STANDARD FORM COMMERCIAL LEASE
STANDARD
FORM COMMERCIAL LEASE
1.
PARTIES
Pine
Street Realty Trust, LESSOR, (which expression shall include its heirs,
successors, and assigns where the context so admits) does hereby lease to
Symbollon Pharmaceuticals, Inc. LESSEE, (which expression shall include their
successors, executors, administrators, and assigns where the context so
admits),
2.
PREMISES
the
following described premises: 5,400 rentable SF at 00 Xxxxxx Xxxxx, Xxxxxxxxxx,
Xxxxxxxxxxxxx 00000, together with the right to use in common, with others
entitled thereto, the hallways, stairways, elevators, and parking, necessary
for
access to said leased premises, and lavatories nearest thereto.
3.
TERM
The
term
of this lease shall be for five (5) years commencing on September 1, 2007 and
ending on August 31, 2012.
4.
RENT
During
the term of the lease, Lessee shall pay rent as follows:
Original
Period Rental
Rate (Triple Net)
September
1, 2007 to August 31, 2008 $7.75/SF
September
1, 2008 to August 31, 2009 $8.00/SF
September
1, 2009 to August 31, 2010 $8.25/SF
September
1, 2010 to August 31, 2011 $8.50/SF
September
1, 2011 to August 31, 2012 $8.75/SF
All
base
rental payments shall be due and payable in advance on the first day of each
month of the Lease term.
5.
SECURITY DEPOSIT
No
security deposit is required as paid at inception of original
lease.
6.
NNN Expenses
The
Lessee shall pay as additional rent during the term of the Lease its
proportionate share of Real Estate Taxes, all exterior common area maintenance
and repairs, which includes landscape and snow removal, basic building
insurance, and common area utilities. The annual cost of these NNN expenses
shall be due and payable monthly, at the beginning of each month except for
the
first month which shall be due and payable upon Lease execution. Lessee will
be
responsible for their proportionate share of all increases in operating
expenses. Lessee shall pay estimated monthly NNN expenses of $1,230.00 at the
beginning of each month. Lessor will prepare a reconciliation at the end of
each
twelve month period of actual expenses and issue either an additional invoice
or
credit.
6A.
Option to Renew
Lessee
shall have the option to renew this Lease for one (1) additional period of
Five
(5) years, provided that Lessee has not been in default under any of the terms
and conditions of the Lease, by giving Lessor six (6) months prior written
notice. The terms and conditions of the Lease shall be the same except for
the
rental rate which shall be as follows:
Original
Period Rental
Rate (Triple Net)
September
1, 2012 to August 31, 2013 $9.00/SF
September
1, 2013 to August 31, 2014 $9.25/SF
September
1, 2014 to August 31, 2015 $9.50/SF
September
1, 2015 to August 31, 2016 $9.75/SF
September
1, 2016 to August 31, 2017 $10.00/SF
7.
UTILITIES
The
LESSEE shall pay, as they become due, all bills for electricity, gas, water
and
sewer, and other utilities (whether they are used for furnishing heat or other
purposes) that are furnished to the leased premises and presently separately
metered, and all bills for fuel furnished to a separate tank servicing the
leased premises exclusively.
LESSOR
shall have no obligation to provide utilities or equipment other than the
utilities and equipment within the premises as of the commencement date of
this
lease. In the event LESSEE requires additional utilities or equipment, the
installation and maintenance thereof shall be the LESSEE’s sole obligation,
provided that such installation shall be subject to the written consent of
the
LESSOR. LESSEE is responsible for annual maintenance and repair to the rooftop
HVAC units. LESSOR shall assign to LESSEE any warranties for the HVAC equipment
located within the leased premises.
8.
USE OF LEASED PREMISES
The
LESSEE shall use the leased premises only for the purpose of R&D,
Manufacturing and Office use. LESSOR warrants that no matter of record title,
local zoning laws or the rules and regulations of the Xxxxxx Drive Condo Trust
interfere with use of the leased premises for the purpose set forth above.
LESSOR shall warrant and defend LESSEE in the quiet enjoyment and possession
of
the leased premises.
9.
COMPLIANCE WITH LAWS
The
LESSEE acknowledges that no trade or occupation shall be conducted in the leased
premises or use made thereof which will be unlawful, improper, noisy or
offensive, or contrary to any law or any municipal by-law or ordinance in force
in the city or town in which the premises are situated. The LESSEE may use
hazardous chemicals on the leased premises provided that such chemicals are
used
and disposed of in accordance with all applicable laws.
10.
