Fifth Amendment to Lease Agreement by and between the registrant, Repare Therapeutics Inc. and The Manufacturers Life Insurance Company, dated January 17, 2022
EXHIBIT 10.27
FIFTH (5TH) AMENDMENT TO LEASE AGREEMENT
THIS FIFTH AMENDMENT TO LEASE AGREEMENT made this January-17-2022
BETWEEN:
THE MANUFACTURERS LIFE INSURANCE COMPANY
(hereinafter called the "Landlord")
OF THE FIRST PART,
AND
REPARE THERAPEUTICS INC.
(hereinafter called the "Tenant")
OF THE SECOND PART,
WHEREAS pursuant to a Lease dated the 15th day of May, 2014 (the "Original Lease") between CIG III Technoparc Nominee Inc. (the "Prior Landlord") and Pharmascience Inc. (the "Prior Tenant"), as amended by a First Amendment to Lease Agreement dated the 24th day of November, 2016 (the "First Amendment"), the Prior Tenant leased certain premises located respectively on the ground floor of the building bearing civic address 7210 Frederick-Banting, in the City of Montreal (borough of Saint-Laurent), Province of Quebec (the "Building") comprising a Rentable Area of Nine Thousand Forty-Five (9,045) square feet and more particularly described in the Original Lease (the "Leased Premises"), for a term expiring on the 31st day of July, 2021 (the "Term"), unless otherwise terminated, the whole subject to and in accordance with the terms and conditions of the Lease;
WHEREAS as of the 7th day of June 2017, the Prior Tenant assigned all of its rights, titles and interests pertaining to the Building, the Leased Premises and to the Initial Lease and First Amendment to Repare Therapeutics Inc. (the "Tenant"), the whole in accordance with the terms and conditions set forth in the Assignment of Lease (the "Assignment");
WHEREAS the Prior Landlord assigned all its rights and interests pertaining to the Building and to the Lease to Manulife Canadian Property Portfolio (the "Landlord"), where upon the latter became the new owner of the Building, and ratified the Lease;
WHEREAS by a Second Amendment to Lease Agreement dated November 25th, 2019 (the "Second Amendment"), the Tenant leased additional temporary premises located respectively on the ground floor of the building bearing civic address 7150 Frederick-Banting, in the City of Montreal (borough of Saint-Laurent), Province of Quebec (the "Temporary Building") being Suite 100 and comprising a Rentable Area of One Thousand Seven Hundred Thirty-Three (1,733) square feet (the "Temporary Premises") for a term expiring on July 30th, 2020 (the "Temporary Term"), under the terms and conditions as further described in the Second Amendment;
WHEREAS by a Third Amendment to Lease Agreement dated January 8th, 2021 (the "Third Amendment") the Landlord and Tenant extended the Temporary Term of the Temporary Premises for an additional four (4) months, expiring on April 30th, 2021 (the "Extended Temporary Term") with the option to extend such term on a monthly basis automatically once expired;
WHEREAS in virtue of a Fourth Amendment to Lease Agreement dated June 22nd, 2021 (the "Fourth Amendment"), the Tenant extended the Term of the Leased Premises for a term expiring on the thirty-first (31st) day of July 2025, the whole in accordance with the terms and conditions set forth in said Fourth Amendment;
1
INITIAL | |
Landlord | Tenant |
/s/ SN | /s/ SF |
CONFIDENTIAL
WHEREAS Schedule "H", paragraph 1(a) of the Fourth Amendment contains a provision referring to the replacement of the roof, and whereas the parties wish to rectify the terms in virtue of this Fifth Amendment to Lease Agreement (the "Fifth Amendment");
WHEREAS the Original Lease, the Assignment, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment and the present Fourth Amendment are hereinafter collectively called the "Lease";
THE PARTIES HAVE AGREED AS FOLLOWS:
1.1 The parties acknowledge to the amend and replace Paragraph 1(a) of schedule "H" as follows:
For further clarity, parties acknowledge that Landlord will proceed to the replacement of the roof during the year 2023; all other terms and clauses of the Fourth Amendment remain unchanged.
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INITIAL | |
Landlord | Tenant |
/s/ SN | /s/ SF |
CONFIDENTIAL
IN WITNESS HEREOF the parties hereto have executed this Fifth Amendment to Lease Agreement.
THE MANUFACTURERS LIFE INSURANCE COMPANY | ||
(Landlord)
| ||
Per: | /s/ Stephen Nicoletti |
|
Name: | Stephen Nicoletti | |
Title | Managing Director, Eastern Canada | |
I/We have authority to bind the Corporation |
REPARE THERAPEUTICS INC. | ||
(Tenant)
| ||
Per: | /s/ Steve Forte |
|
Name: | Steve Forte | |
Title | EVP & CFO | |
I/We have authority to bind the Corporation |
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INITIAL | |
Landlord | Tenant |
/s/ SN | /s/ SF |
CONFIDENTIAL