FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
THIS FIRST AMENDMENT TO DEVELOPMENT AGREEMENT (this “Amendment”) is entered into effective as of the 1st day of November, 2020, by and between IIP-PA 4 LLC, a Delaware limited liability company (“Landlord”), PHARMACANN PENN PLANT LLC, a Pennsylvania limited liability company (“Tenant”), and IIP Operating Partnership, LP, a Delaware limited partnership (“Parent Company”).
A. WHEREAS, Landlord, Tenant and Parent Company are parties to that certain Development Agreement dated August 9, 2019 (the “Existing Development Agreement”), providing for Tenant’s construction and development of certain Improvements on the Land and for Landlord’s payment or reimbursement to Tenant for the costs of completing the Improvements up to the Construction Contribution Amount, subject to and in accordance with the terms of the Existing Development Agreement and the Lease, for the property located at Lot No. 4 in Scott Technology Park, Scott Township, Pennsylvania;
B. WHEREAS, concurrently with the execution of this Amendment, Tenant and Landlord shall execute an amendment to the Lease; and
C. WHEREAS, Landlord, Tenant and Parent Company desire to modify and amend the Existing Development Agreement only in the respects and on the conditions hereinafter stated.
NOW, THEREFORE, Landlord, Tenant and Parent Company, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and intending to be legally bound, agree as follows:
1. Definitions. For purposes of this Amendment, capitalized terms shall have the meanings ascribed to them in the Existing Development Agreement unless otherwise defined herein. The Existing Development Agreement, as amended by this Amendment, is referred to collectively herein as the “Development Agreement.” From and after the date hereof, the term “Agreement,” as used in the Existing Development Agreement, and the term “Development Agreement,” as used in the Lease, shall mean the Existing Development Agreement, as amended by this Amendment.
2. Increased Construction Contribution Amount. The Parties have agreed to increase the Construction Contribution Amount by Two Million Dollars ($2,000,000.00). Accordingly, the following defined terms set forth in Section 1 of the Existing Development Agreement are hereby amended:
The definition of the “Construction Contribution Amount” is hereby amended and restated in its entirety as follows:
“Construction Contribution Amount” shall mean an amount not to exceed Twenty-Seven Million Fifty-Eight Thousand Dollars ($27,058,000.00).
In addition, the definition of the “Budgeted Development Costs” is hereby amended and restated in its entirety as follows:
“Budgeted Development Costs” shall mean all Development Costs which are authorized pursuant to the Development Plan and Budget, which shall include, without limitation, (a) a fee to Landlord equal to Twenty-Six Thousand Nine Hundred Ninety-Five Dollars ($26,995.00) to cover Landlord's overhead and expenses for plan review, engineering review, coordination, scheduling and supervision of the Development and (b) reimbursement for Landlord's third-party costs actually incurred in connection with the Development, including