EXHIBIT 10.10
LEASE AGREEMENT
IN CONSIDERATION OF the mutual covenants and agreements herein stated, the
INSTITUTE OF GAS TECHNOLOGY, an Illinois corporation having its principal
offices at 0000 Xxxxx Xxxxx Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx, 00000
(hereinafter called "IGT") agrees to lease to MediChem Research Inc. an Illinois
corporation with principal offices at 0000 Xxxxx Xxxxx Xxxxxxxx Xxxx, Xxx
Xxxxxxx, Xxxxxxxx, 00000 (hereinafter called "Tenant") the rooms of IGT's
Building listed in Exhibit A attached hereto and made a part hereof under the
following terms and conditions:
1. Term of Agreement
-----------------
The term of this Agreement shall be one (1) year beginning 12:01 a.m.
October 1, 1997, and ending 12:00 midnight September 30, 1998.
2. Compensation
------------
During the first year of this Agreement, Tenant shall pay a total
rental amount of Eighty One Thousand Dollars ($81,000) for the use of
rooms listed in Exhibit A, said amount to be paid monthly in advance in
equal installments of Six Thousand Seven Hundred Fifty Dollars
($6,750.00) by Tenant to IGT. The above rent amount was calculated by
multiplying the total room square footage from Exhibit A, by a base
rental rate of $15 per square foot.
The above rental rate includes a $2/ square foot estimated allocation
for property taxes. Upon receipt by IGT of the actual tax xxxx for the
term of the lease for the leased space, IGT will either xxxx the
overage to tenant, or credit the amount over collected to the tenant.
Tenant shall pay the equivalent of one months rent as a deposit. Said
deposit is due and payable to IGT upon signing of the lease and will be
returned upon vacating the building in satisfactory condition.
The Tenant will not be responsible for any charge for depreciation
should the building be sold.
Tenant has option to renew lease at a fixed annual increase of 3% for
either a one or three year period. Tenant will advise of execution of
the option 3 months prior to termination of lease.
3. Late Charges and Interest on Past Due Obligations
-------------------------------------------------
Tenant's failure to pay rent promptly may cause IGT to incur
unanticipated costs. The exact amount of such costs are impractical or
extremely difficult to ascertain. Such costs may include, but are not
limited to, processing and accounting charges and late charges which
may be imposed on IGT by any ground lease, mortgage or trust deed
encumbering the Property. Therefore, if IGT does not receive any rent
payment within ten (10) days after it becomes due, Tenant shall pay IGT
a late
charge equal to ten percent (10%) of the overdue amount. The parties
agree that such late charge represents a fair and reasonable estimate
of the costs IGT will incur by reason of such late payment.
Any amount owed by Tenant to IGT which is not paid when due shall bear
interest at the rate of fifteen percent (15%) per annum from the due
date of such amount. However, interest shall not be payable on late
charges to be paid by Tenant under this Lease. The payment of interest
on such amounts shall not excuse or cure any default by Tenant under
this Lease. If the interest rate specified in this lease is higher than
the rate permitted by law, the interest rate is hereby decreased to the
maximum legal interest rate permitted by law.
4. Use of Property
---------------
A. Tenant shall use property only for laboratory research consisting of
chemical organic synthesis and associated business activities. Tenant
shall not cause or permit the Property to be used in any way which
constitutes a violation of any local, State of Illinois or Federal law,
ordinance, or governmental regulation or order, which annoys or
interferes with the rights of Tenants of the building, or which
constitutes a nuisance or waste.
Tenant shall promptly take all actions necessary to comply with all
applicable local, State of Illinois and Federal statutes, ordinances,
rules, regulations, orders and requirements regulating the use by
Tenant of the Property, including the Occupational Safety and Health
Act.
B. As used in this Lease, the term "Hazardous Material" means any
flammable items, hazardous or toxic substances, material or waste or
related materials, including any substances defined as or included in
the definition of "hazardous substances", "Hazardous wastes",
"Hazardous materials" or toxic substances" now or subsequently
regulated under any applicable federal, state or local laws or
regulations, including without limitation petroleum-based products,
solvents, cyanide, acids, pesticides, ammonia compounds and other
chemical products, and similar compounds, and including any different
products and materials which are subsequently found to have adverse
effects on the environment or the health and safety of persons. Tenant
agrees that any Hazardous Material generated, produced, brought upon,
used, stored, or treated in or about the property by Tenant, its
agents, employees, contractors, subleases or invitees will be handled
in a reasonable and safe manner pursuant to the laws and regulations
contained in paragraph 4a above. IGT will not refuse any reasonable and
accepted safe use of such hazardous chemicals. IGT shall be entitled to
take into account such other factors or facts as IGT may reasonably
determine to be relevant in determining whether to grant or withhold
consent to Tenant's proposed activity with respect to Hazardous
Material. In no event, however, shall IGT be required to consent to the
installation or use of any storage tanks on the Property. In order to
monitor the hazardous materials, IGT will have access to the MSDS
declarations in held in
each company. A standard statement of the use and operations of the
laboratory will be posted at each laboratory entrance.
