EXHIBIT 10.24
FIRST AMENDMENT TO LEASE
(EXPANSION OF PREMISES TO INCLUDE SUITE 100)
THIS FIRST AMENDMENT TO LEASE (the "Amendment") amends that certain
Lease by and between CENTRO III, LLC, a Colorado limited liability company
("Landlord") and PHARMION CORPORATION, a Delaware corporation ("Tenant") dated
April 24, 2002 (the "Lease"). The effective date of this Amendment is January
31, 2003.
RECITALS
WHEREAS, pursuant to the Lease, Tenant leases certain space on the
second floor of the Building known as Suite 200; and
WHEREAS, Tenant desires to lease from Landlord additional space on the
first floor of the Building to be known as Suite 100, and Landlord is willing to
lease such space to Tenant upon the terms and conditions of this Amendment.
NOW, THEREFORE, for good and valuable consideration, the receipt of
which is hereby acknowledged and confessed, the parties hereto agree to amend
the Lease as follows:
TERMS AND CONDITIONS
1. Expansion of Demised Premises. The Demised Premises leased to
Tenant pursuant to the Lease shall be expanded to include
approximately 10,349 rentable square feet on the first floor of the
Building to be known as Suite 100, as depicted in Exhibit A
attached hereto and incorporated herein by this reference (the
"Expansion Premises"). The Premises originally described in the
Lease and identified as Suite 200 shall be referred to hereinafter
as the "Original Premises". The "Demised Premises" as used in this
Amendment and the Lease shall mean the Original Premises and the
Expansion Premises collectively.
2. Possession; Rent Commencement for Expansion Premises; Expiration of
Lease Term; Modification of Lease Years. Landlord shall tender
possession of the Expansion Premises to Tenant upon execution of
this Amendment and fulfillment of any other conditions contained
herein. Basic Rent and Additional Rent for the Expansion Premises
shall commence February 1, 2003; provided, however, that Basic Rent
and Additional Rent for the Expansion Premises shall be abated from
February 1, 2003 through October 31, 2003. The expiration date of
the Lease shall be extended to January 31, 2008 and shall be
co-terminous for the Original Premises and the Expansion Premises.
Lease years under the Lease shall be adjusted to run from February
1 through January 31, and rent adjustments shall occur accordingly.
3. Modified Terms and Conditions; Amended and Restated Summary of
Basic Lease Terms. Certain terms and conditions of the Lease shall
be modified as a result of adding the Expansion Premises. Attached
hereto as Exhibit B and incorporated herein by this reference is an
Amended and Restated Summary of Basic Lease Terms with respect to
the Lease, as amended by this Amendment. Such Amended and
Restated Summary of Basic Lease Terms shall supersede and replace
the Summary of Basic Lease Terms originally attached to the Lease.
4. Condition of Expansion Premises. Landlord has previously completed
"core and shell" construction of the Expansion Premises. Landlord
shall be responsible, at its expense, for any additional
construction or modifications necessary to the Expansion Premises
or the Building to cause the same to be in compliance with Exhibit
C attached hereto. Landlord shall either complete such work prior
to commencement of Tenant's improvements for the Expansion Premises
or else shall coordinate any such work with Tenant's construction
of improvements for the Expansion Premises.
5. No Brokers for Expansion. Neither Landlord nor Tenant has dealt
with any broker, agent or finder who may claim a commission with
respect to this Amendment. The parties each agree to save, defend,
indemnify and hold the other party harmless from any broker, agent
or finder making any such claim by, through, under or as a result
of the actions or the indemnifying party.
6. Building Enhancement. Within the one-year period commencing on the
effective date of this Amendment, Landlord agrees to spend not less
than $30,576.00 in the aggregate (the "Enhancement Budget") to
enhance the Building. Such enhancements may include, without
limitation, undergrounding utilities, purchase of artwork and/or
furniture for Building common areas, and/or purchase of furniture
for deck areas. Landlord agrees to seek input from Tenant before
making final decisions on how to spend the Enhancement Budget.
7. Tenant's Plans. Landlord shall reimburse Tenant, within thirty (30)
days after billing therefor, for half the cost of Tenant's Plans
(as such term is defined in the Work Letter) for the Expansion
Premises up to a maximum of $570.00. Such reimbursement shall be in
addition to the Base Tenant Finish Allowance for the Expansion
Premises.
8. Defined Terms. Capitalized terms not defined herein shall have the
meanings given such terms in the Lease.
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9. Remainder in Force and Effect. Except as expressly modified herein,
all terms and conditions of the Lease shall remain in full force
and effect.
IN WITNESS WHEREOF, the parties have executed this Amendment effective
as of the day and year first written above.
