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Title:

Agreement

Entities:

Myriad Genetics, Inc.

Date:

2001

Size:

Preview shows 4KB of 14KB total

Price:

$36

ID:

#309162

 

 

► Miscellany ► Agreements
► Biotech & Drugs ► In Vitro & In Vivo Diagnostic Substances

 

 

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                                  AGREEMENT



THIS AGREEMENT (the "Agreement") is entered into this 31st day of
March, 2001, between BOYER RESEARCH PARK ASSOCIATES VI, L.C., BY ITS GENERAL
PARTNER THE BOYER COMPANY, L.C., a Utah limited liability company ("Owner"), and
MYRIAD GENETICS, INC. ("Myriad").

RECITALS:
--------

A. Contemporaneously with the execution of this Agreement, Owner, as
Landlord, and Myriad, as Tenant, executed a Lease Agreement dated March 31, 2001
(the "Lease") pertaining to space in a building (Phase III) to be constructed at
320 Wakara Way, Salt Lake City, Utah.

B. As part of the negotiations leading to the amendment of the Lease
Agreement, Owner has agreed to pay to Myriad participation in Owner's net
operating cash flow from the Building upon the terms and subject to the
conditions set forth in this Agreement.


AGREEMENT:
---------

NOW, THEREFORE, for good a valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, Owner and Myriad agree as follows:

1. Definitions. Certain terms are defined in this Agreement prior
-----------
to this Section 1. As used in this Agreement, the following additional terms
shall have the meanings set forth:

(a) "Basic Annual Rent" is defined in the Lease.
-----------------

(b) "Building" means the Phase III building to be constructed by
--------
Owner at 320 Wakara Way, Salt Lake City, Utah, in which the premises
covered by the Lease are located.

(c) "Myriad's Share of Operating Cash Flow" means, for any
---------------------------------------
specified period, the lesser of:

(i) The Setoff Percentage multiplied by the Basic Annual
Rent for the period; or

(ii) The Operating Cash Flow for the period.

(d) "Myriad's Termination Share" means an amount determined as
--------------------------
follows:
{PAGE}

(i) First, project Myriad's Share of Operating Cash Flow
in each Lease Year following the Termination Date (but not
including any renewal or extension terms subsequent to the then
term of the Lease, unless and then only to the extent that Myriad
has validly exercised its right to renew or extend the then term
of the Lease) as being equal to Myriad's Share of Operating Cash
Flow for the twelve (12) months prior to the Termination Date
increased by the lesser of CPI or three percent (3%) per annum on
the regular adjustment dates specified in Section 3.1 for
adjustment of Basic Annual Rent.

(ii) Second, based on the assumption that Myriad's Share
of Operating Cash Flow for each Lease Year following the
Termination Date, as projected in subsection (i) above, is
received by Myriad on the last day of the seventh (7th) month of
such Lease Year (or in the case of a Lease Year which is less
than seven (7) months long, on the last day of such Lease Year),

 

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