5. Assignment
----------
Tenant shall not assign this Agreement nor permit by any act or default
any transfer of Tenant's interests by operation of law, nor offer the
premises or any part thereof for lease or sublease, nor permit the use
thereof for any purpose other than as above mentioned, without, in each
case, the written consent of IGT. This lease will inure to the benefit
of the successors and assigns of both IGT and the Tenant.
6. Surrender of Premises
---------------------
Tenant shall surrender the premises at the end of the term or upon
termination of the Agreement in as good condition as reasonable and
fair wear and tear use thereof will permit, with all keys thereto, and
shall not make any alterations to the premises without the written
consent of IGT; and all alterations which may be made by either party
hereto upon the premises, except movable furniture and fixtures put in
at the expense of Tenant, shall be the property of IGT, and shall
remain upon and be surrendered with the premises as a part thereof at
the termination of this Agreement.
7. IGT Not Liable
--------------
IGT shall not be liable for any loss of property or defects in the
building or in the premises, or any accidental damages to the personal
property of Tenant in or about the building or the premises, from
water, rain or snow which may leak into, issue or flow from any part of
the building or premises, or from the pipes or plumbing, works of the
same. In addition, IGT shall not be liable to Tenant for any damages or
injury to personal property of Tenant or for bodily harm or injury to
any individual arising out of Tenant's use of the premises pursuant to
this Agreement.
8. Indemnity
---------
Tenant shall indemnify IGT against and hold IGT harmless from any and
all costs, claims or liability arising from: (a) Tenant's use of the
Property; (b) the conduct of Tenant's business or anything else done or
permitted by Tenant to be done in or about the Property, including any
contamination of the Property or any other property resulting from the
presence or use of Hazardous Material caused or permitted by Tenant;
(c) any breach or default in the performance of Tenant's obligations
under this Lease; (d) any misrepresentation or breach of warranty by
Tenant under this Lease; or (e) other acts or omissions of Tenant.
Tenant shall defend IGT against any such cost, claim or liability at
Tenant's expense with counsel reasonable acceptable to IGT or, at IGT's
election, Tenant shall reimburse IGT for any legal fees or costs
incurred by IGT in connection with any such claim. As a material part
of the consideration to IGT, Tenant assumes all risk of
damage to property or injury to persons in or about the Property
arising from any cause, and Tenant hereby waives all claims in respect
thereof against IGT, except for any claim arising out of IGT's gross
negligence or willful misconduct. As used in this Section, the term
"Tenant" shall include Tenant's employees, agents, contractors and
invitees, if applicable.
9. Signs and Auctions
------------------
Tenant shall not place any signs on the Property without IGT's prior
written consent. Tenant shall not conduct or permit any auctions or
sheriff's sales at the Property, Adequate and agreeable signage shall
be provided by IGT at the entrance to the site, the entrance to the
building and in the interior of the building such that the location of
the Tenant space can be easily determined. The nature and consistency
of the signage will be determined jointly by IGT and the Tenant.
10. Services to be Provided by IGT
------------------------------
IGT shall provide the following services to Tenant at no additional
expense to Tenant:
(1) Heat and air conditioning equal to that provided to the remainder
of IGT's building. Excessive usage beyond normal laboratory usage
will be billed to Tenant.
(2) Electricity equal to that provided to the rest of IGT's building.
Excessive usage beyond normal laboratory usage will be billed to
Tenant.
(3) Janitorial service.
(4) Water and sewer connections.
(5) natural gas, and compressed air distributed to existing outlet in
the laboratories.
(6) uncharged access to lunch room facilities and parking spaces for
employees and visitors.