LANDLORD: TENANT:
CENTRO III, LLC PHARMION CORPORATION
By: /s/ Xxx X. Xxxxxxx By: /s/ Xxxx Xxxx
----------------------------- ---------------------
Name: Xxx X. Xxxxxxx Name: Xxxx Xxxx
Title: Managing Partner Title: CFO
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[GRAPHIC - FLOOR PLAN]
EXHIBIT B
TO FIRST AMENDMENT TO LEASE
AMENDED AND RESTATED
SUMMARY OF BASIC LEASE TERMS
1. Tenant: Pharmion Corporation
(a) Tenant's entity and jurisdiction: a Delaware corporation.
2. Building Address: 0000 00xx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000
(a) Type: Multi-Tenant.
(b) Approx. Total Rentable Square Footage of Building: 37,688.
(c) Base Building has been constructed by Landlord in accordance with the
Work Letter attached to the Lease as EXHIBIT D.
3. Demised Premises: 0000 00xx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxx 00000
(a) Suite 200 ("Original Premises") and Suite 100 ("Expansion Premises").
(b) Approx. Rentable Square Footage: Original Premises: 18,410
Expansion Premises: 10,349
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Total for Demised Premises: 28,759
(c) Approx. Useable Square Footage: Original Premises: 16,863
Expansion Premises: 9,273
------
Total for Demised Premises: 26,136
(d) Interior Finish: To be completed by Tenant in accordance with the Work
Letter attached to the Lease as EXHIBIT D.
4. Initial Lease Term:
(a) Commencement Date: August l, 2002.
(b) Expiration Date: January 31, 2008.
5. Renewal Options:
(a) Two (2) three-year options at Market Rate.
(b) Market Rate Escalator to apply in each successive year of each Renewal
Term.
(c) Options must be exercised in writing not less than 150 nor more than
270 days prior to expiration of prior term.
Initials:
Landlord AG Tenant EM
6. Basic Rent:
Rent Schedule:
ANNUAL BASIC RENT PER
LEASE YEAR ANNUAL BASIC RENT MONTHLY BASIC RENT RENTABLE SQUARE FOOT
------------------------------ ----------------- ------------------ ---------------------
Year 1 (as extended)
Aug. 1, 2002 - Jan. 31, 2003
(Original Premises Only) $ 341,506.00 $ 28,459.00 $ 18.55
Feb. 1, 2003 - Jan. 31, 2004
(With Expansion Premises) $ 533,479.00 $ 44,457.00 $ 18.55
Year 2
Feb. 1, 2004 - Jan. 31, 2005 $ 549,584.00 $ 45,790.00 $ 19.11
Year 3
Feb. 1, 2005 - Jan. 31, 2006 $ 565,968.00 $ 47,164.00 $ 19.68
Year 4
Feb. 1, 2006 - Jan. 31, 2007 $ 582,947.00 $ 48,579.00 $ 20.27
Year 5
Feb. 1, 2007 - Jan. 31, 2008 $ 600,436.00 $ 50,036.00 $ 20.88
Amortization of Additional Tenant Finish Allowance: In addition to Base Rent,
Tenant shall pay Landlord fifty-seven (57) payments of $4,428.27 each, payable
monthly commencing November 1, 2002, in accordance with Section 14 of this
Amended and Restated Summary of Basic Lease Terms.
ONE-HALF OF THE BASIC RENT AND ADDITIONAL RENT DUE FOR THE MONTH OF AUGUST 2002
SHALL BE ABATED (THE "FIRST ABATEMENT PERIOD"). THE REMAINING ONE-HALF SHALL BE
DUE AND PAYABLE AUGUST 15, 2002.
BASIC RENT AND ADDITIONAL RENT FOR THE EXPANSION PREMISES SHALL BE ABATED FROM
FEBRUARY 1, 2003 THROUGH OCTOBER 31, 2003 (THE "SECOND ABATEMENT PERIOD"). THE
RENT AND ADDITIONAL RENT ABATED DURING THE SECOND ABATEMENT PERIOD SHALL BE
DEDUCTED FROM THE BASE TENANT FINISH ALLOWANCE AS PROVIDED IN SECTION 14 OF THIS
AMENDED AND RESTATED SUMMARY OF BASIC LEASE TERMS.
7. Additional Rent:
(a) Tenant's Pro Rata Share for Additional Rent:
Original Premises: 48.85%
Expansion Premises: 27.46%
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Total for Demised Premises: 76.31%
(calculated by dividing the approximate rentable square footage of the Original
Premises (18,410), the Expansion Premises (10,349) or the Demised Premises
(28,759), as the case may be, by the approximate rentable square footage of the
Building (37,688).