FIRE INSURANCE
The
LESSEE shall not permit any use of the leased premises which will make voidable
any insurance on the property of which the leased premises are a part, or on
the
contents of said property or which shall be contrary to any law or regulation
from time to time established by the New England Fire Insurance Rating
Association, or any similar body succeeding to its powers. The LESSEE shall
on
demand reimburse the LESSOR, and all other tenants, all extra insurance premiums
caused by the LESSEE’s use of the premises.
11.
MAINTENANCE
THE
LESSEE agrees to maintain the leased premises in good condition, damage by
fire
and other casualty only excepted, and whenever necessary, to replace plate
glass
and other glass therein, acknowledging that the leased premises are now in
good
order and the glass whole.
A.
LESSEE’S OBLIGATION
The
LESSEE shall not permit the leased premises to be overloaded, damaged, stripped,
or defaced, nor suffer any waste. LESSEE shall obtain written consent of LESSOR
before erecting any sign on the premises.
X.
XXXXXX’X OBLIGATION
The
LESSOR agrees to maintain the structure of the building of which the leased
premises are a part in the same condition as it is at the commencement of the
term or as it may be put in during the term of this lease, reasonable wear
and
tear, damage by fire and other casualty only excepted, unless such maintenance
is required because of the LESSEE or those for whose conduct the LESSEE is
legally responsible.
12.
ALTERATIONS-ADDITIONS
The
LESSEE shall not make structural alterations or additions to the leased
premises, but may make non-structural alterations provided the LESSOR consents
thereto in writing, which consent shall not be unreasonably withheld or delayed.
All such allowed alterations shall be at LESSEE’s expense and shall be in
quality at least equal to the present construction. LESSEE shall not permit
any
mechanics’ liens, or similar liens, to remain upon the leased premises for labor
and material furnished to LESSEE or claimed to have been furnished to LESSEE
in
connection with work of any character performed or claimed to have been
performed at the direction of LESSEE and shall cause any such lien to be
released of record forthwith without cost to LESSOR. Any alterations or
improvements made by the LESSEE shall become the property of the LESSOR at
the
termination of occupancy as provided herein.
13.
ASSIGNMENT SUBLEASING
The
LESSEE shall not assign or sublet the whole or any part of the leased premises
without LESSOR’s prior written consent (which consent shall not be unreasonably
withheld). Notwithstanding such consent, LESSEE shall remain liable to LESSOR
for the payment of all rent and for the full performance of the covenants and
conditions of this lease. Should Lessee assign or sublet the premises and
receive rent in excess of that due the Lessor, then Lessee shall share such
profits equally with the Lessor.
14.
SUBORDINATION
This
lease shall be subject and subordinate to any and all mortgages, deeds of trust
and other instruments in the nature of a mortgage, now or any time hereafter,
a
lien or liens on the property of which the leased premises are a part and the
LESSEE shall, when requested, promptly execute and deliver such written
instruments as shall be necessary to show the subordination of this lease to
said mortgages, deeds of trust or other such instruments in the nature of a
mortgage.
15.
LESSOR’S ACCESS
The
LESSOR or agents of the LESSOR may, at reasonable times, enter to view the
leased premises and may remove placards and signs not approved and affixed
as
herein provided, and make repairs and alterations as LESSOR should elect to
do
and may show the leased premises to others, and at any time within six (6)
months before the expiration of the term, may affix to any suitable part of
the
leased premises a notice for letting or selling the leased premises or property
of which the leased premises are a part and keep the same so affixed without
hindrance or molestation.
16.
INDEMNIFICATION AND LIABILITY
The
LESSEE shall save the LESSOR harmless from all loss and damage occasioned by
the
use or escape of water or by the bursting of pipes, as well as from any claim
or
damage resulting from neglect in not removing snow and ice from the roof of
the
building or from the sidewalks bordering upon the premises so leased, or by
any
nuisance made or suffered on the leased premises. The removal of snow and ice
from the sidewalks bordering on the leased premises shall be the LESSEE’s
responsibility unless such loss is caused by neglect of the LESSOR.
17.
LESSEE’S LIABILITY INSURANCE
The
LESSEE shall maintain with respect to the leased premises and the property
of
which the leased premises are a part comprehensive public liability insurance
in
the amount of $1,000,000.00 with property damage insurance in limits of
$1,000,000.00 in responsible companies qualified to do business in Massachusetts
and in good standing therein insuring the LESSOR as well as LESSEE against
injury to persons or damage to property as provided. The LESSEE shall deposit
with the LESSOR certificates for such insurance at or prior to the commencement
of the term, and thereafter within thirty (30) days prior to the expiration
of
any such policies. All such insurance certificates shall provide that such
polices shall not be canceled without at least ten (10) days prior written
notice to each assured named therein.
18.