(7) 24 hour access to the laboratories
11. Landlord's Remedies
-------------------
If, within five (5) days after notice from IGT, default be made in the
payment of any installment of rent or any other monies due hereunder, IGT
may terminate this Agreement. Upon such termination, IGT may re-enter the
premises and remove all persons, fixtures and chattels therefrom. Upon such
repossession of the premises, IGT shall attempt to relet the premises (or
so much thereof as IGT shall not require for its own purposes) for such
rent and for such terms as shall be satisfactory to IGT (including the
right to relet the premises for a term greater or lesser than remaining
under this
Agreement and the right to change the character or use made of the
premises). For the purposes of such reletting, IGT may decorate and make
any repairs, changes, alterations or additions in or to the premises that
may be necessary to accomplish such reletting. Tenant shall also pay to
IGT, as liquidated damages and not as a penalty, (i) if IGT fails to relet
the premises, the present value of the rent which Tenant would have paid
for the remainder of the term or (ii) if IGT relets the premises, the
present value of the amount by which the rent which Tenant would have paid
for the remainder of the term exceeds the rent to be received from such
reletting during such period. The discount rate used to determine such
present value shall be the current six (6) month treasury xxxx rate.
12. Telephone Service
-----------------
Tenant shall have the right to install telephone equipment at its
expense and shall have access to other parts of IGT's building for
such purpose.
13. Building Security
-----------------
Tenant shall require all of its employees and guests to obey the
security regulations of IGT. IGT shall give copies of such regulations
and changes in such regulations to Tenant for distribution to its
employees. IGT security and reception personnel shall admit Tenant
employees and guests to the premises and shall provide identification
cards for such employees and guests.
14. Insurance
---------
During the Lease Term, Tenant shall maintain a policy of commercial
general liability insurance (sometimes known as broad form
comprehensive general liability insurance) insuring Tenant against
liability for bodily injury, property damage (including loss of use of
property) and personal injury arising out of the operation, use or
occupancy of the Property. Tenant shall name IGT as an additional
insured under such policy. The initial amount of such insurance shall
be One Million Dollars ($1,000,000) per occurrence and shall be
subject to periodic increase based upon inflation, increased liability
awards, recommendation of IGT's professional insurance advisers and
other relevant factors. The liability insurance obtained by Tenant
under this Paragraph shall (i) be primary and noncontributing; (ii)
contain cross-liability endorsements; and (iii) insure IGT against
Tenant's performance under Section 8, if the matters giving rise to
the indemnity under Section 8 result from the negligence of Tenant.
The amount and coverage of such insurance shall not limit Tenant's
liability nor relieve Tenant of any other obligation under this Lease.
IGT may also obtain comprehensive public liability insurance in an
amount and with coverage determined by IGT insuring IGT against
liability arising out of ownership, operation, use or occupancy of the
Property. The policy obtained by IGT shall not be contributory and
shall not provide primary insurance. Prior to occupancy, Tenant shall
provide a certificate of insurance to IGT demonstrating the existence
of the above referenced coverage.
15. IGT's Access
------------
IGT or its agents may enter the Property at all reasonable times
during normal business hours to show the Property to potential buyers,
investors or Tenants or other parties; to do any other act or to
inspect and conduct tests in order to monitor Tenant's compliance with
all applicable environmental laws and all laws governing the presence
and use of Hazardous Material; or for any other purpose IGT deems
necessary. IGT shall give Tenant prior notice of such entry two
business days in advance, except in the case of an emergency. IGT may
place customary "For Sale" or "For Lease" signs on the property.
16. Adjudication
------------
This lease will be govern by the laws of the State of Illinois and any
adjudication will be in the Courts of the State of Illinois.
17. Employment
----------
Tenant, its owners and officers, or any company owned or controlled by
any of the aforementioned will not employ, offer compensation to, or
contract to provide future compensation to any IGT employee or former
IGT employee for a period of two years from the date of termination of
employment with IGT without the prior written approval of the
President of IGT.
IN WITNESS WHEREOF, the parties hereto have caused their hands and seals to be
affixed to the aforegoing instrument on the date first written above.
INSTITUTE OF GAS TECHNOLOGY MEDICHEM RESEARCH INC.
By:___________________________________ By:_________________________________
Name:_________________________________ Name:_______________________________
Title:________________________________ Title:______________________________
Date:_________________________________ Date:_______________________________
EXHIBIT A
IGT agrees to lease to Tenant the following premises located at Institute
of Gas Technology, 0000 Xxxxx Xx. Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx. Both IGT
and Tenant agree that the actual area to be used by Tenant is difficult to
measure, and that the estimated square footage below is a negotiated number
which may or may not represent actual square footage.
