| ITEM 1.01. | ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. |
Amendment to Lease Agreement
On March 30, 2022, we entered into a First Amendment of Lease (the “First Amendment”) to our lease agreement dated March 1, 2022 (the “Original Lease” and as amended by the First Amendment, the “Lease”) with 76/80 BURLINGTON GROUP LLC (the “Landlord”). Pursuant to the First Amendment, we may terminate the Lease by delivering notice to the Landlord at any time prior to 5:00 p.m. on June 30, 2022. If we elect to terminate the Lease, the Landlord will be entitled to immediately retain (i) $150,000 that we deposited as an escrow at the time we entered into the Original Lease and (ii) $1,338.75 from our security deposit for each day during the period beginning on April 1, 2022 and ending on the day we exercise our termination right. If we do not elect to terminate the Lease on or prior to June 30, 2022, all escrow amounts will continue to be held according to the Lease and the six-month free rent period under the Lease will be reduced by one day for each day during the period beginning on April 1, 2022 and ending on the earlier of June 30, 2022 and the date the Landlord receives our written notice waiving our right to terminate the Lease.
The foregoing summary of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the First Amendment, which is filed herewith as Exhibit 10.1.
Amendment to Agreement of Purchase and Sale
Also on March 30, 2022, we entered into a Fifth Amendment to Agreement of Purchase and Sale (the “Fifth Amendment”) to the Agreement of Purchase and Sale dated as of April 26, 2021 (as previously amended, the “Original Purchase Agreement” and as amended by the Fifth Amendment, the “Purchase Agreement”) with FDS Bedford, LLC (“Purchaser”). Pursuant to the Fifth Amendment, the closing date for the sale of our property located at 40 Middlesex Turnpike, Burlington, Massachusetts (the “Property”) to Purchaser shall be June 30, 2022 or such earlier date as we and Purchaser agree. In addition, if Purchaser defaults on its obligations under the Purchase Agreement, including its obligation to proceed to closing, or if certain conditions set forth in the Purchase Agreement are not satisfied due to a default by Purchaser and we elect not to proceed with the sale, and if that default is not cured or that condition is not satisfied by the later of the (i) the closing date and (ii) the date fifteen (15) business days after we give Purchaser written notice of the default or failure, then we will be entitled to total damages from Purchaser equal to $7,000,000.00 and the Purchase Agreement will terminate. In connection with the entry into the Fifth Amendment, Purchaser deposited an additional $125,000 into a nonrefundable escrow. Following the closing of the sale, we will be entitled to occupy the Property through September 30, 2022.
Previously, pursuant to a Third Amendment of Purchase and Sale (the “Third Amendment”) dated as of November 15, 2021 between Purchaser and us, the purchase price for the Property was increased from $8,000,000.00 to $8,850,000.00.
The foregoing summary of the Fifth Amendment and the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the Fifth Amendment and the Third Amendment, which are filed herewith as Exhibit 10.2 and Exhibit 10.4, respectively.
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