said date. The parties hereby
acknowledge that all parties have fully performed their respective obligations
under the Sublease through the date of termination thereof and that, subject to
a final proration for Rent as of the Termination Date, the parties have no
further obligation to each other under the Sublease.
Sublandlord shall return Subtenant's security deposit in the amount of
$11,129 upon execution of this Sublease Cancellation Agreement.
IN WITNESS WHEREOF, the said Sublandlord and Subtenant have hereunto
executed this Sublease Cancellation Agreement this 20th day of November, 1996.
SUBLANDLORD: SUBTENANT:
[SIGNATURE APPEARS HERE] [SIGNATURE APPEARS HERE]
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PMRA III, c/o PMRA Realty Advisors, Inc. owner of the Premises hereby
consents to and approves the cancellation of the Sublease Agreement dated the
20th day of November, 1996, between Zynaxis, Inc. as Sublandlord, and Adolor,
Inc., as Subtenant, covering the Subpremises as described therein.
PRMA III:
Date: [SIGNATURE APPEARS HERE]
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EXHIBIT B
DIAGRAM OF SUBLEASED PREMISES
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[MAP APPEARS HERE]
ZYNAXIS, INC.
ROOM NUMBERS
[_] Space Dedicated to Adoler
[_] Space Shared with Ozis