Room No. Estm. Square Footage
------- --------------------
607-613 5,400
SECRETARY'S CERTIFICATE
INSERT FORMS 1 THRU 6 HERE
Lease Guaranty PAGES 1 THRU 3
INSERT FORMS 1 THRU 3 HERE
PREPAYMENT RIDER TO EQUIPMENT LEASE DATED _____, 1996
BETWEEN MEDICHEM RESEARCH, INC., AS LESSEE
AND THE CIT GROUP/EQUIPMENT FINANCING, INC., AS LESSOR
1) Lessee shall have the right to prepay the amount due under the Equipment
Lease, (Lease) in whole but not in part, at any time during the term of the
Lease, provided that Lessee gives Lessor at least 30 days prior written notice
of its intention to prepay and in addition to the payment of all principal,
accrued interest, late charges and other amounts due under the Lease, Lessor
pays a prepayment fee equal to:
a) There shall be no prepayment penalty if such prepayment occurs during
the first year
b) Four percent (4%) of the amount prepaid if such prepayment occurs
during the second year
c) Three percent (3%) of the amount prepaid if such prepayment occurs
during the third year
d) Two percent (2%) of the amount prepaid if such prepayment occurs during
the fourth year
e) One percent (1%) of the amount prepaid if such prepayment occurs during
the fifth year
2) Each year shall mean a period of twelve (12) consecutive months. The first
year shall commence September ____, 1996. Subsequent years shall run
consecutively, each commencing on the anniversary of the first year.
3) In the event of prepayment, the method used to calculate the unpaid balance
will be used based on a Simple Interest Method,
Lessee: MEDICHEM RESEARCH, INC. Lessor: THE CIT GROUP/EQUIP. FIN., INC.
By: __________________________________ By: __________________________________
Title: _______________________________ Title: _______________________________
Delivery and Installation Certificate
INSERT A FORM HERE
EXHIBIT A1-1
IGT agrees to lease to Tenant the following premises located at Institute
of Gas Technology, 0000 Xxxxx Xx. Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx. Both IGT
and Tenant agree that the actual area to be used by Tenant is difficult to
measure, and that the estimated square footage below is a negotiated number
which may or may not represent actual square footage.
Room No. Estm. Square Footage
-------- --------------------
607-613 5,400
622 485
July 21, 1998
Xx. Xxxxx X. Tryrrell
Director of Business Development
MediChem Research, Inc.
00000 X. Xxx Xxxxxx
Xxxxxx, XX 00000
Subject: Amendment No. 1 to Lease Agreement between MediChem Research Inc.
and Institute of Gas Technology
Dear Xxxxx:
Thank you for renewing your lease for another year. Enclosed please find
your fully executed copy of the subject amendment.
If MediChem has any further needs or we can be of any assistance to you,
please do not hesitate to contact us.
Sincerely,
Xxxxxxx X. Xxxxxxxxxxx
Legal Services
847/768-0800
Enclosures
December 18, 1998
Xx. Xxxxx Xxxxxx
Des Plaines Laboratory Manager
MediChem Research, Inc.
00000 Xx. Xxx Xxxxxx
Xxxxxx, XX 00000
Subject: Amendment No. 2 to Lease Agreement Between MediChem Research Inc. and
Institute of Gas Technology
Dear Xx. Xxxxxx:
The subject Amendment has been prepared in response to your request to
expand MediChem's laboratory space. If MediChem is in agreement with the terms
of this Amendment please have the enclosed copies signed on their behalf by a
duly authorized individual and return two (2) copies to my attention. Upon
receipt they will be signed on behalf of the Institute of Gas Technology and one
(1) fully executed copy will be returned to you.
If you have any questions or concerns relating to this correspondence
please do not hesitate to contact us.
Sincerely,
Xxxxxxx X. Heldelrneier
Legal Services
847/768-0800
Enclosures
cc: X. Xxxx
X. Xxxxxxx
December 21, 1998
Xx. Xxxxxxx X. Xxxxxxxxxxx
Legal Services
Institute of Gas Technology
0000 X. Xxxxx Xxxxxxxx Xxxx
Xxx Xxxxxxx, XX 00000
Dear Xx. Xxxxxxxxxxx:
Please find enclosed two copies of the executed lease agreement between
MediChem Research, Inc. and IGT. Please return one signed copy to my attention
at our Lemont facility. Thank you for your cooperation, and we looking forward
to working with you in the future.
Sincerely,
Xxxx Xxxxxx
Vice President of Contractual Operations
AMENDMENT NO. 2
TO LEASE AGREEMENT BETWEEN
MEDICHEM RESEARCH INC.
