Second Amendment to Office Lease, dated March 12, 2020, between the Registrant and Kilroy Realty, L.P

Exhibit 10.2

CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY […***…], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD LIKELY CAUSE COMPETITIVE HARM IF PUBLICLY DISCLOSED.

SECOND AMENDMENT TO OFFICE LEASE

This SECOND AMENDMENT TO OFFICE LEASE ("Second Amendment") is made and entered into as of March 12, 2020, by and between KILROY REALTY, L.P., a Delaware limited partnership ("Landlord"), and ACADIA PHARMACEUTICALS INC., a Delaware corporation ("Tenant").

r e c i t a l s :

a g r e e m e n t :

NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:

1.Capitalized Terms.  All capitalized terms when used herein shall have the same meaning as is given such terms in the Lease unless expressly superseded by the terms of this Second Amendment.

2.Additional Improvement Allowance for the 400/500 Premises.  Pursuant to Section 2.1 of the Work Letter, Tenant elected to use the entirety of the Additional Improvement Allowance available with respect to the 400/500 Premises (i.e., an amount equal to $[…***…]) and accordingly, the same shall be utilized and disbursed pursuant to the terms of the Work Letter and the total Improvement Allowance to which Tenant is entitled with respect to the 400/500 Premises shall be increased accordingly, to a total amount of $[…***…].  

3.Additional Monthly Base Rent for the 400/500 Premises.  Pursuant to Section 2.1 of the Work Letter, as a result of Tenant's use of the Additional Allowance with respect to the 400/500 Premises as set forth in Section 2 above, (i) the Additional Monthly Base Rent shall be equal to $[…***…] per month, and (ii) the monthly installments of Base Rent otherwise attributable to the 400/500 Premises shall be increased by such Additional Monthly Base Rent for each Lease Month during the Lease Term (other than during the Base Rent Abatement Period) (i.e., for a total of 120 full calendar months of Additional Monthly Base Rent payments). In connection therewith, the Base Rent with respect to the 400/500 Premises in Section 4 of the Summary of Basic Lease Information to the Office Lease (as replaced by Exhibit A-2 attached to the First Amendment), shall be amended and restated in its entirety as follows:

4.First Month of Additional Monthly Base Rent.  Concurrent with Tenant's execution and delivery of this Second Amendment, pursuant to Section 2.1 of the Work Letter, Tenant shall deliver to Landlord the first full calendar month of Additional Monthly Base Rent (i.e., an amount equal to $[…***…]).

5.Brokers.  Landlord and Tenant hereby warrant to each other that they have had no dealings with any real estate broker or agent in connection with the negotiation of this Second Amendment and that they know of no real estate broker or agent who is entitled to a commission in connection with this Second Amendment.  Each party agrees to indemnify and defend the other party against and hold the other party harmless from and against any and all claims, demands, losses, liabilities, lawsuits, judgments, and costs and expenses (including, without limitation, reasonable attorneys' fees) with respect to any leasing commission or equivalent compensation alleged to be owing on account of the indemnifying party's dealings with any real estate broker or agent occurring by, through, or under the indemnifying party.  The terms of this Section 5 shall survive the expiration or earlier termination of the term of the Lease, as hereby amended.

6.Signatures. The parties hereto consent and agree that this Second Amendment may be signed and/or transmitted by facsimile, e-mail of a .pdf document or using electronic signature technology (e.g., via DocuSign or similar electronic signature technology), and that such signed electronic record shall be valid and as effective to bind the party so signing as a paper copy bearing such party’ s handwritten signature. The parties further consent and agree that (1) to the extent a party signs this Second Amendment using electronic signature technology, by clicking “ SIGN” , such party is signing this Second Amendment electronically, and (2) the electronic signatures appearing on this Second Amendment shall be treated, for purposes of validity, enforceability and admissibility, the same as handwritten signatures.

7.No Further Modification; Conflict.  Except as set forth in this Second Amendment, all of the terms and provisions of the Lease shall apply with respect to the Premises and shall remain unmodified and in full force and effect.  In the event of a conflict between the terms of the Lease and this Second Amendment, this Second Amendment shall prevail.

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IN WITNESS WHEREOF, this Second Amendment has been executed as of the day and year first above written.  

"LANDLORD":

KILROY REALTY, L.P.,

a Delaware limited partnership

"TENANT":

ACADIA PHARMACEUTICALS INC.,

a Delaware corporation