EXHIBIT 10.11
MODIFICATION AND EXTENSION AGREEMENT
This agreement is made this 6th day of June, 1996, by and between STS
Buildings Associates, L.P., a Delaware Limited Partnership, having its office at
000 Xxxxx Xxxx Xxxx, Xxxxxxxxx, XX 00000 [herein "LANDLORD"] and Kos
Pharmaceuticals, Inc., a Florida Corporation, having its office at 0000 Xxxxx
Xxxxxxxx Xxxxx, Xxxxx 0000, Xxxxx, Xxxxxxx 00000 [herein "TENANT"].
RECITALS
WHEREAS, TENANT has entered into three (3) separate Leases with
LANDLORD and with respect to the demised premise(s) hereinafter identified; and,
WHEREAS, LANDLORD and TENANT have agreed to certain lease(s)
modifications herein provided; and,
WHEREAS, the current Leases between LANDLORD and TENANT are described
as (i) Lease, dated January 7, 1993, Suite 50, One Oakwood Boulevard, Hollywood
Florida; (ii) Lease, dated May 15, 1990, Suite 140, Two Oakwood Boulevard,
Hollywood Florida; (iii) Lease, dated May 2, 0000, Xxxxx 000, Xxx Xxxxxxx
Xxxxxxxxx, Xxxxxxxxx Xxxxxxx; and,
WHEREAS, presently the Lease for Suite 140 terminates November 30th
1995; the Lease for Suite 150 terminates September 30, 1996; and the Lease for
Suite 50 terminates May 31, 1997.
THEREFORE, know all men by these presence that for $10.00 and other
good and valuable considerations, the parties hereby agree as follows:
1. The recitals and matters set forth above are incorporated
herein as if fully stated.
2. The Lease for Suite 140 is hereby modified to provide for an
extended lease term and termination date as of November 30, 1996. During the
Lease term from and after December 1, 1995, the Base Rent shall be $10.50 per
square foot, commencing December 1, 1995. In addition to the Base Rent, TENANT
shall pay all Additional Rent and all other expenses under the terms of the
Lease.
3. The Lease for Suite 150, which has a current lease term and
termination date of September 30, 1996, is hereby modified to provide for a
termination date as of November 30, 1996. All other terms of the Lease including
Base Rent and Additional Rent (subject to adjustment and increase) are hereby
ratified and confirmed except as expressly modified herein.
4. (A) The Lease for Suite 50, which has a present lease term and
termination date of May 31, 1997, is hereby modified to provide for a
termination date of October 31, 1996 and further to provide for one option to
renew for a nine (9) month period from November 1, 1996 to July 31, 1997. In the
event TENANT elects to exercise the option to renew, i.e., to July 31, 1997 it
shall provide Landlord a 90 day advance written notice, i.e., on or before July
31, 1996.
4. (B) MODIFICATION OF "DEMISED PREMISES"/SUITE 50 AND LEASE
AGREEMENT TO PROVIDE FOR "EXPANSION AREA" - "FIRST MODIFICATION"
The Parties hereto desire to modify the Lease Agreement for
Suite 50 upon certain terms and conditions as more fully set forth hereinafter.
i. CONFLICTS: In the event of a conflict between
any of the terms, conditions and/or provisions of this
First Modification and any of the terms,
conditions and/or provisions of the Lease Agreement, the
terms conditions and/or provisions of this First Modification
shall prevail.
ii. DEFINED TERMS: Except as otherwise provided in
this First Modification, all defined terms shall have the
meanings such defined terms have in the Lease Agreement.
iii. MODIFICATIONS:
a. EFFECTIVE DATE: Notwithstanding the fact that
Landlord and Tenant have executed this Modification on the
day and year first above written, the changes to the Lease
as described herein shall be effective upon execution of
this First Modification ("EFFECTIVE DATE") for all purposes.
b. TERM: The Term of the Lease Agreement as hereby
modified shall expire upon October 31, 1996, unless extended
by the "Option to Extend Term as provided herein.
c. DEMISED PREMISES: The "Rentable Area of the Premises" is
hereby stipulated and mutually agreed to by the parties to be
increased by TWO THOUSAND (2,000) square feet (hereinafter
referred to as "Expansion Area"), said Expansion Area to be
identified as Suites 210 and 212 and outlined in red on
Exhibit "A", attached hereto. The total rentable area of the
Demised Premises shall be SEVEN THOUSAND SEVEN HUNDRED FIFTY
(7,750) square feet, (hereinafter referred to as
"Demised Premises"). The term Premises or Demised Premises
in the Lease shall, as of the date of the First
Modification, be deemed to include the Expansion Area.
d. CONSTRUCTION: TENANT acknowledges and agrees
that LANDLORD will not be making any improvements to the
Expansion Area and that TENANT is accepting the same in
their "As-Is, Where-Is" condition.
e. ANNUAL BASE RENT: Effective March 1, 1996 the Annual Base
Rent shall be SIXTY SIX THOUSAND EIGHT HUNDRED THIRTY NINE
AND 54/100 DOLLARS ($66,839.54), and shall be paid by TENANT
to LANDLORD at its principal office or that of its agent or
at any other place hereafter designated in writing by
Landlord, in equal monthly installments of FIVE THOUSAND FIVE
HUNDRED SIXTY NINE AND 96/100 DOLLARS ($5,569.96) on or
before the first day of each month during the term hereof as
same shall be adjusted in accordance with this Lease.
f. RENTAL CREDIT: Tenant shall be granted a Rental
Credit in the amount of TWO THOUSAND FORTY ONE AND 66/100
DOLLARS ($2,041.66), which Rental Credit shall be applied
towards Tenant's Rent next due and payable under the Lease.
