Abpro S1 IPO registration | SEC 11 Apr 18

Exhibit 10.13

CUMMINGS PROPERTIES, LLC

STANDARD FORM

W05170256-KLM-G

LEASE EXTENSION # 1

In connection with a lease in effect between Cummings Properties, LLC, LESSOR, and Abpro Corporation, LESSEE, at 65 Cummings Park and 395 West Cummings Park, Woburn, Massachusetts (“premises” or “leased premises”), fully executed on July 2, 2014 and currently scheduled to terminate on August 30, 2017, and in consideration of the mutual benefits to be derived herefrom, the parties hereby agree to amend said lease, including its terms, conditions, covenants, and obligations (“terms”), as follows:

The lease is hereby extended for an additional term of four years and one month and is now currently scheduled to terminate at noon on September 30, 2021, unless otherwise terminated or extended as provided in the lease, as amended.

Effective upon the CP Delivery Date (defined below), annual base rent shall be changed to four hundred forty three thousand six hundred seventy six (443,676) dollars per year or $36,973 per month.

Effective upon the CP Delivery Date, the base month from which to determine the amount of each annual increase in the “Cost of Living” shall be November 2016, which figure shall be compared with the figure for November 2017, and each November thereafter to determine the increase (if any) in the base rent to be paid during the following calendar year.

The security deposit is hereby increased by $130,800 from $54,000 to a new total of $184,800. LESSEE shall pay this increase upon LESSEE’s execution of this extension.

Notwithstanding Section 4 above, provided LESSEE is not then in arrears of any rent or invoice payment or otherwise in default of the lease, LESSOR shall apply $36,973 of the security deposit toward payment of the monthly rent due for the month of December 2019.

Effective upon the CP Delivery Date, the size of the premises shall be increased by approximately 9,700 square feet with the addition of 68 Cummings Park (“68 CP”), 69 Cummings Park (“69 CP”), and 70 Cummings Park (“70 CP”), Woburn, MA.

LESSOR, at a cost to LESSOR of $550,000 and at a total charge to LESSEE of $40,496 (the “Construction Charge”), shall modify 68 CP, 69 CP, and 70 CP (only) according to the mutually agreed upon plan and specifications attached hereto (the “CP Work”). LESSEE shall pay $20,248 of the Construction Charge (the “First Installment”) to LESSOR (by certified check, bank check, cash, or wire transfer) upon LESSEE’s execution of this extension, and shall pay the $20,248 balance of the Construction Charge to LESSOR (by certified check, bank check, cash, or wire transfer) not later than the third business day following the CP Delivery Date. LESSOR shall substantially complete the CP Work, except for punch list items, within 90 days following (a) full execution of this extension: and (b) LESSOR’s receipt of(i) the security deposit increase provided for above, (ii) the First Installment, and (iii) a building permit for the CP Work. LESSOR shall perform the CP Work during LESSOR’s normal business hours (only). The CP Work shall be considered“non-building standard” for maintenance purposes pursuant to Section 10 of the lease. The first day following the date on which LESSOR substantially completes the CP Work and delivers the entire modified premises to LESSEE with a certificate of occupancy or certificate of completion, except for punch list items, shall be known as the “CP Delivery Date.”

Effective August 30, 2017, annual base rent shall be decreased by $38,280.60.

Notwithstanding Section 8 above, if the CP Delivery Date occurs prior to August 30, 2017, then, effective on the CP Delivery Date, Section 8 above shall be automatically deleted and of no force or effect.

10.

Effective August 30, 2017, the size of the premises shall be decreased by approximately 1,418 square feet (including 0.75% common area) with the relinquishment of 395 West Cummings Park (“395 WCP”). LESSEE shall vacate and surrender 395 WCP to LESSOR in full accordance with all terms of the lease on or before 12:00 PM on August 30, 2017, and any extended occupancy of 395 WCP beyond 12:00 PM on August 30, 2017 shall be governed by Section 22 of the lease. LESSEE shall, upon vacating, be responsible for all damage to 395 WCP in accordance with the lease, and shall promptly pay all just invoice(s) therefor. Time is of the essence.

11.

Effective upon the date LESSEE vacates and surrenders 395 WCP to LESSOR in full accordance with all terms of the lease, Section 9 of Amendment to Lease #1 shall be automatically deleted and of no further force or effect.

12.

Section 8 of Amendment to Lease #1 and Paragraphs I and J of the Rider to Lease are hereby deleted and of no further force or effect.

13.

Effective upon the CP Delivery Date, the base from which to determine the amount of any increase in real estate taxes pursuant to Section 4 of the lease shall be changed to the rate and the assessment in effect for the fiscal year ending June 30, 20 17 net of abatements, if any.

