Exhibit 10.20
SECOND AMENDMENT TO LEASE
THIS SECOND AMENDMENT TO LEASE (this “
Second Amendment”) is made as of
December 21, 2009, by
and between
ARE-SD REGION NO. 20, LLC, a Delaware limited liability company (“
Landlord”), and
CYPRESS BIOSCIENCE, INC., a Delaware corporation (“
Tenant”).
RECITALS
A. Landlord and Tenant are parties to that certain Lease Agreement dated as of
May 23, 2008,
as amended by that certain First Amendment to Lease Agreement dated as of
March 11, 2009 (as so
amended, the “
Lease”). Pursuant to the Lease, Tenant agreed to lease certain premises consisting
of approximately 2,455 rentable square feet (“
Premises”) in a building located at 9393 Towne Centre
Drive, San Diego, California. The Premises are more particularly described in the Lease.
Capitalized terms used herein without definition shall have the meanings defined for such terms in
the Lease.
C. Landlord and Tenant desire, subject to the terms and conditions set forth below, to amend
the Lease to, among other things, (i) extend the Base Term and (ii) decrease the Base Rent.
NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated herein by
this reference, the mutual promises and conditions contained herein, and for other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and
Tenant hereby agree as follows:
1. |
|
Base Term. The defined term “Base Term” on page 1 of the Lease is hereby deleted in
its entirety and replaced with the following: |
“Base Term: Beginning on the Commencement Date and ending on June 30, 2010.”
2. |
|
Base Rent. Tenant shall continue to pay Base Rent as provided for in the Lease
through December 31, 2009. Commencing on January 1, 2010, Tenant shall pay Base Rent in the
amount of $6,383.00 per month through the expiration of the Base Term. |
|
3. |
|
Brokers. Landlord and Tenant each represents and warrants that it has not,
with the exception of BRE Commercial, Inc., dealt with any broker, agent or other person
(collectively, “Broker”) in connection with the transaction reflected in this Second Amendment
and that no Broker, other than BRE Commercial, Inc., brought about this transaction, other
than BRE Commercial, Inc. (dba Grubb & Ellis/BRE Commercial). Landlord and Tenant each hereby
agree to indemnify and hold the other harmless from and against any claims by any Broker,
other than the broker, if any named in this Second Amendment, claiming a commission or other
form of compensation by virtue of having dealt with Tenant or Landlord, as applicable, with
regard to this leasing transaction. |
|
4. |
|
Miscellaneous. |
|
a. This Second Amendment is the entire agreement between the parties with respect to the
subject matter hereof and supersedes all prior and contemporaneous oral and written
agreements and discussions. This Second Amendment may be amended only by an agreement in
writing, signed by the parties hereto. |
1