Sublease Agreement between COR Therapeutics, Inc. and Cytokinetics for Office and Laboratory Space

Summary

This agreement is a sublease between COR Therapeutics, Inc. (the sublessor) and Cytokinetics (the sublessee) for approximately 10,113 square feet of office and laboratory space in South San Francisco, California. The sublease term begins January 1, 2000, for the initial premises and April 1, 2000, for additional space, ending December 31, 2000. Cytokinetics agrees to pay monthly rent, a share of operating costs, and a $20,000 security deposit. The agreement is subject to the terms of the master lease and requires the sublessor to deliver possession of the premises as specified.

EX-10.16 29 f95504orexv10w16.txt EXHIBIT 10.16 Exhibit 10.16 SUBLEASE [CB RICHARD ELLIS LOGO] CB RICHARD ELLIS, INC BROKERAGE AND MANAGEMENT LICENSED REAL ESTATE BROKER 1. PARTIES. This Sublease, dated December 29, 1999, 1999, is made between COR Therapeutics, Inc., a Delaware Corporation ("Sublessor"). and Cytokinetics (Sublessee"). 2. MASTER LEASE. Sublessor is the lessee under a written lease dated September 23, 1988, wherein Brittania Pointe Grand Limited Partnership, a Delaware limited partnership ("Lessor") leased to Sublessor the real property located in the City of South San Francisco, County of San Mateo, State of California described as +/- 125,545 square feet of office and laboratory space within the larger project of Brittania Pointe Grand. ("Master Premises"). Said lease has been amended by the following amendments One through eleven; said lease and amendments are herein collectively referred to as the "Master Lease" and are attached hereto as Exhibit "A." 3. PREMISES. Sublessor hereby subleases to Sublessee on the terms and conditions set forth in this Sublease the following portion of the Master Premises ("Premises"): Initial premises : +/- 3,213 sq. ft. as shown on Exhibit A attached Additional premises: +/- 6,900 sq. ft. as shown in Exhibit A attached. 4. WARRANTY BY SUBLESSOR. Sublessor warrants and represents to Sublessee that the Master Lease has not been amended or modified except as expressly set forth herein, that Sublessor is not now, and as of the commencement of the Term hereof will not be, in default or breach of any of the provisions of the Master Lease, and that Sublessor has no knowledge of any claim by Lessor that Sublessor is in default or breach of any of the provisions of the Master Lease. 5. TERM. The Term of this Sublease shall commence * for the initial premises on January 1, 2000 * ("Commencement Date"), or when Lessor consents to this Sublease (if such consent is required under the Master Lease), whichever shall last occur, and end on December 31, 2000 ("Termination Date"), unless otherwise sooner terminated in accordance with the provisions of this Sublease. In the event the Term commences on a date other than the Commencement Date, Sublessor and Sublessee shall execute a memorandum setting forth the actual date of commencement of the Term. Possession of the Premises ("Possession") shall be delivered to Sublessee on the commencement of the Term. If for any reason Sublessor does not deliver Possession to Sublessee on the commencement of the Term, Sublessor shall not be subject to any liability for such failure, the Termination Date shall not be extended by the delay, and the validity of this Sublease shall not be impaired, but rent shall abate until delivery of Possession. Notwithstanding the foregoing, if Sublessor has not delivered Possession to Sublessee within thirty (30) days after the Commencement Date, then at any time thereafter and before delivery of Possession, Sublessee may give written notice to Sublessor of Sublessee's intention to cancel this Sublease. Said notice shall set forth an effective date for such cancellation which shall be at least ten (10) days after delivery of said notice to Sublessor. If Sublessor delivers Possession to Sublessee on or before such effective date, this Sublease shall remain in full force and effect. If Sublessor fails to deliver Possession to Sublessee on or before such effective date, this Sublease shall be cancelled, in which case all consideration previously paid by Sublessee to Sublessor on account of this Sublease shall be returned to Sublessee, this Sublease shall thereafter be of no further force or effect, and Sublessor shall have no further liability to Sublessee on account of such delay or cancellation. If Sublessor permits Sublessee to take Possession prior to the commencement of the Term, such early Possession shall not advance the Termination Date and shall be subject to the provisions of this Sublease, including without limitation the payment of rent. * and April 1, 2000 for the additional premises. 6. RENT. 6.1 Minimum Rent.* Sublessee shall pay to Sublessor as minimum rent, without deduction, setoff, notice, or demand, at 256 E. Grand Avenue, South San Francisco, CA 94080 or at such other place as Sublessor shall designate from time to time by notice to Sublessee, the sum of _________ Dollars ($__________) per month, in advance on the first day of each month of the Term. Sublessee shall pay to Sublessor upon execution of this Sublease the sum of Six thousand five hundred ninety-four and 55/100 Dollars ($ 6594.55) as rent for the first month of the lease term. If the Term begins or ends on a day other than the first or last day of a month, the rent for the partial months shall be prorated on a per diem basis. Additional provisions: See addendum attached. 