_____ LESSOR

_____ LESSEE

W05170256-KLM-G

LEASE EXTENSION # 1

(continued)

14.

During the extended term of the lease set forth in Section 1 above (only), provided LESSEE is not then in arrears of any rent or invoice payment or otherwise in default of the lease, LESSEE shall have theone-time right of first lease of approximately 4,902 square feet of additional space at 64 Cummings Park (subject to LESSOR’s right to subdivide said space) at LESSOR’s then-current published rental rate for said space as it becomes available for lease directly from LESSOR after its next leasing to others, subject to the right of the then-current lessee (if any) to extend or otherwise renegotiate its lease. LESSEE shall have five business days from receipt of (i) notice from LESSOR of said availability and. (ii)LESSOR’s then-current standard form lease of amendment to lease to execute said lease or amendment to lease for said space. If LESSOR fails to notify LESSEE of the availability of said space and leases said space to others, and if LESSEE notifies LESSOR of its desire to lease said space and executes LESSOR’s then-current standard form lease or amendment to lease for said space within five business days of receipt of said then-current standard form lease or amendment to lease for said space, LESSOR shall then have 60 days to relocate the other party. If LESSOR fails to relocate the other party within said 60 days and execute LESSOR’s then-current standard form lease or amendment to lease with LESSEE, then LESSEE may elect, by serving LESSOR written notice within 30 days after expiration of the60-day relocation period, to occupy a similar amount of additional space elsewhere in one of LESSOR’s buildings at no charge until such time as LESSOR delivers possession of 64 Cummings Park. This shall be LESSEE’s exclusive remedy for any failure by LESSOR to deliver possession of 64 Cummings Park or any breach by LESSOR of the terms of this section. Time is of the essence.

15.

In the event that, on or before 4:00 PM on June 30, 2021 , this lease is not further extended for a minimum term of one year commencing on or about October 1, 2021 for a minimum of 13,974 square feet, LESSSE shall pay to LESSOR $64,276 as anon-renewal fee (by certified check, bank check, cash, or wire transfer) not later than 5:00 PM on June 30, 2021. Time is of the essence.

This extension shall not bind any party in any manner whatsoever until it has been executed by all parties. All other terms of the lease shall continue to apply, and to the extent any inconsistency exists between this extension and the lease, including any prior amendments and extensions, the terms herein shall control and supersede any earlier provisions. In witness whereof, LESSOR and LESSEE, intending to be legally bound, have caused this extension to be executed this 22^nd day of May, 2017.


LESSOR:CUMMINGS PROPERTIES, LLC								LESSEE:ABPRO CORPORATION



By:	/s/ [illegible]	By:	/s/ Ian Chan
	Duly authorized		Duly authorized
		Print name: Ian Chan ��

		Title:

LOGO

ABPro Corporation

65, 68, 69 and 70 Cummings Park

Woburn, MA

BY:TAH Date: April 19, 2017

(Revised5-15-17)

Qty

Unit

Total

Demolition Suite 65

No Construction In Suite 65

Demolition Suite 68

Masonry

Construct masonry opening between Suite 68 and Suite 69, Suite 68 and Suite 70.

At Wash Room and at Corridor

Remove drywall material from each side of masonry partition and patch opening.

Walls

Arch out drywall partition in Equipment Zone and Wash Room

150

Soffit to be located 4^th below lowest ceiling. Includes patching carpet as needed.

Remove drywall partitions.

122

Enlarge door opening (to 48” or 72” wide).

Floors

Remove carpet and or vinyl composition tile.

2343

Shot blast floor surface in preparation to receive epoxy flooring in Wash Room.

Remove adhesive from concrete surface before vinyl composition tile installation

2343

Doors/Windows

Remove door (or window) with frame. Secure for reinstallation

Ceiling

Remove ceiling grid systems in areas of demolition.

802

New ceiling height to remain where applicable.

Remove ceiling tiles in areas affected by HVAC changes or use.

2268

Existing ceiling height to remain at11’-10”± above the floor.

Remove ceiling grid system

352

Areas that will extend wall partitions and raise ceilings.

Casework

Remove plastic laminate casework. Base and wall cabinets.

Secure grayp-lam casework for reinstallation in Suite 70.

Electrical

Disconnect electrical and make safe in open ceilings.

Disconnect wiring to deactivated HVAC unit currently serving open area of suite.

Plumbing

Disconnect and cap plumbing fixtures.

Mechanical

Remove ductwork associated with RTU to be deactivated. Unit to be stored in place on roof.

