Amendment to Lease Agreement between the Registrant and Four Stamford Plaza Owner L.L.C. Stamford Lease, dated June 23, 2020
FIRST AMENDMENT TO LEASE
This FIRST AMENDMENT TO LEASE (this “Amendment”) is made and entered into as of June 23, 2020 between FOUR STAMFORD PLAZA OWNER LLC, a Delaware limited liability company (“Landlord”) and CARA THERAPEUTICS, INC., a Delaware corporation (“Tenant”).
|A.||Landlord and Tenant are parties to that certain Office Lease Agreement dated as of December 21, 2015 (the “Lease”). Pursuant to the Lease, Landlord has leased to Tenant certain premises containing approximately 24,029 rentable square feet known as Suite 900 (the “Existing Premises”) and located on the 9th floor of the building commonly known as Four Stamford Plaza located at 107 Elm Street, Stamford, Connecticut 06902 (the “Building”). The Building contains 263,194 rentable square feet. Tenant’s current Pro Rata Share is 9.1298%. Tenant is currently entitled to use seventy-two (72) unreserved parking spaces based on the ratio of three (3) unreserved parking spaces per 1,000 rentable square feet of the Existing Premises in the Building’s garage at no additional charge to Tenant.|
|B.||The Lease by its terms is set to expire on November 30, 2023 (the “Current Expiration Date”).|
|C.||Landlord and Tenant desire to (i) extend the Term of the Lease by one (1) month, (ii) expand the Existing Premises by adding to the Existing Premises an additional 11,685 rentable square feet of space known as Suite 1001 located on the 10th floor of the Building (the “Expansion Premises”), as shown on Exhibit A attached hereto, and (iii) modify the Lease on the terms and conditions set forth herein. The Existing Premises and the Expansion Premises are hereinafter, collectively, sometimes referred to as the “Entire Premises”.|
NOW THEREFORE, in consideration of the above recitals which by this reference are incorporated herein, the mutual covenants and conditions contained herein and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant hereby agree as follows:
days) (a “Stay At Home Order”), then the Expansion Premises Commencement Date shall be delayed until such Stay At Home Order is revised, rescinded, reversed or no longer applicable to Tenant (the “Expansion Premises Commencement Date Delay Condition”); provided that, Tenant may, in its sole discretion, waive the Expansion Premises Commencement Date Delay Condition by written notice to Landlord at any time, whereby the Expansion Premises Commencement Date shall occur on the date that is the later to occur of (i) the date on which Landlord’s Expansion Premises Work is Substantially Complete, or (ii) five (5) days following the date of Tenant’s notice to Landlord. For the avoidance of doubt, in the event that a Stay At Home Order is in place on the date that Landlord’s Work is Substantially Complete, so long as such Stay At Home Order permits at least one of Tenant’s employees to work out of the Expansion Premises, then the Expansion Premises Commencement Date shall not be delayed.
(1) day for each day after the Penalty Date (as the same may have been so extended) that the Landlord’s Expansion Premises Work is not Substantially Complete. If Tenant shall be entitled to an abatement of Base Rent and Additional Rent in respect of the Expansion Premises as set forth herein, then commencing on the Expansion Premises Commencement Date, Tenant shall be entitled to a credit against the first Rent payment(s) becoming due following the Expansion Premises Commencement Date in an amount equal to the amount of such abatement which so accrued under this Section 2.03.
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the Expansion Premises Commencement Date is so delayed. If, as a result of such extension, the Extended Expiration Date does not fall on the last day of a calendar month, the Extended Expiration Date shall be adjusted to the last day of the calendar month in which the Extended Expiration Date occurs. The Term of the Lease with respect to the Expansion Premises shall commence on the Expansion Premises Commencement Date and shall expire coterminously with the Existing Premises on the Extended Expiration Date, as extended, if applicable.
Full Calendar Months of the Term
Annual Rate Per RSF
Rentable Square Feet
Annual Base Rent
Monthly Base Rent
Expansion Premises Commencement Date - 12
13 - 24
25 - 36
37 – Extended Expiration Date
All such Base Rent and Additional Rent shall be payable by Tenant in accordance with the terms of the Lease.
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$0.15 per RSF of the Expansion Premises ($1,752.75) for Tenant’s architect to create a test-fit of the Expansion Premises, (ii) up to $2.50 per RSF of the Expansion Premises ($29,212.50) for Tenant’s architect to create construction documents, and (iii) up to $1.75 per RSF of the Expansion Premises ($20,448.75) for Tenant’s MEP engineer selected from Landlord’s approved list of MEP Engineers (a “Landlord Approved MEP Engineer”) to create mechanical, electrical and plumbing drawings. The Architectural Services Allowance shall be paid to Tenant in periodic disbursements within thirty (30) days following Landlord’s receipt of Tenant’s written request for disbursement, together with copies of invoices or other supporting data evidencing such costs and expenses as Landlord may reasonably require. In no event shall Landlord be required to disburse the Architectural Services Allowance more than one time per month.
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Four Stamford Plaza Owner LLC c/o RFR Realty LLC
263 Tresser Boulevard, 4th Floor Stamford, Connecticut 06901 Attn: Property Manager
With a copy to:
RFR Realty LLC 390 Park Avenue
New York, New York 10022 Attn: President
with a copy of any default notices to: Day Pitney LLP
One Stamford Plaza
263 Tresser Boulevard, 7th Floor Stamford, Connecticut 06901 Attn: Real Estate Department
Cara Therapeutics, Inc. Four Stamford Plaza
107 Elm Street, Suite 900
Stamford, Connecticut 06902 Attn: Chief Financial Officer
With a copy to:
Wiggin and Dana LLP One Century Tower 265 Church Street
New Haven, CT ###-###-####
Attention: Elliot G. Kaiman, Esq.
A copy of any notice to Landlord shall also be sent to any Mortgagee (as hereinafter defined) who may have requested the same, provided the name and address of such Mortgagee shall have been provided to Tenant in writing.”
26.11 of the Lease with respect to the disclosure of any matters set forth in this Amendment or the dissemination or distribution of any information concerning the terms, details or conditions of this Amendment.
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Neither Landlord nor Tenant shall be bound by this Amendment until this Amendment has been fully executed and delivered by both Landlord and Tenant.
[Signatures follow on next page.]
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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first above written.
FOUR STAMFORD PLAZA OWNER LLC,
a Delaware limited liability company
By: /s/ Thomas L. Lavin
Name:Thomas L. Lavin
Title: Vice President
Cara Legal Approved as to form
CARA THERAPEUTICS, INC., a Delaware corporation
By: /s/ Derek Chalmers
Signature Page to
First Amendment to Lease