g. ADDITIONAL RENT: TENANT's Proportionate Share
as described in Section 6(A)(i) of the Lease Agreement is
hereby stipulated and mutually agreed to be increased to
12.27%.
h. RENT DURING EXTENSION PERIOD: Should Tenant choose to
renew the Term for a nine (9) month period, provided Tenant
is not in default under this Lease, and further provided
TENANT gives LANDLORD ninety (90) days prior written notice
of TENANT's election to renew the Lease Term, Tenant shall be
entitled to extend the Term hereof for nine (9) months (the
"Extension Period") and rent during said Extension Period
shall be paid as follows: Annual Base Rent for the Extension
Period shall be SIXTY NINE THOUSAND TWO HUNDRED SIXTY FOUR
AND NO/100 DOLLARS shall be paid by TENANT to LANDLORD at its
principal office or that of its agent or at any other place
hereafter designated in writing by LANDLORD, in equal monthly
installments of FIVE THOUSAND SEVEN HUNDRED SEVENTY TWO AND
NO/100 ($5,772.00) DOLLARS, on or before the first day of
each month during the Extension Period. All other terms and
conditions of the Lease as modified by this First
Modification of Lease shall continue to be in full force and
effect.
iv. RATIFICATION AND CONFIRMATION: Except as
specifically modified hereby, all of the terms, provision
and conditions of the Lease of
January 7, 1993, shall remain in full force and effect and
are hereby ratified and confirmed.
5. Notwithstanding the Lease(s) modified termination date(s) November
30, 1996 for Xxxxx 000 xxx Xxxxx 000, and as further provided in paragraphs 2
and 3 above, TENANT shall have the right at its option(s) to extend said
Lease(s) terms (140 and 150) for two successive option periods, each for a 6
month "Option Term", commencing December 1, 1996. [herein "Second Extension and
Third Extension"]. TENANT in order to effect a Second Extension and/or Third
Extension shall be required to provide written notice to LANDLORD not less than
60 nor more than 90 days prior to November 30, 1996 and if extended for a 3rd
Extension prior to March 1997. Said notice shall specify the term of the Second
Extension, i.e., (the 6 month period) and similarly, if exercised for the Third
Extension. During said Second and/or Third Extension, TENANT shall continue to
pay full rent on Suite 150 (as provided by the present Lease) and the modified
Base Rent on Suite 140 of $10.50 per square foot.
6. LANDLORD and TENANT have met and have inspected the current tenant
improvements and the demised premises of Suites 140 and 150. TENANT acknowledges
the requirements under the respective Lease(s) to return the demised premise(s)
to the condition as it existed at the time of the Lease(s). Notwithstanding
however, LANDLORD and TENANT hereby mutually agree with respect to the following
specific requirements by TENANT upon vacating the premises at the Lease(s) and
with respect to the tenant improvements. With respect to the Lease(s)
obligation(s) the responsibility of the TENANT shall be limited as follows:
(i) SUITE 140 - TWO OAKWOOD BOULEVARD
ANALYTICAL LAB
A) Remove three (3) compartment sinks, cut off all plumbing
lines to the wall and cap the face plates.
B) Remove eye wash, cut off all plumbing lines to the wall
and cap with face plates.
FORMULATION LAB
A) Cover floor drains at all rooms. Remove existing flooring
and level floors as necessary with concrete.
(i) SUITE 150 - TWO OAKWOOD BOULEVARD
WORKROOM AND SECOND FLOOR FORMULATION LAB:
A) Remove beams/floor curbs at entries to Workroom #1 and #2
and Formulation Lab.
B) Remove and cap floor drains at Workroom #2 and Formulation
Lab. Remove existing flooring and level floors as
necessary with concrete.
C) Remove sink and water supplies and cut off plumbing at wall
and cap with face plate.
D) Remove all vents and cap above ceiling. Repair all ceilings.
BLOW OUT PANEL/VENT:
A) To be capped above ceiling with repairs made to ceiling.
GENERAL NOTES:
A) Tenant shall remove all special equipment and shall remove
and/or cap off all related electrical, mechanical and plumbing
to the wall with face plates. All penetrations at drywall
partitions to be patched and finished.
7. TENANT and LANDLORD hereby ratify and confirm the present terms and
conditions of the respective leases for Suite 50, 140 and 150 except as
otherwise modified herein.
8. TENANT hereby acknowledges that it has no present set off,
recoupment or claim against LANDLORD and that LANDLORD is in full compliance
with all terms and conditions of each respective Lease.
9. TENANT, in further consideration of the agreements herein
contained, hereby specifically releases and waives any claims, past or present,
which TENANT has, if any, against LANDLORD and this Agreement shall operate as a
full and complete General Release of Landlord for any purported claims whether
asserted, known or unknown, as of the date hereof. TENANT hereby further
covenants, warrants and represents that it shall continue to perform its duties
and obligations under the Leases except as modified herein.
WITNESSES:
STS BUILDING ASSOCIATES, L.P.
a Delaware limited partnership
By: Hollywood STS Associates, L.P.
Its: General Partner
By: Hollywood, Inc. (Del.)
Its: General Partner
/s/ ILLEGIBLE By: /s/ ILLEGIBLE
--------------------- --------------------------------------------
Vice President
/s/ ILLEGIBLE By: /s/ ILLEGIBLE
--------------------- --------------------------------------------
As to Landlord Secretary
KOS PHARMACEUTICALS, INC.
a Florida corporation
/s/ XXXXXXX X. XXXXXXX By: /S/ XXXXXX X. XXXX
------------------ ---------------------
Its President
/s/ XXXXX XXXXXXX Attest: /s/ XXXX X. XXXXXXXXX
------------------ -----------------------------
Its Assistant Controller
(CORPORATE SEAL)