Lessor may elect to remove unit at any time for reinstallation at another location without prior notice.

Miscellaneous

High lift equipment for the duration of demolition.

30-Yard trash container for use during demolition.

21,675

Demolition Suite 69 and 70

Walls

Remove drywall partitions.

115

Create new door opening (either 36” or 48” wide).

Removenon-standard chair rail molding on walls scheduled to remain.

Floors

Remove platform stage in Suite 70.

360

Remove carpet.

2789

Doors/Windows

Remove door (or window) with frame. Secure for reinstallation.

Ceiling

Remove ceiling grid systems in areas of demolition.

1088

Existing ceiling height to be raised or lowered as note below in construction entry.

Remove ceiling tiles in areas affected by HVAC changes or use.

164

Existing ceiling heights to remain.

Casework

Removenon-standard plastic laminate casework.

Electrical

Disconnect electrical and make safe in open ceilings.

Plumbing

Disconnect and cap plumbing fixtures in proposed Wash Room, Mechanical Room and Microbiology.

Miscellaneous

High lift equipment for the duration of demolition.

30-Yard trash container for use during demolition.

Construction Suite 65

Construction Suite 68

General Construction

Walls

Constructnon-rate full-height drywall partition from 0’ to 12’.

119

Construct or extendnon-rated drywall partition from 12’ to metal deck. Includes taped drywall both sides.

To separate Office, Microbiology and Tissue Rooms

Extendnon-rated drywall partition from 8’ to 10’.

To raise ceiling height in Corridor, Wash Room and Mechanical.

Install cold roll steel reinforcing at drywall partitions 12’ and higher.

119

Infill door or window opening with drywall construction.

15,268

Mechanical Room

Ceiling

Install ceiling grid system with vinyl faced tiles.

Includes existing lights and modifications to sprinklers.

Ceiling height to be raised to 9’±

Flooring

Existing ceramic tile flooring and tile wall to remain as is.

Doors/Windows

Install fixed louver in current door panel.

Remove door and cut for louver insert.

Finishes

Paint interior drywall partitions with water based catalyzed epoxy paint and vapor barrier primer.

Plumbing

Installgas-fired water heater with sealed combustion potable,non-potable and TW piping.

Water heater located in Mechanical Room. IncludesB-vent, roof work and gas line.

Capacity based on combined storage and recovery, 120 gallons

Back-flow valves, located in Wash Room. For hot and cold water.

Install tempered water (TW) loop system (potable water) to emergency shower location.

250

Insulation wrap at all horizontal runs of TW loop.

200

Circulation pump for TW loop piping.

Existing utility sink to remain as is. Connect to newnon-potable water supply.

Electrical

No Changes.

HVAC

Note:Refer to HVAC section under Tissue Room for additional HVAC information.

24,517

Wash Room

Ceiling

Install ceiling grid system with vinyl faced tiles and high temp sprinkler head.

Includes existing lights and modifications to sprinklers.

Ceiling height to be raised to 9’±

Flooring

Install2-part epoxy floor with orange peel texture.

Floor to receive bermed lip at room entrance and at masonry opening.

Install2-part integrated 4” high epoxy wall base in Wash Room.

Finishes

Paint interior walls with water based catalyzed epoxy paint.

Plumbing

Cut floor to access main building drain line.

Trench Floor to extend acid waste drain lines to new resin sink and floor sink locations.

Includes cutting of concrete slab, removal of soil, installation of polypropylene piping, inspection, backfilling trench and patching concrete floor.

Floor sink, approx.. 6” x 6” in wash room. Includes 24” area sloped to sink drain.

Rough and finished plumbing(non-potable HW/CW supply, drain and vent) to resin sink.

Rough and finished plumbing(non-potable HW) to glass washer and autoclave.

Hoy water supply for Glass Washer or Autoclave to be mounted at 60 in. above the floor and terminated with a shutoff valve. Units drain to floor sink. Cool down required for both HW lines.

Glass Washer and Autoclave supplied and installed by others at Lessee’s expense.

Core to extend drain line to sink drain for Autoclave and Glass Washer.

Install5-gallon PH tank for sink in Wash Room.

No pH adjustment is included for Autoclave or Glass Washer drain water

Polypropylene piping above ground from sink to drain line and vent

Includes necessary fittings required for installation.

Resin Lab Sink, approx.. 15”L x 18”W x 8”D

High arc faucet with aspirator tip and separate HW/CW controls.

Metal sink based (refurbished) with phenolic resin countertop, installed

Electrical (Pending confirmation of Lessee’s equipment requirements)

Install208V/100A/3ph/4-wire dedicated circuit wired to a disconnect.

