Exhibit 10.1
SUBLEASE
BASIC SUBLEASE INFORMATION
Effective Date: | March 7, 2024 |
Sublandlord: | Dynavax Technologies Corporation, a Delaware corporation |
Sublandlord’s Address For Notice: |
Dynavax Technologies Corp. Attn: Chief Financial Officer 2100 Powell Street, Suite 720 Emeryville, CA 94608
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With a Copy To: | Cooley LLP 11951 Freedom Drive, Suite 1400 Reston, Virginia 20190 Attn: John G. Lavoie, Esq. Email: jlavoie@cooley.com
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Sublandlord’s Address For Payment of Rent: | ACH / EFT Payments:
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Subtenant: | Metagenomi, Inc., a Delaware corporation |
Subtenant’s Address For Notice and Tenant’s Representative: | 5959 Horton Street, 7th Floor |
With a Copy To: |
With a copy to: legal@metagenomi.co, and
Dalsin Law 1630 N. Main Steet, No. 221 Walnut Creek, CA 94596 Attn: Ann M. Dalsin, Esq. Email: ann.dalsin@dalsinlaw.com
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Master Landlord: | EmeryStation West, LLC, a California limited liability company |
Building: | The building within the Project with a common address of 5959 Horton Street, Emeryville, California 94608 |
Building Address: | 5959 Horton Street |
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Subleased Premises: | Approximately seventy-five thousand six hundred sixty-two (75,662) rentable square feet located within the Building, comprising the entirety of the 6th and 7th floors of the Building, as generally shown in Exhibit A | ||
Subleased Premises Address: | 5959 Horton Street | ||
Commencement Date: | Immediately upon termination of the (i) Zymergen Sublease and (ii) Sub-Sublease (as such terms are herein defined) | ||
Expiration Date: | March 31, 2031 | ||
Sublease Term: | The period beginning on the Commencement Date and ending on the Expiration Date. | ||
Base Rent: | From: | To: | Base Rent |
Commencement Date | June 30, 2024 | $246,677.04 | |
July 1, 2024 | December 31, 2024 | $493,354.07 | |
January 1, 2025 | December 31, 2025 | $510,621.46 | |
January 1, 2026 | December 31, 2026 | $528,493.21 | |
January 1, 2027 | December 31, 2027 | $546,990.47 | |
January 1, 2028 | December 31, 2028 | $566,135.14 | |
January 1, 2029 | December 31, 2029 | $585,949.87 | |
January 1, 2030 | December 31, 2030 | $606,458.12 | |
January 1, 2031 | March 31, 2031 | $627,684.15 | |
Base Rent Abatement: | One half (50%) of the Base Rent through June 30, 2024 shall be abated as reflected in the above table. | ||
Subtenant’s Share: | Building: 28.94% | ||
Letter of Credit: | One Million Nine Hundred Seventy-Three Thousand Four Hundred Sixteen and 28/100 Dollars ($1,973,416.28). | ||
Sublandlord’s Broker: | Not applicable. | ||
Subtenant’s Broker: | Not applicable. | ||
Permitted Use: | Office, research and development and laboratory use, in each case, to the extent permitted and subject to Section 5 below. |
EXHIBITS
A. Outline of Subleased Premises
B. Master Lease
C. Sublandlord FF&E
D. Bill of Sale
E. Environmental Questionnaire
F. Intentionally Omitted
G. Form of Letter of Credit
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RECITALS
Whereas, Master Landlord, as landlord, and Sublandlord, as tenant, are parties to that certain Office/Laboratory Lease dated as of September 17, 2018 (the “Master Lease”), pursuant to which Master Landlord leases to Sublandlord the Subleased Premises. A copy of the Master Lease is attached to this Sublease as Exhibit B.
Whereas, Sublandlord, as sublandlord, and Zymergen Inc., a Delaware corporation (“Zymergen”), as subtenant, entered into that certain Sublease dated as of July 12, 2019 (the “Zymergen Sublease”), pursuant to which Sublandlord subleased to Zymergen the Subleased Premises.
Whereas, Zymergen, as sub-sublandlord, and Subtenant, as sub-subtenant, entered into that certain Sublease dated as of November 11, 2022 (the “Sub-Sublease”), pursuant to which Zymergen sub-subleased to Subtenant the Subleased Premises.
Whereas, pursuant to that certain Termination and Release Agreement dated on or about the date hereof, by and between Master Landlord, Zymergen, Sublandlord and Subtenant, (i) the Zymergen Sublease shall terminate as of the Effective Date hereof; (ii) the Sub-Sublease shall terminate as of the Effective Date hereof; and (iii) Sublandlord and Subtenant shall enter into this Sublease as of the Effective Date hereof, pursuant to which Sublandlord shall sublet to Subtenant, and Subtenant shall sublet from Sublandlord, the Subleased Premises on all of the terms and conditions of this Sublease.
Capitalized terms used herein shall have the meanings given such terms in the Master Lease, unless otherwise defined herein or within the Basic Sublease Information.
AGREEMENT
Now, Therefore, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
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[Signature Page Follows]
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In Witness Whereof, Sublandlord and Subtenant have executed this Sublease effective as of Effective Date above written, on the dates set forth below.
SUBLANDLORD: Dynavax Technologies Corp., By: /s/ Kelly MacDonald Name: Kelly MacDonald Title: CFO
| SUBTENANT: Metagenomi, Inc. By: /s/ Jian Irish Name: Jian Irish Title: Chief Operating Officer
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