6.2 Operating Costs. If the Master Lease requires Sublessor to pay to Lessor all or a portion of the expenses of operating the building and/or project of which the Premises are a part ("Operating Costs"), including but not limited to taxes, utilities, or insurance, then Sublessee shall pay to Sublessor as additional rent two and seven tenths percent ( 2.7 %) of the amounts payable by Sublessor for Operating Costs incurred during the Term. Such * based on the initial premises, and 8.1% (eight and one tenth percent) beginning April 1, 2000 inclusive of the initial and additional premises. additional rent shall be payable as and when Operating Costs are payable by Sublessor to Lessor. If the Master Lease provides for the payment by Sublessor of Operating Costs on the basis of an estimate thereof, then as and when adjustments between estimated and actual Operating Costs are made under the Master Lease, the obligations of Sublessor and Sublessee hereunder shall be adjusted in a like manner; and if any such adjustment shall occur after the expiration or earlier termination of the Term, then the obligations of Sublessor and Sublessee under this Subsection 6.2 shall survive such expiration or termination. Sublessor shall, upon request by Sublessee, furnish Sublessee with copies of all statements submitted by Lessor of actual or estimated Operating Costs during the Term. 7. SECURITY DEPOSIT. Sublessee shall deposit with Sublessor upon execution of this Sublease the sum of twenty thousand and 00/100 dollars Dollars ($ 20,000,00) as security for Sublessee's faithful performance of Sublessee's obligations hereunder ("Security Deposit"). If Sublessee fails to pay rent or other charges when due under this Sublease, or fails to perform any of its other obligations hereunder, Sublessor may use or apply all or any portion of the Security Deposit for the payment of any rent or other amount then due hereunder and unpaid, for the payment of any other sum for which Sublessor may become obligated by reason of Sublessee's default or breach, or for any loss or damage sustained by Sublessor as a result of Sublessee's default or breach. If Sublessor so uses any portion of the Security Deposit, Sublessee shall, within ten (10) days after written demand by Sublessor, restore the Security Deposit to the full amount originally deposited, and Sublessee's failure to do so shall constitute a default under this Sublease. Sublessor shall not be required to keep the Security Deposit separate from its general accounts, and shall have no obligation or liability for payment of interest on the Security Deposit. In the event Sublessor assigns its interest in this Sublease, Sublessor shall deliver to its assignee so much of the Security Deposit as is then held by Sublessor. Within ten (10) days after the Term has expired, or Sublessee has vacated the Premises, or any final adjustment pursuant to Subsection 6.2 hereof has been made, whichever shall last occur, and provided Sublessee is not then in default of any of its obligations hereunder, the Security Deposit, or so much thereof as had not theretofore been applied by Sublessor, shall be returned to Sublessee or to the last assignee, if any, of Sublessee's interest hereunder. 8. USE OF PREMISES. The Premises shall be used and occupied only for general office, administrative, and related legal uses., ______________and for no other use or purpose. 9. ASSIGNMENT AND SUBLETTING. Sublessee shall not assign this Sublease or further sublet all or any part of the Premises without the prior written consent of Sublessor (and the consent of Lessor, if such is required under the terms of the Master Lease). 10. OTHER PROVISIONS OF SUBLEASE. All applicable terms and conditions of the Master Lease are incorporated into and made a part of this Sublease as if Sublessor were the lessor thereunder, Sublessee the lessee thereunder, and the Premises the Master Premises, except for the following: ______________________________________________________________________ ______________________________________________________________________ ______________________________________________________________________. Sublessee assumes and agrees to perform the lessee's obligations under the Master Lease during the Term to the extent that such obligations are applicable to the Premises, except that the obligation to pay rent to Lessor under the Master Lease shall be considered performed by Sublessee to the extent and in the amount rent is paid to Sublessor in accordance with Section 6 of this Sublease. Sublessee shall not commit or suffer any act or omission that will violate any of the provisions of the Master Lease. Sublessor shall exercise due diligence in attempting to cause Lessor to peform its obligations under the Master Lease for the benefit of Sublessee. If the Master Lease terminates, this Sublease shall terminate and the parties shall be relieved of any further liability or obligation under this Sublease, provided however, that if the Master Lease terminates as a result of a default or breach by Sublessor or Sublessee under this Sublease and/or the Master Lease, then the defaulting party shall be liable to the nondefaulting party for the damage suffered as a result of such termination. Notwithstanding the foregoing, if the Master Lease gives Sublessor any right to terminate the Master Lease in the event of the partial or total damage, destruction, or condemnation of the Master Premises or the building or project of which the Master Premises are a part, the exercise of such right by Sublessor shall not constitute a default or breach hereunder. 