For autoclave unit with built in electric steam generator.

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for autoclave control box.

Install208/20A/3ph/4-wire circuit wired to a wall mounted work box with plate cover for Glass Washer.

Installation of glass washer equipment to be supplied and installed by Lessee.

Connection to power source is not included. Disconnect, if required, is not included.

HVAC

Note:Refer to HVAC section under Tissue Room for additional HVAC information.

17,311

Construction Suite 68, continued

Corridor

Ceiling

Install ceiling grid system with vinyl faced tiles.

210

Includes existing lights and modifications to sprinklers.

Ceiling height to be raised to 9’±

Flooring

Install building standard vinyl composition tile.

210

Install 4” high black vinyl wall base.

Finishes

Paint drywall partitions with water based catalyzed epoxy paint.

Paint existing doors and door frames black on corridor side.

Note:Interior finishes at restrooms to remain as is and will receive Lessor’s standard rehab

3,085

Tissue Room

Ceiling

575

Install ceiling grid system with vinyl faced tiles.

Includes existing lights and modifications to sprinklers.

Ceiling height to be raised to 9’±

Caulk perimeter of ceiling grid with sealant.

Flooring

Install building standard vinyl composition tile.

575

Install 4” high black vinyl wall base.

Doors

Install 6’wide double metal door unit with frame and vision kits.

Includes a 24” x 36” tempered glass vision kit in each panel and surface mounted slide bolt on inactive leaf.

Install surface mounted hydraulic door closer on active door panel.

Install full-gasket (Foam or rubber) on door frame.

Install rubber sweep at each entry door panel.

Drop-sill is available at an additional charge to the Lessee.

Finishes

Paint drywall partitions with water based catalyzed epoxy paint.

Casework

Air flow alarm (located in exhaust ductwork for the two vented BSC). All others are recirculated.

Hardwire airflow to a 120V circuit.

Supply and install refurbished metal sinkbase cabinet.

Supply and install phenolic resin countertop, 30” wide

Plumbing

Cut floor to access main building drain line.

Trench Floor to extend acid waste drain lines to new resin sink location.

Includes cutting of concrete slab, removal of soil, installation ofpolypropylene piping, inspection, backfilling trench and patchingconcrete floor.

Rough and finished plumbing(non-potable) to resin sink.

Install5-gallon PH tank for sink

Polypropylene piping above ground from sink to drain line and vent.

Includes necessary fittings required for installation.

Resin Lab Sink, approx.. 15”L x 18”W x 8”D

High arc faucet with aspirator tip and separate HW/CW controls.

Electrical (Pending confirmation of Lessee’s equipment requirements)

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for Lessee’s Biosafety Cabinets.

Install prewired raceway with duplex outlets at 12” OC wired to a dedicated 120v/20A circuit.

Mounted on first fixed reagent shelf. Length of raceway to be either 4’ or 6’ long.

Install additional fire protection devices or rework existing in Suite 68.

HVAC –(MUA-1) Serving Tissue Room (2 vented CL II, B2 Biosafety Cabinet @ 1200 CFM each)

24,391

Note:Biosafety cabinets vented and unvented are supplied and installed by others at Lessee’s expense.

Make up Air Unit. DX Cooled, gas fired,hot-gas reheat.

12.5

too

Extend gas line toMUA-1 from main gas line.

MUA controller for set point temperature adjustment.

Roof Curb cut and installation.

sec

Curb supplied by MUA manufacturer.

Crane equipment to installMUA-1,MUA-2,RTU-1 and fans on roof.

Modify and relocate utilities above ceiling to accommodate new HVAC distribution.

Ductwork supply lines from MUA to diffusers.

12.5

toa

Includes diffusers, rigid and flexible ductwork.

Wiring of MUA to power supply.

Startup and commissioning of unit by manufacturer’s representative.

Wrap supply ductwork with insulation.

12.5

toa

Structural Support forMUA-1

80,748

Make-up Air Unit capability for proposal:

1) Technical spaces are designed with MUA delivering approx.. 2300 CFM of Supply Air.When outside air temperatures are at 88°F Dry Bulb/74°F Wet Bulb. Air dischargingfrom MUA is 54°F Dry Bulb/S3°F Wet Bulb.

2) System is not designed to accommodate any sensible heat loads generated by Lessee’s equipment.No specialized filtration included.

3) No HEPA filter ceiling modules are included.

4) HVAC system to operate 24hr/7dy without any setback settings.