AND
INSTITUTE OF GAS TECHNOLOGY
THIS AMENDMENT made and entered into on the date of final execution hereof,
by and between INSTITUTE OF GAS TECHNOLOGY, an Illinois not-for-profit
corporation with principal offices at 0000 Xxxxx Xxxxx Xxxxxxxx Xxxx, Xxx
Xxxxxxx, Xxxxxxxx 00000, (hereinafter called "IGT") and MEDICHEM RESEARCH INC.,
an Illinois corporation, having its principal place of business at, 0000 Xxxxx
Xxxxx Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx 00000 (hereinafter called "Tenant").
WHEREAS Tenant and IGT have entered into a Lease dated September 16, 1997,
for the lease of IGT premises to Tenant; and,
WHEREAS, IGT and Tenant (hereinafter collectively called "the parties")
hereto desire to add Lab 636 to the space being leased by Tenant, and
WHEREAS, IGT agrees to renovate Lab 636 in stages and allow Tenant to phase
in use of the area as each space becomes available, and
WHEREAS, IGT will have approximately one-third of Lab 636 renovated and
available for occupancy by January 1, 1999 and the remainder available by
February 1, 1999,
NOW THEREFORE, in consideration of the premises and Mutual promises herein
contained, the parties hereto agree as follows:
ARTICLE 2. Compensation, add the following paragraphs:
------------
For the remainder of the term of this Lease (January 1, 1999 through
September 30, 1999), Tenant shall pay a total rental amount of One Hundred
Forty-Three Thousand Seven Hundred Seventy-Five Dollars ($143,775) for the use
of rooms listed in the attached Exhibit A2- 1, which attachment is hereby herein
incorporated and made a part hereof. The rental amount is to be paid monthly in
advance as follows:
January 1, 1999 through January 30, 1999 - Tenant shall pay the current
----------------------------------------
rental rate of Seven Thousand Five Hundred Seventy-Seven Dollars ($7,577)
in addition to Two Thousand Four Hundred Thirty-Eight Dollars ($2,438) for
one-third of Lab 636 and rooms 637-640, for a total of Ten Thousand Fifteen
Dollars ($10,015).
February 1, 1999 through September 30, 1999 - Tenant shall pay Seven
-------------------------------------------
Thousand Five Hundred Seventy-Seven Dollars ($7,577) per month plus Nine
Thousand One Hundred Forty-Three Dollars ($9,143) for rental of Lab 636 and
rooms 637-645, for a total of Sixteen Thousand Seven Hundred Twenty Dollars
($16,720).
The above rental amount was calculated by multiplying the occupied square
footage of Lab 636 and rooms 637-645 by a base rental rate of $13 per square
foot and adding it to the rental rate for the space covered under Amendment
No.1.
Upon renewal of this Agreement the base rental rate of $13 per square foot
will apply to all space listed in Exhibit A2-1 for the period October 1, 1999
through September 30, 2000. Tenant has option to renew lease for either a one or
three year period at a fixed annual increase of 3%, excluding year one. Tenant
will advise of execution of the option 3 months prior to termination of lease.
Except as provided herein, all other terms and conditions of this agreement
as heretofore changed remain in full force and effect.
AGREED:
INSTITUTE OF GAS TECHNOLOGY MEDICHEM RESEARCH INC.
By: _______________________________ By: _________________________________
Name: _____________________________ Name: _______________________________
Title: ____________________________ Title: ______________________________
Date: _____________________________ Date: _______________________________
EXHIBIT A2-1
IGT agrees to lease to Tenant the following premises located at Institute
of Gas Technology, 0000 Xxxxx Xx. Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx. Both IGT
and Tenant agree that the actual area to be used by Tenant is difficult to
measure, and that the estimated square footage below is a negotiated number,
which may or may not represent actual square footage.
--------------------------------------------------------------------------------
Room No. Estm. Sq. Footage Rental Rate, $
-------- ----------------- --------------
--------------------------------------------------------------------------------
607-613 5,400 15.45
--------------------------------------------------------------------------------
622 485 15.45
--------------------------------------------------------------------------------
Beginning January 1, 1999-
637-645 and (A) of Lab 636 2,250 13.00
--------------------------------------------------------------------------------
Beginning February 1, 1999-
Remaining (B) of Lab 636 6,190 13.00
--------------------------------------------------------------------------------
February 17, 1999
Xx. Xxxx X. Xxxxxx
Vice President of Contractual Operations
MediChem Research, Inc.
