|
|
|
|
Document Preview Agreement of Lease |
||||
|
|
||||
|
Click "Add to Cart" button to purchase document. |
||||
|
|
||||
|
Title: |
Agreement of Lease |
|||
|
Entities: |
||||
|
Date: |
2001 |
|||
|
Size: |
Preview shows 11KB of 176KB total |
|||
|
Price: |
$60 |
|||
|
ID: |
#1252053 |
|||
|
|
||||
|
||||
|
|
||||
|
Start of Preview |
||||
AGREEMENT OF LEASE
between
NEWTOWN OFFICE DEVELOPMENT III, L.P
("Landlord")
and
3-DIMENSIONAL PHARMACEUTICALS, INC.
("Tenant")
Version Date: August 8, 2001
<PAGE>
TABLE OF CONTENTS
1. PREMISES, TERM AND PURPOSE................................................2
2. RENT......................................................................3
3. OPERATING EXPENSES........................................................4
4. COMPLETION OF IMPROVEMENTS AND COMMENCEMENT OF RENT.......................9
5. TENANT COVENANTS AS TO CONDITION OF PREMISES, AND
COMPLIANCE WITH LAWS; LANDLORD COVENANTS.................................10
6. TENANT IMPROVEMENTS, ALTERATIONS AND INSTALLATIONS.......................11
7. VARIOUS NEGATIVE COVENANTS BY TENANT.....................................12
8. VARIOUS AFFIRMATIVE COVENANTS OF TENANT AND LANDLORD.....................13
9. BUILDING DIRECTORY AND SIGNAGE...........................................13
10. CASUALTY AND INSURANCE...................................................13
11. INDEMNIFICATION..........................................................16
12. NON-LIABILITY OF LANDLORD................................................16
13. REMEDIES AND TERMINATION UPON TENANT DEFAULT.............................16
14. REMEDIES CUMULATIVE; NON-WAIVER BY LANDLORD..............................19
15. SERVICES; ELECTRIC ENERGY AND GAS........................................19
16. SUBORDINATION............................................................23
17. LANDLORD'S CURE OF TENANT'S DEFAULT......................................23
18. NOTICES..................................................................24
19. QUIET ENJOYMENT..........................................................24
20. SECURITY DEPOSIT.........................................................24
21. ACCESS TO PREMISES.......................................................24
22. BROKERAGE................................................................25
23. PARKING..................................................................25
24. LANDLORD'S INABILITY TO PERFORM..........................................25
25. CONDEMNATION.............................................................25
26. ASSIGNMENT AND SUBLETTING................................................26
28. ENVIRONMENTAL MATTERS....................................................29
29. PARTIES BOUND............................................................30
30. MISCELLANEOUS............................................................31
31. RIGHT OF FIRST OFFER.....................................................32
32. CONDOMINIUM DOCUMENTS....................................................33
Exhibit A Floor Plan of Demised Premises
Exhibit A-1 Site Plan
Exhibit B Tenant Improvement Work
Exhibit B-1 Preliminary Outline Specification
Exhibit C Rules and Regulations
Exhibit D Building Holidays
Exhibit E Cleaning Specifications
Exhibit F Janssen Pharmaceutical Space
-i-
<PAGE>
LEASE AGREEMENT DATED August 8, 2001, BETWEEN NEWTOWN OFFICE DEVELOPMENT III,
L.P., a Pennsylvania limited partnership ("Landlord"), having an office at GSB
Building, Suite 401, One Belmont Avenue, Bala Cynwyd, PA 19004 and 3-DIMENSIONAL
PHARMACEUTICALS, INC., ("Tenant"), a Delaware corporation, having an address at
Eagleview Corporate Center, Suite 104, 665 Stockton Drive, Exton, PA 19341
("Lease").
PREAMBLE
--------
DEFINITIONS.
In addition to other terms elsewhere defined in this Lease, the following
terms whenever used in this Lease should have only the meanings set forth in
this Preamble, unless such meanings are expressly modified, limited or expanded
elsewhere herein.
1. Premises or Demised Premises: Outlined on the floor plan annexed hereto
----------------------------
and made a part hereof as Exhibit A consisting of approximately 20,509 square
feet of Gross Rentable Area on the third floor, together with all fixtures,
equipment, improvements and installations attached thereto, in the building,
known as Building Three having approximately 59,628 square feet of Gross
Rentable Area (the "Building") in the Lower Makefield Corporate Center ("Park")
located at Interstate I-95 and Route 332, Lower Makefield Township,
Pennsylvania. As per the Condominium Documents (defined in Section 32 below)
governing the Park, the Building is Unit 7 of the Park.