HVAC –(EF-1) Serving Tissue Room

Exhaust fan (rated for approx.. 2,400 CFM)

Includes high efficiency belt driven motor, weather cover, vibrationisolators, drain and type “C” spark resistant construction.

Exhaust duct, 8” to 14” dia. and distribution

Includes ceiling exhaust registers with control dampers.

Exhaust duct, 15” to 20” dia. and distribution.

Roof cut for curb for fan.

ea.

Roof cut for cone from main exhaust vent.

ea.

Platform curb to support fan

ea.

Cone flashing at roof penetration of duct to fan.

ea.

Repair membrane roof at cone and curb flashing (By certified technician).

ea.

Upblast stack 10’ above roof (total ht.), installed

ea.

VFD or motor starter/ wire/ disconnect/ switch

ea.

Wiring labor & mat’l (Not Class I, Div. I)

set

Duck sealing tape for seams.

Ceiling

Install ceiling grid system with vinyl faced tiles in Equipment Zone 1.

154

Includes existing lights and modifications to sprinklers.

Ceiling height to be raised to 9’±.

Install ceiling grid system with vinyl faced tiles in Equipment Zone 1.

144

Includes lights and modifications to sprinklers.

Ceiling height to be lowered to 9’±.

Install vinyl faced tiles in existing grid in Microbiology and Equipment Zone 2.

1568

Includes existing lights and sprinklers.

Existing ceiling height to remain as is.

Flooring

Install building standard vinyl composition tile.

1866

Install 4” high black vinyl wall base at walls and base of metal casework.

455

Doors

Install 4’ wide metal door unit with a 3’ active panel, 1’ inactive panel and frame.

Includes a 24” x 36” tempered glass vision kit and surface mountain slide bolt on 1’ leaf.

Install 6’ wide double metal door unit with frame at Loading and Equipment Zone 1.

Includes 10” x 10” vision glass in each panel at loading. Vision kits to be of tempered glass.

Includes lockset hardware. Inactive panel to receive surface mountain slide bolt.

Install surface mounted hydraulic door closer on active doors.

Install full-gasket (Foam or rubber) on door frame.

Install rubber sweep at each manufacturing entry door panel.

Drop-sill is available at an additional charge to the Lessee.

Install wall or floor mounted door stop at new or existing doors.

Where drywall partition is within 6”

Finishes

Paint drywall partitions with water based catalyzed epoxy paint.

275

Casework

Fume Hood, refurbished 6’ wide unit.

Includes one acid/base or solvent cabinet. Remaining cabinet to be standard metal cabinet.

Air flow alarm on each fume hood

Hardware airflow alarm to a 120V circuit.

Supply and install refurbished metal sinkbase cabinet.

Supply and install phenolic resin countertop, 30” wide.

Notes: Metal Casework

1.) Unless noted otherwise, metal casework and fume hoods are refurbished from Lessor’s inventory.

2.) If refurbished casework or fume hoods are not available, new casework or fume hoods will beprovided at an additional expense of the Lessee.

3.) Fume hoods to be supplied and installed will not have active cup sinks, water supply or drain.

4.) Connection of process gases to controls on fume hood are not included.

5.) Unless noted otherwise, fume hood sash height will be set at 18”.

6.) Lessor makes no guarantees that fume hoods will have process gas controls.

7.) Walk-in Cooler with two access doors is not included. Cooley to be supplied and installed by othersat Lessee’s additional expense.

Electrical (Pending confirmation of Lessee’s equipment requirements)

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for fume hoods.

Install prewired raceway with duplex outlets at 12” OC wired to a dedicated 120v/20A circuit.

Mounted above the floor on first fixed reagent shelf.

Length of raceway to be either 4’ or 6’ long.

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for Lessee’s equipment.

Mounted 44” above the floor at wall in Microbiology.

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for Lessee’s equipment.

Mounted 44” above the floor at wall in Equipment Zone.

Install208V/20A/3ph-4wire dedicated circuit wired to a work box for Lessee’s equipment.

Mounted 44” above the floor at wall in Equipment Zone.

Lessee to confirm NEMA number for specialty outlets prior to construction.

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for equipment in knee space.

Notes:

48,316

1.) 120V or 208V Outlets wired to a drop card are available at an additional charge to Lessee.

2.) Standbygas-fired generator is not included but available at an additional expense to Lessee.

Plumbing

Cut door to access main building drain line.

Trench Floor to extend acid waste drain lines to new resin sink locations.

Includes cutting of concrete slab, removal of soil, installation of polypropylene piping,inspection, backfilling trench and patching concrete floor.

Rough and finished plumbing(non-potable) to resin sink.