00000 Xx. Xxx Xxxxxx
Xxxxxx, XX 00000
Subject: Amendment No. 3 to Lease Agreement Between
MediChem Research Inc. and Institute of Gas Technology
Dear Xx. Xxxxxx:
The subject Amendment has been prepared in response to your request to
expand MediChem's laboratory space to include Room 629. If MediChem is in
agreement with the terms of this Amendment please have the enclosed copies
signed on their behalf by a duly authorized individual and return two (2) copies
to my attention. Upon receipt they will be signed on behalf of the Institute of
Gas Technology and one (1) fully executed copy will be returned to you.
If you have any questions or concerns relating to this correspondence
please do not hesitate to contact us.
Sincerely,
Xxxxxxx X. Xxxxxxxxxxx
Legal Services
847/768-0800
Enclosures
cc: X. Xxxx (w/e)
X. Xxxxxxx (w/e)
AMENDMENT NO. 3
TO LEASE AGREEMENT BETWEEN
MEDICHEM RESEARCH INC.
AND
INSTITUTE OF GAS TECHNOLOGY
THIS AMENDMENT made and entered into on the date of final execution hereof,
by and between INSTITUTE OF GAS TECHNOLOGY, an Illinois not-for-profit
corporation with principal offices at 0000 Xxxxx Xxxxx Xxxxxxxx Xxxx, Xxx
Xxxxxxx, Xxxxxxxx 00000, (hereinafter called "IGT") and MEDICHEM RESEARCH INC.,
an Illinois corporation, having its principal place of business at, 0000 Xxxxx
Xxxxx Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx 00000 (hereinafter called "Tenant").
WHEREAS Tenant and IGT have entered into a Lease dated September 16, 1997,
for the lease of IGT premises to Tenant; and,
WHEREAS, IGT and Tenant (hereinafter collectively called "the parties")
hereto desire to add Room 629 to the space being leased by Tenant;
NOW THEREFORE, in consideration of the premises and mutual promises herein
contained, the parties hereto agree as follows:
ARTICLE 2. Compensation, add the following paragraphs:
------------
For the remainder of the term of this Lease (March 1, 1999 through
September 30, 1999), Tenant shall pay a total rental amount of One Hundred
Twenty-Two Thousand Four Hundred Twenty-Three Dollars ($122,423) for the use of
rooms listed in the attached Exhibit A3-1, which attachment is hereby
incorporated herein and made part hereof. The rental amount is to be paid
monthly in advance in equal installments of Seventeen Thousand Four Hundred
Eighty-Nine Dollars ($17,489) by Tenant to IGT.
The above rental amount was calculated by multiplying the occupied square
footage of Room 629 by a base rental rate of $13 per square foot and adding it
to the rental rate for the space covered under Amendment No. 2.
Except as provided herein, all other terms and conditions of this agreement
as heretofore changed remain in full force and effect.
AGREED:
INSTITUTE OF GAS TECHNOLOGY MEDICHEM RESEARCH INC.
By:______________________________ By:________________________________
Name:____________________________ Name:______________________________
Title:___________________________ Title:______________________________
Date:____________________________ Date: ______________________________
EXHIBIT A3-1
IGT agrees to lease to Tenant the following premises located at Institute
of Gas Technology, 0000 Xxxxx Xx. Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx. Both
IGT and Tenant agree that the actual area to be used by Tenant is difficult to
measure, and that the estimated square footage below is a negotiated number,
which may or may not represent actual square footage.
---------------------------------------------------------------------------
Room No. Estm. Sq. Footage Rental Rate, $
-------- ----------------- --------------
---------------------------------------------------------------------------
607-613 5,400 15.45
---------------------------------------------------------------------------
622 485 15.45
---------------------------------------------------------------------------
Beginning January 1, 1999-
637-645 and (A) of Lab 636 2,250 13.00
---------------------------------------------------------------------------
Beginning February 16, 1999-
Remaining of Lab 636 6,190 13.00
---------------------------------------------------------------------------
Beginning March 1, 1999-
629 710 13.00
---------------------------------------------------------------------------
October 14, 1999
Xx. Xxxx X. Xxxxxx
Vice President of Contractual Operations
MediChem Research, Inc.
00000 Xx. Xxx Xxxxxx
Xxxxxx, XX 00000
Subject: Amendment No. 4 to Lease Agreement Between
MediChem Research Inc. and Institute of Gas Technology
Dear Xx. Xxxxxx:
Enclosed find one fully executed copy of the subject amendment, which has
been hand corrected, per MediChem's request, to reflect a reduction in the term
of the Agreement.