(b) Tenant's Pro Rata Share for Additional Rent for the period from August
1, 2002 - January 31, 2003 shall be 48.85% so as to include only the
Original Premises.
(c) Tenant's Pro Rata Share for Additional Rent from and after February 1,
2003 shall be 76.31% so as to include the Expansion Premises.
Initials:
Landlord AG Tenant EM
8. Security Deposit Amount: $44,457.00 (including $28,459.00 for the Original
Premises and $15,998.00 for the Expansion Premises).
9. Place for Payments: Centro III, LLC
000 Xxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
10. Place for Notices:
Landlord:
Centro III, LLC with a copy to: Xxxxx X. Xxxxxxxx, Esq.
000 Xxxx Xxxxxx Xxxxxxxx and Associates P.C.
Xxxxxxx, XX 00000 0000 Xxxxxx Xxxx, Xxxxx 000
Xxxxxxx, XX 00000
Tenant:
Pharmion Corporation
0000 00xx Xxxxxx, Xxxxx 000
Xxxxxxx, XX 00000
11. Permitted Use(s) by Tenant: General office uses as permitted by applicable
zoning.
12. Broker(s):
(a) For the Original Premises: Xxxxx Xxxxxxx, Colorado Group (Landlord's
Broker); Xxxx Xxxxx, Equis Corporation (Tenant's Broker).
(b) For the Expansion Premises: None.
13. Utilities: Tenant shall pay its Pro Rata Share of charges for any utilities
not separately metered or billable to the Demised Premises; provided,
however, that if in Landlord's reasonable opinion, apportioning utility
charges based upon Pro Rata Shares would be inequitable because of
disproportionate consumption of utilities by tenants of the Building,
Landlord shall have the right to apportion utility charges based upon
Landlord's reasonable estimation of relative use of such utilities.
14. Tenant Finish Allowance:
(a) Base Tenant Finish Allowance. Base Tenant Finish Allowance shall be
used to pay expenses incurred in performance of Tenant's Work in the
Demised Premises as defined in the Work Letter attached as EXHIBIT D
to the Lease and shall be paid in accordance with the provisions set
forth in the Work Letter and in this Amended and Restated Summary of
Basic Lease Terms. The Base Tenant Finish Allowance and Additional
Tenant Finish Allowance described below are collectively referred to
as the Tenant Finish Allowance.
(i) Landlord has paid Tenant $30.00 per Rentable Square Foot for the
Original Premises ($552,300.00) for Tenant's Work in the Original
Premises.
Initials:
Landlord AG Tenant EM
(ii) The Base Tenant Finish Allowance for the Expansion Premises shall
be payable in accordance with Section 3.03(b) of the Work Letter
attached to the Lease as Exhibit D as follows:
(A) If Tenant's Work for the Expansion Premises commences
after November 1, 2003, Landlord shall pay Tenant $30.00 per
Rentable Square Foot for the Expansion Premises ($310,470.00),
less the amount of Rent and Additional Rent for the Expansion
Premises that has been abated during the Second Abatement Period.
(B) If Tenant's Work for the Expansion Premises commences
prior to November 1, 2003, Landlord shall pay Tenant $12.00 per
Rentable Square Foot of the Expansion Premises ($124,188.00). On
and after November 1, 2003, Landlord shall have the right to
account for the difference between (i) $30.00 per Rentable Square
Foot of the Expansion Premises ($310,470.00), less the amount of
Rent and Additional Rent for the Expansion Premises that has been
abated during the Second Abatement Period and (ii) $12.00 per
Rentable Square Foot of the Expansion Premises ($124,188.00). The
necessary refund by Tenant or additional payment by Landlord
shall be paid by the applicable party within thirty (30) days
following notice to Tenant of the amount due.
(b) Additional Tenant Finish Allowance. Tenant has requested and Landlord
has paid Tenant $222,705.00 for the Original Premises as an Additional
Tenant Finish Allowance. This amount shall be amortized at the rate of
5.5% interest per annum, payable in equal monthly payments of
principal and interest over fifty-seven (57) months commencing
November 1, 2002. The monthly cost thereof shall be added to and shall
increase the Basic Rent payable hereunder as set forth in Section 7 of
this Amended and Restated Basic Summary of Lease Terms.
15. Signage: Building Standard Lobby directory and Suite signage shall be
provided at Landlord's expense. Tenant may have, at its own expense, the
top four (4) spaces (out of the eight total spaces) on the Building
Monument sign, and Tenant may install one sign on each of the north and
south sides of the east stair tower on the fascia of the Building. Tenant's
signs shall be subject to the provisions of and shall comply with the
requirements of Section 8.10.
16. Parking: See Section 2.9 of the Lease.
Initials:
Landlord AG Tenant EM