11. ATTORNEYS' FEES. If Sublessor, Sublessee, or Broker shall commence an action against the other arising out of or in connection with this Sublease, the prevailing party shall be entitled to recover its costs of suit and reasonable attorney's fees. 14. NOTICES. All notices and demands which may or are to be required or permitted to be given by either party on the other hereunder shall be in writing. All notices and demands by the Sublessor to Sublessee shall be sent by United States Mail, postage prepaid, addressed to the Sublessee at the Premises, and to the address hereinbelow, or to such other place as Sublessee may from time to time designate in a notice to the Sublessor. All notices and demands by the Sublessee to Sublessor shall be sent by United States Mail, postage prepaid, addressed to the Sublessor at the address set forth herein, and to such other person or place as the Sublessor may from time to time designate in a notice to the Sublessee. To Sublessor: 256 E. Grand Avenue, South San Francisco, CA 94080 To Sublessor: 280 E. Grand Avenue, South San Francisco, CA 94080 15. CONSENT BY LESSOR. THIS SUBLEASE SHALL BE OF NO FORCE OR EFFECT UNLESS CONSENTED TO BY LESSOR WITHIN 10 DAYS AFTER EXECUTION HEREOF, IF SUCH CONSENT IS REQUIRED UNDER THE TERMS OF THE MASTER LEASE. 16. COMPLIANCE. The parties hereto agree to comply with all applicable federal, state and local laws, regulations, codes, ordinances and administrative orders having jurisdiction over the parties, property or the subject matter of this Agreement, including, but not limited to, the 1964 Civil Rights Act and all amendments thereto, the Foreign Investment In Real Property Tax Act, the Comprehensive Environmental Response Compensation and Liability Act, and The Americans With Disabilities Act. Sublessor: COR Therapeutics, Inc. Sublessee: Cytokinetics, Inc. ____________________________ __________________________ By: /s/ Peter S. Roddy By: /s/ Robert J. Blum ___________________________________ _________________________________ Title: VP Finance Title: VP Business Development ________________________________ ______________________________ By: ___________________________________ By: _________________________________ Title: ________________________________ Title: ______________________________ Date: _________________________________ Date: _______________________________ LESSOR'S CONSENT TO SUBLEASE The undersigned ("Lessor"), lessor under the Master Lease, hereby consents to the foregoing Sublease without waiver of any restriction in the Master Lease concerning further assignment or subletting. Lessor certifies that, as of the date of Lessor's execution hereof, Sublessor is not in default or breach of any of the provisions of the Master Lease, and that the Master Lease has not been amended or modified except as expressly set forth in the foregoing Sublease. Lessor:____________________________________ By:________________________________________ Title: ____________________________________ By: _______________________________________ Title: ____________________________________ Date: _____________________________________ CONSULT YOUR ADVISORS - This document has been prepared for approval by your attorney. No representation or recommendation is made by Broker as to the legal sufficiency or tax consequences of this document or the transaction to which it relates. These are questions for your attorney. In any real estate transaction, it is recommended that you consult with a professional, such as a civil engineer, industrial hygienist or other person, with experience in evaluating the condition of the property, including the possible presence of asbestos, hazardous materials and underground storage tanks. ADDENDUM TO SUBLEASE BETWEEN COR THERAPEUTICS, INC., A DELAWARE CORPORATION AND CYTOKINETICS, INC. DATED DECEMBER 29, 1999 17. MINIMUM RENT SCHEDULE: January 1, 2000 to March 31, 2000: $ 6594.55 per month April 1, 2000 to October 31, 2000: $ 17,979.55 per month November 1, 2000 to December 30, 2000: $ 18,698.73 per month 18. EXTENSION OPTION Sublessee shall have the right to extend the sublease term by an additional six (6) months provided Sublessee has not been in default of any of the terms and conditions of this Sublease. The extension option shall be exercised in writing to Sublessor no later than September 30, 2000. Sublessee's occupancy of the premises after June 30, 2001 shall be considered a month-to-month tenancy and subject to the right of either party to terminate this Sublease with ninety (90) days written notice. 19. CONDITION OF PREMISES Sublessee agrees to accept the premises in as-is condition. Sublessor shall not be responsible for any maintenance, repairs, or improvements to the premises. Initials: ___________________ ___________________