Install5-gallon PH tank for sink.

Polypropylene piping above ground from sink to drain line and vent.

Includes necessary fittings required for installation.

Resin Lab Sink, approx.. 15”L x 18”W x 8”D

High arc faucet with aspirator tip and separate HW/CW controls.

9,397

HVAC-(MUA-2) Serving Microbiology, Histology, Purification and Equipment Zone

Make up Air Unit, DX Cooled, gas fired,hot-gas reheat

ton

Install gas line to unit from meter.

MUA controller for set point temperature adjustment.

Roof curb cut and installation.

set

Curb supplied by MUA manufacturer.

Crane equipment to install MUA and fans on roof. (See entry forMUA-1)

Ductwork supply lines from MUA to diffusers.

ton

Includes diffusers, rigid and flexible ductwork.

Wiring of MUA to power supply.

Startup and commissioning of unit by manufacturer’s representative.

Wrap supply ductwork with insulation.

ton

Structural support forMUA-2

111,483

Make-up Air Unit capability for proposal:

1.) Technical spaces are designed with MUA delivering approx.. 3,640 CFM of Supply Air, when outside air temperatures are at 86°F Dry Bulb/74°F Wet Bulb, Air discharging from MUA is 54°F Dry Bulb/53°F Wet Bulb.

2.) System is not designed to accommodate any sensible heat loads generated by Lessee’s equipment. No specialized filtration included.

3.) No HEPA filter ceiling modules are included.

4.) HVAC system to operate 24hr/7dy without any setback settings.

Construction Suite 68, continued

HVAC-(EF-2) Serving Microbiology, Histology, Purification and Equipment Zone.

Exhaust fan (rated for approx.. 4,020 CFM)

ea.

Includes high efficiency belt driven motor, weather cover, vibration isolators, drain and type “C” spark resistant construction.

Exhaust duct, 8” to 14” dia. and distribution

Includes ceiling exhaust registers with control dampers.

Exhaust duct, 15” to 20” dia. and distribution.

Roof cut for curb for fan.

ea.

Roof cut for cone from main exhaust vent.

ea.

Platform curb to support fan

ea.

Cone flashing at roof penetration of duct to fan.

ea.

Repair membrane roof at cone and curb flashing (By certified technician).

ea.

Upblast stack 10’ above roof (total ht.), installed

ea.

VFD or motor starter/ wire/ disconnect/ switch

ea.

Wiring labor & mat’l (Not Class I, Div. I)

ea.

Duct sealing tape for seams.

180

24,673

Histology

Ceiling

Install ceiling grid system with vinyl faced tiles.

136

Includes existing lights and modifications to sprinklers.

Ceiling height to be raised to 9’±

Flooring

Install building standard vinyl composition tile.

136

Install 4” high black vinyl wall base at walls and base of metal casework.

Doors

Install 4” wide metal door unit with a 3’ active panel, 1’ inactive panel and frame.

Includes a 24” x 36” tempered glass vision kit and surface mounted slide bolt on 1’ leaf.

Install surface mounted hydraulic door closer on manufacturing doors.

Install full-gasket (Foam or rubber) at each manufacturing door frame.

Install rubber sweep at each manufacturing entry door panel.

Drop-sill is available at an additional charge to the Lessee.

Install wall or floor mounted door stop at new or existing doors.

Where drywall partition is within 6”

Finishes

Paint drywall partitions with water based catalyzed epoxy paint.

Casework

Fume Hood, refurbished 5’ wide unit.

Includes one acid/base or solvent cabinet. Remaining cabinet to be standard metal cabinet.

Air flow alarm on each fume hood

Supply and install refurbished metal base cabinets.

Supply and install phenolic resin countertop, 30” wide.

Notes: Metal Casework

1.) Unless noted otherwise, metal casework and fume hoods are refurbished from Lessor’s Inventory.

2.) If refurbished casework or fume hoods are not available, new casework or fume hoods will be provided at an additional expense to the Lessee.

3.) Fume hoods to be supplied and installed will not have active cup sinks, water supply or drain.

4.) Connection of process gases to controls on fume hood are not included.

5.) Unless noted otherwise, fume hood sash height will be set at 18”.

6.) Lessor makes no guarantees that fume hoods will have process gas controls.

Plumbing

Trench Floor to extend acid waste drain lines to new resin sink locations.

Includes cutting of concrete slab, removal of soil, installation of polypropylene piping, inspection, backfilling trench and patching concrete floor.

Rough and finished plumbing(non-potable) to resin sink,.

InstallS-gallon PH tank for sink in Wash Room

Polypropylene piping above ground rom sink to drain line and vent.

