Sublease, effective as of November 15, 2024, by and between Iovance Biotherapeutics, Inc. and Vaxcyte, Inc
Exhibit 10.54
Portions of this Exhibit have been redacted because they are both (i) not material and (ii) would be competitively harmful if publicly disclosed or constitutes personal information. Information that was omitted has been noted in this document with a placeholder identified by the mark “[***]”.
SUBLEASE
THIS SUBLEASE (this “Sublease”) is dated for reference purposes as of November 15, 2024, and is made by and between Vaxcyte, Inc., a Delaware corporation (“Sublessor”), and Iovance Biotherapeutics, Inc., a Delaware corporation (“Sublessee”). Sublessor and Sublessee hereby agree as follows:
-1-
-2-
-3-
-4-
-5-
Notwithstanding the foregoing, the following provisions of the Master Lease shall not be incorporated herein: Provisions before Section 1 (except the definitions of Building and Project), Sections 1(a) (the fifth sentence before “Tenant shall” and the sixth sentence), 1(b)-(d), 2 (except the first two sentences of the fourth paragraph of subpart (b) (with references to the Suite 400 Office Premises and the Suite 400 Office Premises Commencement Date to mean the Subleased
-6-
Premises and the Commencement Date of this Sublease) and the last paragraph of subpart (f)), 3(a) (except the last two sentences of the first paragraph), 4(a) (except subpart (iv), 4(b), 5 (the last three paragraphs and provided subparts (a)-(d) of the first paragraph shall be replaced with “Commencement Date”), 6 (the first two sentences and the second paragraph), 7 (the second sentence starting with “unless”), 10 (the second and third sentences), 11 (the seventh sentence), 12(a) and (b), 12(c) (the second sentence and the penultimate paragraph), 14 (the second paragraph), 18 (the fourth sentence of the first paragraph and the third sentence after the parenthetical and fourth sentence of the second paragraph), 22(b) (the phrase “and the subletting concerns...50% or more of the Premises for substantially the remainder of the Term” in subpart (iii) and the last paragraph), 27 (the last sentence of the first paragraph and the second paragraph), 30(b) (the second sentence and through the first comma in the third sentence), 30(e), 30(f) (after the first sentence), 31 (the second sentence), 35, 38 (the second and fourth sentences and the second and third paragraphs, subject to Paragraph 23 below), 39-46, 47(a), 47(d) (the last sentence), 47(o), 47(s) and 47(t) and Exhibits A, C, G-K and M. In addition, notwithstanding subpart (iii) above, (a) references in the following provisions to “Landlord” shall mean Master Lessor only: Sections 7 (the first two sentences of the second paragraph and the last paragraph), 9 (the first five sentences), 11 (the first two sentences of the first paragraph, the first sentence of the second paragraph and the first four sentences of the third paragraph), 13, 17 (the first paragraph), 18 (the first paragraph and the first three sentences of the second paragraph), 19 and 47(p)(E) and Exhibit L; and (b) references in the following provisions to “Landlord” shall mean Master Lessor and Sublessor: Sections 1 (the penultimate sentence), 9 (the last six sentences), 11 (the last paragraph), 12(c) (the last sentence of the third paragraph), 17 (the second and third paragraphs) and 23.
-7-
-8-
Exhibit 10.54
IN WITNESS WHEREOF, the parties have executed this Sublease as of the day and year first above written.
SUBLESSOR: VAXCYTE, INC., a Delaware corporation By: /s/ Grant Pickering Name: Grant Pickering Its: CEO Address: 825 Industrial Rd San Carlos, CA 94070 Attention: Chief Executive Officer | SUBLESSEE: IOVANCE BIOTHERAPEUTICS, INC., a Delaware corporation By: /s/ Frederick G. Vogt Name: Frederick G. Vogt, Ph.D., Esq. Its: Interim CEO and President; General Counsel and Corporate Secretary Address: 825 Industrial Rd San Carlos, CA 94070 |
-9-
Exhibit 10.54
EXHIBIT A
MASTER LEASE
[***]
-10-
Exhibit 10.54
EXHIBIT B
SUBLEASED PREMISES
[***]
-11-
Exhibit 10.54
EXHIBIT C
FF&E
[***]
-12-