2. Initial Term: Five (5) years, two months from the Commencement Date
------------
3. Commencement Date: The date that rent commences in accordance with
-----------------
Exhibit B of the Lease
4. INTENTIONALLY DELETED
5. Fixed Rent Commencement Date: The Commencement Date.
----------------------------
6. Expiration Date: November 30, 2006.
---------------
7. Permitted Use: General office use.
-------------
8. Fixed Rent: $522,979.50 per year payable in consecutive, equal monthly
----------
installments of $43,581.62 during the first twelve (12) months after the Fixed
Rent Commencement Date. During the Initial Term the Fixed Rent shall be
increased each year thereafter by $0.50 per rentable square foot commencing on
the first anniversary of the Fixed Commencement Date.
9. Late Charge: Four percent (4%) of the amount of the payment due.
-----------
1
<PAGE>
10. Tenant's Proportionate Share: Thirty four and thirty nine one
----------------------------
hundredths percent (34.39%) which Landlord and Tenant agree is the proportion
which the rentable area of the Premises bears to the total rentable area of the
Building.
11. Base Year Expense Stop: $5.10 per square foot of Rentable Area.
----------------------
12. Tenant Electric Amount: $1.25 per square foot of rentable area per
----------------------
annum until adjusted as provided in Section 15 of the Lease.
13. Base Building Gas and Electric Amount: $1.00 per rentable square foot
-------------------------------------
per annum, until adjusted as provided in Section 15 of the Lease.
14. Security Deposit: $130,744.86.
----------------
15. Designated Brokers: Aegis Property Group and The Staubach Company.
------------------
16. Tenant Improvement Work: as set forth in and in accordance with
-----------------------
Exhibit B attached hereto and made a part hereof.
17. Term: The Initial Term and Renewal Term as to which Tenant has
----
exercised its rights pursuant to section 1(b) below.
NOW, THEREFORE, for good and valuable consideration, the adequacy and receipt of
which are hereby acknowledged, and intending to be legally bound, the parties
hereto agree as follows:
1. Premises, Term and Purpose.
--------------------------
(a) Landlord does hereby lease to Tenant, and Tenant does hereby
lease from Landlord, the Demised Premises located in the Building for the Term
commencing on the Commencement Date and ending on the Expiration Date, or such
earlier date upon which the Term may expire or be terminated pursuant to the
provisions of this Lease or pursuant to Law.
(b) Provided no Event of Default by Tenant shall exist and this
Lease shall be in effect, Tenant shall have the right to extend the Term hereof
for one (1) five (5) year renewal term (the "Renewal Term"). In order to
exercise its right to the Renewal Term, Tenant shall give Landlord written
notice of exercise ("Renewal Notice") no later than nine (9) months prior to the
end of the Term. During the exercised Renewal Term, all of the terms and
conditions of the Lease shall continue in full force and effect, except for
provisions which, by their nature, relate only to the Initial Term and except
that the Fixed Rent shall be the Fair Market Rent (herein defined), as
determined herein. Fair Market Rent shall be such base rental as would be agreed
upon by willing and knowledgeable parties, neither of whom were acting under
compulsion, taking into account marketing expenses, brokerage commissions and
tenant improvement costs that Landlord will not have to pay in connection with
the Renewal Term.
Within 30 days following Landlord's receipt of Tenant's
Renewal Notice, Landlord shall advise Tenant in writing of Landlord's
determination of the Fair Market Rent (the "Initial Determination"). The Initial
Determination shall be the Fair Market Rent unless Tenant
2
<PAGE>
shall within 15 days of Tenant's receipt of the Initial Determination reject the
Initial Determination by written notice to Landlord. Tenant shall, together with
its notice of rejection, either (i) terminate the Lease as of the end of the
Term, or (ii) elect that Landlord and Tenant shall each, within 15 days of
Landlord's receipt of Tenant's rejection, designate an independent certified
appraiser to act on their respective behalf and shall jointly select a third
independent certified appraiser to act as arbiter. If Landlord and Tenant are
unable to agree upon an arbiter within such 15-day period, the two designated
appraisers shall agree upon an arbiter within 15 days following the date the
last one of the two was appointed. Within 30 days of their appointment, each
designated appraiser shall establish a Fair Market Rent and within 15 days
thereafter, the arbiter shall select one of the two determinations and the
determination so selected shall be the Fair Market Rent for the Renewal Term. In
the event a final determination of the Fair Market Rent has not been established
as of the commencement of the Renewal Term, the Initial Determination shall be
deemed to be the Fair Market Rent until the Fair Market Rent is determined,
subject to retroactive adjustment upon receipt of the arbiter's determination.
|
End of Preview |
Home Intelligence Services Subscriptions News About Us