Includes necessary fittings required for installation.

Resin Lab Sink, approx.. 15”L x 18”W x 18”D

High arc faucet with aspirator tip and separate HW/CW controls.

Electrical (Pending confirmation of Lessee’s equipment requirements)

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for Fume Hood.

Mounted 72” above the floor at wall.

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for Lessee’s equipment.

Mounted 44” above the floor at countertop.

HVAC

Note: Refer to HVAC section under Microbiology Room for additional HVAC information.

18,588

Purification Room

Ceiling

Install vinyl faced tiles in existing ceiling grid.

544

Includes existing lights and modifications to sprinklers

Ceiling height to remain at11’-10’±

Flooring

Install building standard vinyl composition tile.

544

Install 4” high black vinyl wall base at walls and base of metal casework.

Doors

Install 4” wide metal door unit with a 3’ active panel, 1’ inactive panel and frame.

Includes a 24” x 36” tempered glass vision kit and surface mounted slide bolt on 1’ leaf.

Install surface mounted hydraulic door closer on manufacturing doors.

Install full-gasket (Foam or rubber) at each manufacturing door frame.

Install rubber sweep at each manufacturing entry door panel.

Drop-sill is available at an additional charge to the Lessee.

Finishes

Paint drywall partitions with water based catalyzed epoxy paint.

Plumbing

None specified.

Electrical (Pending confirmation of Lessee’s equipment requirements)

Install 120V/20A/1ph dedicated circuit wired to a duplex outlet for Lessee’s equipment.

Mounted 44” above the floor at wall.

Install 208V/20A/3ph 4wire dedicated circuit wired to a work box for Lessee’s equipment.

Mounted 44” above the floor at wall.

Lessee to confirm NEMA number for specialty outlets prior to construction.

Note:

120V or 208V Outlets wired to a drop card are available at an additional charge to Lessee.

12,587

HVAC

Note: Refer to HVAC section under Microbiology Room for additional HVAC information.

Construction Suites 69 and 70

Walls

Constructnon-rated drywall partition from 0’ to 12’ above the floor for Equipment room and Corridor.

Constructnon-rated drywall partition from 0’ to 8’ above the floor between Locker and Tel/Data closet.

Repaint existing walls in suite as part of standard rehab.

No Charge

Floors

Install building standard gray level loop carpet.

2260

Install building standard gray vinyl composition tile (VCT) in Locker Room, Tel/Data, Break Room and in Equipment Room

728

Doors/Windows

Install metal door with frame from demolition stock.

Install 4’ wide metal door unit with a 3’ active panel, 1’ inactive panel and frame.

Includes a 24” cx 36” tempered glass vision kit and surface mounted slide bolt.

Paint door and frame after installation.

Install surface mounted hydraulic door closer.

Premium for lockset hardware at Tel/Data and Equipment Room.

Doors will be keyed separately.

Ceiling

Install ceiling grid system in Equipment Room, Break room, Tel/Data and Locker Room.

728

Ceiling height to remain as is.

Premium for vinyl faced ceiling tiles in Equipment Room.

308

Casework

Install refurbishedp-lam sink base and base cabinet in Proposed Break Room.

Includes refurbished sink, faucet and countertop from salvaged inventory.

Notes:P-lam Casework

1.) Base and sink cabinets are 30”W x 24”D x 26”H

2.) Cabinets are of building standard gray plastic laminate with white melamine interior.

Includes one drawer, fixed shelf, ‘C’ style cabinet pull andside-by-side cabinet doors.

Electrical

Install dedicated 120V/20A circuit wired to a duplex outlet for refrigerator or above the countertop.

Located in Break Room. Refrigerators to be supplied and installed by others at Lessee’s expense.

Install dedicated 120V/20A circuit wired to a workbox above the ceiling for cubicles.

Cubicle furniture to be supplied and installed by others at an additional expense to Lessee. One circuit for every four cubicles.

Install dedicated 120V/20A circuit wired to a quadruplex outlet in Tel/Data room.

Final location to be verified by Lessee prior to construction.

Install dedicated 208V/20A circuit wired to a duplex outlet in Equipment Room.

For each pair of-20 Freezers.

Install dedicated 208V/20A circuit wired to a duplex outlet in Equipment Room.

for each-80 Freezer.

Install additional fire protection devices or rework existing in Suites 69 and 70.

Plumbing

Cut floor to access main building drain line.

Trench Floor to extend building drain line to new sink location in Break Room.

Includes cutting of concrete slab, removal of soil, installation of cast iron piping. Inspection, backfilling trench and patching concrete floor.