If you have any questions or concerns relating to this correspondence
please do not hesitate to contact us.
Sincerely,
Xxxxxxx X. Xxxxxxxxxxx
Legal Services
847/768-0800
Enclosures
cc: X. Xxxx (w/e)
X. Xxxxxxx (w/e)
AMENDMENT NO. 4
TO LEASE AGREEMENT BETWEEN
MEDICHEM RESEARCH INC.
AND
INSTITUTE OF GAS TECHNOLOGY
THIS AMENDMENT made and entered into on the date of final execution hereof,
by and between INSTITUTE OF GAS TECHNOLOGY, an Illinois not-for-profit
corporation with principal offices at 0000 Xxxxx Xxxxx Xxxxxxxx Xxxx, Xxx
Xxxxxxx, Xxxxxxxx 00000, (hereinafter called "IGT") and MEDICHEM RESEARCH INC.,
an Illinois corporation, having its principal place of business at 0000 Xxxxx
Xxxxx Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx 00000 (hereinafter called "Tenant").
WHEREAS Tenant and IGT have entered into a Lease dated September 16, 1997,
for the lease of IGT premises to Tenant; and,
WHEREAS, IGT and Tenant (hereinafter collectively called "the parties")
hereto desire to extend the term of this agreement,
NOW THEREFORE, in consideration of the premises and mutual promises herein
contained, the parties hereto agree as follows:
ARTICLE 1. Term of Agreement, delete paragraph one in its entirety and replace
-----------------
with the following:
The term of this Agreement shall be three (3) years beginning 12:01 a.m.
October 1, 1997, and ending 12:00 midnight September 30, 2000.
ARTICLE 2. Compensation, add the following paragraphs:
------------
During the third year of this Agreement, October 1, 1999 through September
30, 2000, Tenant shall pay a total rental amount of Two Hundred One Thousand
Seven Hundred Eighty-Seven and 30/100 Dollars ($201,787.30) for the use of rooms
listed in the attached Exhibit A4-1, which attachment is hereby incorporated
herein and made part hereof. The rental amount is to be paid monthly in advance
in equal installments of Sixteen Thousand Eight Hundred Fifteen and 60/100
Dollars ($16,815.60) by Tenant to IGT. The above rental amount was calculated
by multiplying the total room square footage from Exhibit A4-1, by a base rental
rate of $13 per square foot, and adding three percent (3%) annual escalation.
Except as provided herein, all other terms and conditions of this agreement
as heretofore changed remain in full force and effect.
AGREED:
INSTITUTE OF GAS TECHNOLOGY MEDICHEM RESEARCH INC.
By:______________________________ By:_______________________________
Name:____________________________ Name:_____________________________
Title:___________________________ Title:____________________________
Date:____________________________ Date:_____________________________
EXHIBIT A4-1
IGT agrees to lease to Tenant the following premises located at Institute
of Gas Technology, 0000 Xxxxx Xx. Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx. Both
IGT and Tenant agree that the actual area to be used by Tenant is difficult to
measure, and that the estimated square footage below is a negotiated number,
which may or may not represent actual square footage.
-------------------------------------------------------------------------------
Room No. Estm. Square Footage
-------- --------------------
--------------------------------------------------------------------------------
607-613 5,400
--------------------------------------------------------------------------------
622 520
--------------------------------------------------------------------------------
629 710
--------------------------------------------------------------------------------
636-645 8,440
--------------------------------------------------------------------------------
January 7, 2000
Xx. Xxxx X. Xxxxxx
Vice President of Contractual Operations
MediChem Research Inc.
00000 Xx. Xxx Xxxxxx
Xxxxxx, XX 00000
Subject: Amendment No. 5 to Lease Agreement Between
MediChem Research Inc. and Institute of Gas Technology
Dear Xx. Xxxxxx:
Enclosed please find three copies of the subject Amendment. If MediChem is
in agreement with the terms of this Amendment please have the enclosed copies
signed on their behalf by a duly authorized individual and return two (2) copies
to my attention. Upon receipt they will be signed on behalf of the Institute of
Gas Technology and one (1) fully executed copy will be returned to you.
If you have any questions or concerns relating to this correspondence
please do not hesitate to contact us.
Sincerely,
Xxxxxxx X. Xxxxxxxxxxx
Legal Services
847/768-0800
Enclosures
cc: X. Xxxx (w/e)
X. Xxxxxxx (w/e)
EXHIBIT A5-1
IGT agrees to lease to Tenant the following premises located at Institute
of Gas Technology, 0000 Xxxxx Xx. Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx. Both
IGT and Tenant agree that the actual area to be used by Tenant is difficult to
measure, and that the estimated square footage below is a negotiated number,
which may or may not represent actual square footage.
