Contract
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1 SECOND AMENDMENT TO LEASE AGREEMENT THIS SECOND AMENDMENT TO LEASE AGREEMENT (“Amendment”) is entered into this 12th day of August 2020, by and between NORTHFIELD I, LLC, an Ohio limited liability company (“Landlord”), and XXXXXXX BIOTECH, INC., a Delaware corporation (“Tenant”). WITNESSETH: WHEREAS, Landlord and Tenant entered into that certain Lease Agreement dated as of December 26, 2019 and amended by that certain First Amendment to Lease dated as of January 17, 2020 (“Lease”) relating to approximately 100,000 rentable square feet in an industrial building to be constructed on International Drive, Coraopolis, Findlay Township, Allegheny County, Pennsylvania (“Building”); WHEREAS, Landlord and Tenant have agreed to amend and modify the Lease as set forth herein; NOW, THEREFORE, in consideration of the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1. Amendment to Section 1.4. “Tenant’s Address” in Section 1.4 of the Lease is hereby deleted in its entirety and replaced with the following: “Tenant’s Address: Xxxxxxx Biotech, Inc. 0000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxxxxxxxxx, XX 00000 Attn: Xxxxxxx Xxxxxx E-mail: xxxxxxx@xxxxxxxxxx.xxx and Xxxxxxx Biotech, Inc. 0000 Xxxxxxx Xxxxxx, Xxxxx 000 Xxxxxxxxxx, XX 00000 Attn: J. Xxxxxxxxxxx Xxxxxxxx E-mail: xxxxxxxxx@xxxxxxxxxx.xxx With copy to: Xxxxxxxx X. Xxxxxx Xxxxxxxx, German & Xxxxx, P.C. 000 Xxxxxxxxxx Xxxxxx, Xxxxx 000 Xxxxxxxxxx, XX 00000 E-mail: xxx@xxxxx.xxx” Exhibit 10.18
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6 IN WITNESS WHEREOF, Landlord and Tenant have executed this Second Amendment to Lease Agreement as of the day and year first above written. LANDLORD: NORTHFIELD I, LLC, an Ohio limited liability company By: Al. Xxxxx, LLC, an Ohio limited liability company, its Manager By: Name: Xxxxxx X. Xxxxxxx Title: Executive Vice President TENANT: XXXXXXX BIOTECH, INC., a Delaware corporation By: Name: Xxxxxxx Xxxxxx Title: _______________________________
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{S1500685.1} C-1 EXHIBIT C (revised) Commencement Date Memorandum THIS COMMENCEMENT DATE MEMORANDUM is entered into on _______________, 202__ between NORTHFIELD I, LLC, an Ohio limited liability company (“Landlord”) and XXXXXXX BIOTECH, INC., a Delaware corporation (“Tenant”). On December ___, 2019 Landlord and Tenant entered into a lease (as amended, the "Lease") covering certain Premises described in the Lease. In accordance with Sections 3.1 and 3.4 of the Lease, as amended, Landlord and Tenant are executing, acknowledging and delivering this Agreement for the purposes of specifying (a) the Initial Delivery Date, (b) the Substantial Completion Date, (c) the dates of the commencement and termination of the Lease Term[ and][,] (d) the final rentable square footage of the Building[, (e) an updated Base Rent table, and (f) an updated Purchase Price for the Option Property, relative to Tenant’s Purchase Option]. Any terms capitalized herein, but no defined herein shall have the meanings ascribed to them in the Lease. 1. The Lease Term commenced on __________, 202__ (“Lease Commencement Date”), and shall terminate on ____________________. 2. The Initial Delivery Date occurred on _________________, 202__ (“Initial Delivery Date”). 3. The approximate number of square feet of the Building is ________ rentable square feet. 4. Except as otherwise expressly provided in Section 1.12 of the Lease, Tenant's Base Rent obligation under the Lease shall commence on the Lease Commencement Date. 5. [The Base Rent table set forth in Section 1.11 of the Lease is hereby amended and restated as follows:] TIME PERIOD (Months) ANNUAL BASE RENT MONTHLY BASE RENT 1 – 12 $ [________] $ [________] 13 – 24 $ [________] $ [________] 25 – 36 $ [________] $ [________] 37 – 48 $ [________] $ [________] 49 – 60 $ [________] $ [________] 61 – 72 $ [________] $ [________] 73 – 84 $ [________] $ [________] 85 – 96 $ [________] $ [________]
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{S1500685.1} C-2 97 – 108 $ [________] $ [________] 109 – 120 $ [________] $ [________] 121 – 132 $ [________] $ [________] 133 – 144 $ [________] $ [________] 145 – 156 $ [________] $ [________] 157 – 168 $ [________] $ [________] 169 – 180 $ [________] $ [________] 6. [The Purchase Price set forth in Section 25(a) of the Lease is hereby amended and restated to be $[______].] 7. Except as otherwise expressly provided in Section 1.13 of the Lease, payment of Additional Rent shall commence on the Lease Commencement Date. 8. Tenant has accepted the Premises (subject in all respects to Landlord’s obligation to address any and all Punch List Items in accordance with the terms set forth in the Lease) as of the Substantial Completion Date. 9. The execution of this memorandum shall not constitute the exercise by Tenant of any option it may have to extend the Lease Term. 10. The Lease (as amended) is in full force and effect and is hereby ratified and confirmed. [SIGNATURE PAGE FOLLOWS]