LEASE ASSIGNMENT AND ASSUMPTION
Exhibit 10.12
STATE OF FLORIDA
COUNTY OF HILLSBOROUGH
COUNTY OF HILLSBOROUGH
This Lease Assignment and Assumption (the “Assignment”), is made and entered into as
of this 28th day of August, 2006, by and between RX DEVELOPMENT RESOURCES,
LLC, a
Florida limited liability company (“Assignor”) and S1R1ON THERAPEUTICS, INC., a Florida
corporation (“Assignee”).
W I T N E S S E T H
WHEREAS, Assignor has entered into a commercial lease (the “Lease”) by and between LIBERTY
PROPERTY LIMITED PARTNERSHIP, a Pennsylvania limited partnership and Assignor, dated May 24, 2004,
and as subsequently amended, which document is attached hereto as Exhibit “A” and made a part
hereof, for 16,000 square feet of office space located at 0000 Xxxxxx Xxxx Xxxxx, Xxxxxx 000-000,
Xxxxx, Xxxxxxx 00000;
WHEREAS, Assignor desires to assign its rights and obligations under the Lease to the
Assignee; and
WHEREAS, Assignee desires to assume and be bound by the terms of the Lease as a tenant.
NOW THEREFORE, in consideration of the mutual promises and covenants herein contained and
other good and valuable consideration, the receipt, sufficiency and adequacy of which are hereby
acknowledged, the parties agree as follows:
1. | Recitations. The above recitations are true and correct. | |
2. | Assignment. Assignor hereby assigns, sets over and transfers to Assignee all of Assignor’s rights, title and interest in and to the Lease. | |
3. | Ratification of Lease. All of the terms, covenants and conditions of the Lease are hereby ratified and reaffirmed by all parties hereto as amended. | |
4. | Acceptance. Assignee hereby accepts this Assignment and agrees to assume and be bound by all of the terms of the Lease (a copy of which Assignee has received and reviewed) for the period beginning August 28, 2006 and ending upon the expiration of the Lease. |
IN WITNESS WHEREOF, the parties have executed this Assignment as of the day and year
first written above.
ASSIGNOR: | ||||||
RX DEVELOPMENT RESOURCES, LLC | ||||||
By: | /s/ Xxxxx Xxxxxx | |||||
Title: | Managing Member, Butter Partnership | |||||
Date: | ||||||
ASSIGNEE: | ||||||
SIRION THERAPEUTICS, INC. | ||||||
By: | /s/ Xxxxx Xxxxxx | |||||
Title: | CEO and President | |||||
Date: | ||||||