FIRE, CASUALTY - EMINENT DOMAIN
Should
a
substantial portion of the leased premises, or of the property of which they
are
a part, be substantially damaged by fire or other casualty, or be taken by
eminent domain, the LESSOR may elect to terminate this lease. When such fire,
casualty, or taking renders the leased premises substantially unsuitable for
their intended use, a just and proportionate abatement of rent shall be made,
and the LESSEE may elect to terminate this lease if: (a) The LESSOR fails to
give written notice within (30) days of intention to restore leased premises,
or
(b) The LESSOR fails to restore the leased premises to a condition substantially
suitable for their intended use within ninety (90) days of said fire, casualty
or taking. The LESSOR reserves, and the LESSEE grants to the LESSOR, all rights
which the LESSEE may have for damages or injury to the leased premises for
any
taking by eminent domain, except for damage to the LESSEE’s fixtures, property,
or equipment including leasehold improvements.
19.
DEFAULT AND BANKRUPT
In
the
event that (a) The LESSEE shall default in the payment of any installment of
rent or other sum herein specified and such default shall continue for ten
(10)
days after written notice thereof; or (b) The LESSEE shall default in the
observance or performance of any other of the LESSEE’s covenants, agreements, or
obligations hereunder and such default shall not be corrected within thirty
(30)
days after written notice thereof; or (c) The LESSEE shall be declared bankrupt
or insolvent according to law, or, if any assignment shall be made of LESSEE’s
property for the benefit of creditors, then the LESSOR shall have the right
thereafter, while such default continues, to re-enter and take complete
possession of the leased premises, to declare the term of this lease ended,
and
remove the LESSEE’s effects, without prejudice to any remedies which might be
otherwise used for arrears of rent or other default. The LESSEE shall indemnify
the LESSOR against all loss of rent and other payments which the LESSOR may
incur by reason of such termination during the residue of the term. If the
LESSEE shall default, after reasonable notice thereof, in the observance or
performance of any conditions or covenants on LESSEE’s part to be observed or
performed under or by virtue of any of the provisions in any article of this
lease, the LESSOR, without being under any obligation to do so and without
thereby waiving such default, may remedy such default for the account and at
the
expense of the LESSEE. If the LESSOR makes any expenditures or incurs any
obligations for the payment of money in connection therewith, including but
not
limited to, reasonable attorney’s fees in instituting, prosecuting or defending
any action or proceeding, such sums paid or obligations insured, with interest
at the rate of 18 per annum and costs, shall be paid to the LESSOR by the LESSEE
as additional rent.
20.
NOTICE
Any
notice from the LESSOR to the LESSEE relating to the leased premises or to
the
occupancy thereof, shall be deemed duly served, if left at the leased premises
addressed to the LESSEE, or if mailed to the leased premises, registered or
certified mail, return receipt requested, postage prepaid, addressed to the
LESSEE. Any notice from the LESSEE to the LESSOR relating to the leased premises
or to the occupancy thereof, shall be deemed duly served, if mailed to the
LESSOR by registered or certified mail, return receipt requested, postage
prepaid, addressed to the LESSOR at such address as the LESSOR may from time
to
time advise in writing. All rent notices shall be paid and sent to the LESSOR,
Pine Street Realty Trust, % Xxxxxxx X. Xxxxx, Trustee, 00 Xxxxxxx Xxxx,
Xxxxxxxxx, XX 00000.
21.
SURRENDER
The
LESSEE shall at the expiration or other termination of this lease remove all
LESSEE’s goods and effects from the leased premises, (including, without hereby
limiting the generality of the foregoing, all signs and lettering affixed or
painted by the LESSEE, either inside or outside the leased premises). LESSEE
shall deliver to the LESSOR the leased premises and all keys, locks thereto,
and
other fixtures connected therewith and all alterations and additions made to
or
upon the leased premises, in good condition, damage by fire or other casualty
only excepted. In the event of the LESSEE’s failure to remove any of LESSEE’s
property from the premises, LESSOR is hereby authorized, without liability
to
LESSEE for loss or damage thereto, and at the sole risk of LESSEE, to remove
and
store any of the property at LESSEE’s expense, or to retain same under LESSOR’s
control or to sell at public or private sale, without notice any or all of
the
property not so removed and to apply the net proceeds of such sale to the
payment of any sum due hereunder, or to destroy such property.
22.
BROKERAGE
No
brokers were used in this lease.
23.
OTHER PROVISIONS
None.
IN
WITNESSWHEREOF, the said parties hereunto set their hands and seals this 20th
day of April, 2007.
SYMBOLLON
PHARMACEUTICALS, INC.
/s/
Xxxx X. Xxxxxxxxx /s/
Xxxxxxx Xxxxx
LESSEE
LESSOR
Xxxx
X.
Xxxxxxxxx, President Xxxxxxx
Xxxxx, as Trustee and not Individually