Rough and finished plumbing (potable) to Break room sink.

HVAC-(RTU 1) Serving Equipment Room

Install2-stage recirculating roof top unit for cooling only.

7.5

ton

Low ambient kit to allow AC to operate down to 32 deg. F. One for each stage.

Roof Curb cut and installation.

set

Curb supplied by manufacturer.

Modify and relocate utilities above ceiling to accommodate new HVAC distribution

Ductwork supply and return air lines from RTU to room.

7.5

ton

Includes diffusers, rigid and flexible ductwork.

Wiring of RTU to power supply.

Wrap supply ductwork with insulation.

7.5

Ton

Miscellaneous Electrical for Suites 68, 69 and 70 Electrical

Installsub-panel for new circuits.

Marking of dedicated circuits and identification at panels

Door bell buzzer at loading door.

Chime located in Microbiology.

Note:No electrical service upgrade is included. In addition, there is no guarantee that a service upgrade is available at this location.

Miscellaneous HVAC for Suite 68, 69 and 709

Air balancing with report.

HVAC technician to assist in equipment adjustment and roof access

Mechanical Notes:

1.) Exhaust fans and makeup air unit for Suite 68 to operate continuously 24hrs/7days.

2.) Temperature and/or volume setbacks are available for an additional charge.

3.) Fume hoods sashes to be set between 15: to 18” high when HVAC system is balanced.

4.) BMS control system is not included.

Management

Architectural, HVAC, Electrical & Engineering planning, coordination

chg

Project Management

chg

Construction supervision, Construction team leader, Purchasing coordination. and design drafting limited to this scope of work.

Project general labor (runner/loading/unloading, etc.)

chg

Project documentation and Owner’s Manual

hrs

Project meetings with Construction and Purchasing.

hrs

Permits: building, plumbing & electrical only

Coordination and inspections for above permits only

Clean-up after construction.

16035

Management:

79,160

Total Charge:

590,496

Notes:

1.)

No representation is made as to the suitability of this construction for Lessee’s use or occupancy.

2.)

Connection of Lessee supplied equipment is not included unless noted.

3.)

All dimensions, manufacturers and quantities are approximate and any actual variance in construction will not result in any credits or deductions from total fixed cost.

4.)

Lessee is responsible for the maintenance ofnon-building standard leasehold improvements unless noted otherwise in lease document.

5.)

Additional costs will be incurred if scope of work expands from what is noted in above specifications.

6.)

all finishes will be LESSOR’s standard finishes unless otherwise noted.

7.)

Lessee is responsible for obtaining all other permits and approvals specific to its use.

8.)

Any electrical service upgrades, and/or electrical requirements for Lessee’s use is available at an additional expense to Lessee. Please note, Lessor does not guarantee if electrical upgrades upgrades are available at this location.

9.)

No humidification or dehumidification is included.

10.)

Lessee responsible for proper chemical storage, including compliance with limits of amount of material stored.

11.)

No Ra/Di water system is included with fit up. Installation of system is by others at Lessee’s expense.

12.)

Motion sensors wired to Office or Lab lighting are not included but available for an additional charge.

13.)

Standbygas-fired generator is not included but available at an additional expense to Lessee.

14.)

Approximate delivery date formake-up air equipment is10-12 weeks from approved equipment selection.

15.)

Any changes to the scope of work described above once construction begins may result in a delay in the completion of the facility.

10.

LOGO

June 2, 2017

Mr. Ian Chan

Abpro Corporation

65 Cummings Park

Woburn, MA 01801

Dear Ian:

We are pleased to enclose for your records a fully executed original of Lease Extension #1 for Abpro’s facility at 65, 68, 69 and 70 Cummings Park. We appreciate your decision to expand your business in a Cummings Properties facility and look forward to continuing our relationship.

As you review the document, you will note we made updates to two sections. In Section 7, we added “modified” to specify “the entire modified premises.” In Section 14(ii), we inserted “LESSOR’s then-current standard form lease or amendment to lease” and to execute “said” lease.

Please call me or Erica Wright, Operations Manager, if we may be of further assistance at any time.

Sincerely,

CUMMINGS PROPERTIES, LLC

/s/ Kara L. Murphy

Kara L. Murphy

Account Manager

Enclosure


Corporate Office: 200 West Cummings park, Woburn, MA 01801-6396	•	781-935-8000	•	Fax 781-932-7077
Cummings Center: 100 Cummings Center, Suite107-L, Beverly, MA 01915-6106	•	978-922-9000	•	Fax978-922-9880

11.

Abpro S-1IPO registration