Room No. Estm. Square Footage
-------- --------------------
-------------------------------------------------------------------------------
607-613 5,400
-------------------------------------------------------------------------------
622 710
-------------------------------------------------------------------------------
629 8,440
-------------------------------------------------------------------------------
636-645 8,440
-------------------------------------------------------------------------------
548 161
-------------------------------------------------------------------------------
January 28, 2000
Xx. Xxxxxxx X. Xxxxxx
Manager of Legal Affairs
MediChem Research, Inc.
00000 Xx. Xxx Xxxxxx
Xxxxxx, XX 00000
Subject: Amendment No. 5 to Lease Agreement Between
MediChem Research Inc. and Institute of Gas Technology
Dear Xx. Xxxxxx
Enclosed for your records please find one fully executed copy of the
subject amendment.
If you have any questions or concerns relating to this correspondence or if
we can be of any further assistance to you, please do not hesitate to contact
us.
Sincerely,
Xxxxxxx X. Xxxxxxxxxxx
Legal Services
847/768-0800
Enclosures
cc: X. Xxxx (w/e)
X. Xxxxxxx (w/e)
AMENDMENT NO. 5
TO LEASE AGREEMENT BETWEEN
MEDICHEM RESEARCH INC.
AND
INSTITUTE OF GAS TECHNOLOGY
THIS AMENDMENT made and entered into on the date of final execution hereof,
by and between INSTITUTE OF GAS TECHNOLOGY, an Illinois not-for-profit
corporation with principal offices at 0000 Xxxxx Xxxxx Xxxxxxxx Xxxx, Xxx
Xxxxxxx, Xxxxxxxx 00000, (hereinafter called "IGT") and MEDICHEM RESEARCH INC.,
an Illinois corporation, having its principal place of business at 0000 Xxxxx
Xxxxx Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx 00000 (hereinafter called "Tenant").
WHEREAS Tenant and IGT have entered into a Lease dated September 16, 1997,
for the lease of IGT premises to Tenant; and,
WHEREAS, IGT and Tenant (hereinafter collectively called "the parties")
hereto desire to add Room 548 to the space being leased by Tenant,
NOW THEREFORE, in consideration of the premises and mutual promises herein
contained, the parties hereto agree as follows:
ARTICLE 2. Compensation, add the following paragraphs:
------------
In addition to Tenant's monthly rental amount of Sixteen Thousand Eight
Hundred Fifteen and 60/100 Dollars ($16,815.60) Tenant shall pay $179.65 per
month for the use of Room 548, for a total monthly rental amount of Sixteen
Thousand Nine Hundred Ninety-Five and 25/100 Dollars ($16,995.25). Tenant shall
take occupancy of Room 548 on January 10, 2000. The prorated additional rent
for the month of January is $127.49. Commencing with the February payment the
amount is to be paid monthly in advance in equal installments of Sixteen
Thousand Nine Hundred Ninety-Five and 25/100 Dollars ($16,995.25) by Tenant to
IGT. The above rent amount was calculated by multiplying the total room square
footage from Exhibit A5-1, by a base rental rate of Thirteen and 39/100 Dollars
($13.39) per square foot.
Except as provided herein, all other terms and conditions of this agreement
as heretofore changed remain in full force and effect.
AGREED:
INSTITUTE OF GAS TECHNOLOGY MEDICHEM RESEARCH INC.
By:_____________________________ By:________________________________
Name:___________________________ Name:______________________________
Title:__________________________ Title:_____________________________
Date:___________________________ Date:______________________________
EXHIBIT A5-1
IGT agrees to lease to Tenant the following premises located at Institute
of Gas Technology, 0000 Xxxxx Xx. Xxxxxxxx Xxxx, Xxx Xxxxxxx, Xxxxxxxx. Both
IGT and Tenant agree that the actual area to be used by Tenant is difficult to
measure, and that the estimated square footage below is a negotiated number,
which may or may not represent actual square footage.
--------------------------------------------------------------------------------
Room No. Estm. Square Footage
--------
--------------------------------------------------------------------------------
607-613 5,400
--------------------------------------------------------------------------------
622 520
--------------------------------------------------------------------------------
629 710
--------------------------------------------------------------------------------
636-645 8,440
--------------------------------------------------------------------------------
548 161
--------------------------------------------------------------------------------
