EXHIBIT 10.14
AMENDMENT NO. 1 TO LEASE AGREEMENT
THIS AMENDMENT NO. 1 TO LEASE AGREEMENT ("First Amendment") made this
6th day of November, 2003 between PEREGRINE INVESTMENT PARTNERS-I, a
Pennsylvania limited partnership ("Landlord") and BARRIER THERAPEUTICS, INC.
("Tenant").
BACKGROUND
Landlord and Tenant are parties to a Lease Agreement dated May 28, 2003
respecting the Lease of space on the third floor of the Building known as Arbor
600, 000 Xxxxxxx Xxxx Xxxx, Xxxxxxxxx Xxxxxxxxx Center, Plainsboro Township, New
Jersey (the "Lease"). Landlord and Tenant desire to modify the Lease with
respect to the First Expansion Premises and the Additional Expansion Premises as
set forth herein.
NOW, THEREFORE, intending to be legally bound hereby, Landlord and
Tenant covenant and agree as follows:
1. Defined Terms. Except as otherwise expressly provided herein,
the terms defined in the Lease shall have the same meaning in this First
Amendment as in the Lease.
2. First Expansion Premises. Paragraph b. of Section 1 of the
Lease is hereby deleted and the following is inserted in its place and stead:
"First Expansion Premises. Tenant shall take possession of the First
Expansion Premises (as the same is depicted as 'Expansion Space A' on
the Plan attached hereto as Exhibit "A") on January 1, 2004, unless
Tenant with Landlord's consent takes possession thereof on an earlier
date. Basic Rent and Additional Rent obligations for the First
Expansion Premises shall commence as of such date of possession. The
failure of Tenant to take possession of the First Expansion Premises
when required shall not excuse Tenant from the responsibility for all
its covenants and obligations with respect thereto hereunder, including
the obligation to pay rent. Landlord shall deliver to Tenant exclusive
possession of the First Expansion Premises no later than January 1,
2004.
3. Additional Expansion Premises. Paragraph c. of Section 1 of
the Lease is hereby deleted and the following is inserted in its place and
stead:
"Additional Expansion Premises. Tenant shall take possession of the
Additional Expansion Premises (as the same is depicted as 'Expansion
Space B' in the Plan attached hereto as Exhibit "A") on or before
January 1, 2005, so long as the Lease is in effect at that time. Basic
Rent and Additional Rent obligations for the Additional Expansion
Premises shall commence as of such date of possession. Provided that
Landlord shall have delivered to Tenant exclusive possession of the
Additional Expansion Premises in the condition required under this
Lease, the failure of Tenant to take possession of the Additional
Expansion Premises when required shall not excuse Tenant from
responsibility for all of its covenants and obligations with respect
thereto hereunder, including the obligation to pay rent. In no event
shall the Additional Expansion Premises
be deemed ready unless and until the same is in such condition that
would enable Tenant to occupy the Premises for Tenant's permitted use
under this Lease, subject to completion of any work by Tenant. Landlord
reserves the right to lease the Additional Expansion Premises for any
period prior to January 1, 2005."
4. Basic Rent and Additional Rent. Basic Rent and Additional Rent
for the First Expansion Premises and the Additional Expansion Premises shall be
payable at the same rates and in the same manner as the same are due and payable
with respect to the Premises. A schedule of Basic Rent for the period from
commencement of the First Expansion Premises to the Lease expiration is attached
as Exhibit "B". Tenant's Allocated Share shall be adjusted as of the respective
dates of commencement to incorporate the First Expansion Premises and the
Additional Expansion Premises into the Premises, all as set forth on Exhibit
"B".
5. Improvements. The First Expansion Premises shall be delivered
in its "as-is" condition. Prior to January 1, 2005, Landlord shall improve the
Additional Expansion Premises in accordance with the plan and specifications
attached as Exhibit "C", unless otherwise agreed to by Landlord and Tenant. At
Tenant's option, Landlord at his cost will remove one external doorway from
either First Expansion Premises or Additional Expansion Premises after January
1, 2005.
6. Amendment; Ratification. In the event of any conflicts
between the terms of this First Amendment and of the Lease, the terms of this
First Amendment shall prevail. Except as expressly amended herein, all of the
terms and conditions of the Lease shall continue in full force and effect and
Landlord and Tenant expressly ratify and confirm those terms and provisions.
IN WITNESS WHEREOF, the parties have duly executed this First Amendment
to Lease Agreement as of the date first above written.
LANDLORD:
Witness/Attest: PEREGRINE INVESTMENT PARTNERS - I,
A PENNSYLVANIA LIMITED PARTNERSHIP
By: Behind Realty Services, Inc.
By: /s/ Xxxxxx X. Xxxxx
----------------------- ---------------------------------
Xxxxxx X. Xxxxx
Vice President
TENANT:
BARRIER THERAPEUTICS, INC.
Witness/Attest:
By: /s/ Xxxx X. XxxXxxx
----------------------- ---------------------------------
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EXHIBIT "A"
Location Plan showing the First Expansion Premises
and the Additional Expansion Premises
[FIRST EXPANSION PREMISES PLAN]
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EXHIBIT "B"
BASE RENT SCHEDULE
1/1/2004 1/1/2005
(Commencement of (Commencement of
First Expansion Additional Expansion
From Premises) Premises) 10/1/2006 10/1/2008
To 12/31/2004 9/30/2006 9/30/2008 9/30/2010
---------------- -------------------- ---------- ----------
Rental Rate (per r.s.f. per
annum) $ 25.00 $ 25.00 $ 27.00 $ 28.50
BASE RENT (MONTHLY)
PREMISES SIZE
Original Premises 9,259 19,289.58 19,289.58 20,832.75 21,990.13
First Expansion Premises 2,143 4,464.59 4,464.59 4,821.75 5,089.63
Additional Expansion Premises 2,329 0.00 4,852.08 5,240.25 5,531.38
---------- ---------- ---------- ----------
Monthly Rent for Period 23,754.17 28,606.25 30,894.75 32,611.14
ALLOCATED SHARE %
Original Premises 9,259 3.86% 3.86% 3.86% 3.86%
First Expansion Premises 2,143 0.89% 0.89% 0.89% 0.89%
Additional Expansion Premises 2,329 0.00% 0.98% 0.98% 0.98%
Combined 4.75% 5.73% 5.73% 5.73%
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EXHIBIT "C"
Plan for the Additional Expansion Premises
[ADDITIONAL EXPANSION PREMISES PLAN]
Specification Notes:
1. Paint, carpet and base shall be the same as in the Initial Premises.
2. The partitioning shall be as shown on the above plan.
3. Lighting shall be changed to match the deep cell parabolics in the
Initial Premises.
4. An opening shall be created, at Landlord's cost in the general area
shown on the plan, to connect the First Expansion Premises to the
Additional Expansion Premises.
5. Tenant may make changes in the plan, provided Tenant pays the
incremental costs, if any, related to such changes.
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