SEC Filings

10-K
AUDENTES THERAPEUTICS, INC. filed this Form 10-K on 03/13/2017
Entire Document
 

 

the avoidance of doubt, no portion of the Expansion Premises Allowance shall be used to pay for the costs and expenses of any work at the Expansion Premises not included in the Expansion Plans and Specifications. and Tenant shall be responsible at its sole cost and expense. for all costs and expenses incurred in connection with such work . Landlord shall reimburse Tenant for any actual, out-of-pocket costs and expenses which constitute Qualified Expenses paid by Tenant for the Expansion Premises Improvements up to the amount of the Expansion Premises Allowance. Landlord's payment of such amount shall not be deemed Landlord's approval or acceptance of the work furnished or materials supplied in connection with the Expansion Premises Improvements as set forth in Tenant's payment request. Tenant shall pay the applicable excess out of its own funds if, when and to the extent that the cost of the Expansion Premises Improvements exceeds the Expansion Premises Allowance. Tenant shall not be entitled to a credit for any unused portion of the Expansion Premises Allowance. Landlord shall be entitled to receive the Expansion Construction Management Fee from Expansion Premises Allowance in connection with its management of the construction of the Expansion Premises Improvements. During the construction of the Expansion Premises Improvements, Landlord shall make monthly disbursements of the Expansion Premises Allowance and shall authorize the release of (xxxxx) for the benefit of Tenant in accordance with and subject to the terms and conditions of Section 2.6.1 of the Lease, except that all references therein to: (a) tile Tenant Improvements shall refer to the Expansion Premises Improvements; (b) the Premises shall refer to the Expansion Premises; (c) the Tenant Improvement Allowance shall refer to the Expansion Premises Allowance: and (d) the Plans and Specifications shall refer to the Expansion Plans and Specifications. For the avoidance of doubt, the final sentence of Section 2.6.l (a) of the Lease shall not apply in connection with the Expansion Premises Improvements. Notwithstanding the foregoing, if Landlord reasonably determines at any time that the cost of the Expansion Premises Improvements will exceed the Expansion Premises Allowance. then Tenant shall be required to begin funding a share of future monthly disbursements in an amount equal to the proportion of the expected excess costs over the expected total cost amount, and Landlords monthly disbursement shall be reduced by such amount.

15. Payment of Amortized Tl Allowance. The Amortized TI Allowance, if any, shall be repaid by Tenant  to Landlord  as additional  rent in equal monthly  installments  (amortized  from  the Expansion Commencement Date until the expiration of the Initial Lease Term), with the first installment commencing on the first (1st) day of the first (1st) calendar month immediately following the  Expansion Commencement Date and continuing on the first (I”) day of each calendar month thereafter. In the event that the Lease terminates prior to the expiration of the Initial Lease Term. the full unpaid  amount of the Amortized TI Allowance shall become due and payable upon such earlier expiration or termination date.

16. Possession. Notwithstanding anything in the Lease to the contrary as of the Amendment Date and the Expansion Commencement Date, Tenant (a) accepts the Premises (including the Expansion Premises) and the Building in their current ''AS JS” condition, subject to Landlord's obligations under the Lease (as amended hereby); and (b) acknowledges that Tenant is not relying on any representations or warranties by any person regarding the Premises or the Building, other than as specifically set forth in the Lease, as amended hereby.

17. Bicycles. Tenant and Tenant's employees shall have the right to use the Building's bicycle parking facility to park bicycles at no charge and on a first come first serve basis. Each Tenant employee that intends to use the bicycle parking facility to park bicycles will be provided with an electronic access card for entry. Tenant shall cause Tenant's employees to bring bicycles to the Premises via use of the freight elevator in the Building. The use, parking. storage and transport of bicycles in the Premises and the Building shall be subject to the Rules and Regulations, as may be amended from time to time. Tenant acknowledges and agrees that the storage of the bicycles in the Building's parking facility shall be solely at Tenant's own risk and Landlord shall have no obligation whatsoever to monitor, secure or police the use of the Building's bicycle parking facility.

18. Exclusive Use Covenant.  Tenant hereby acknowledges and agrees that Tenant shall not be permitted to use the Premises (or any portion thereof) for the operation of a Co-Working Facility nor shall Tenant be permitted to assign the Lease or sublease, license or otherwise permit to be used all or any portion of the Premises to any assignee, subtenant or other occupant who will use any portion of the Premises as a Co-Working Facility or an Incubator Business. Tenant hereby agrees that Tenant shall be required to include this Section 18 in all subleases, licenses or occupancy agreements (it being agreed that the failure to do so shall be an incurable default under the Lease). A “Co-Working Facility” means a member/community based shared working office space environment with shared services available for members. A Co-Working Facility shall not include (l ) an Incubator Business or