Exhibit 10.13
LEASE AGREEMENT
THIS LEASE AGREEMENT (this “Lease”) is made as of this 20th day of December, 2021, between ARE-MA REGION NO. 75, LLC, a Delaware limited liability company (“Landlord”), and Kymera therapeutics, Inc., a Delaware corporation (“Tenant”).
Building: The to-be-constructed building in the Project to be located at The Arsenal on the Charles, Watertown, Massachusetts 02472 (also known as Building 1), in which the Premises are located.
Premises: That portion of the Project, consisting of (i) the entire rentable area of the second, third and fourth floors of the Building (inclusive of the fourth floor terrace) (but exclusive of Common Areas), (ii) certain storage space on the first floor of the Building and (iii) certain mechanical space on the penthouse floor of the Building, and containing in the aggregate approximately 100,624 rentable square feet, as determined by Landlord, as shown on Exhibit A, consisting of (a) approximately 33,074 rentable square feet on the second floor of the Building, (b) approximately 33,074 rentable square feet on the third floor of the Building, (c) approximately 32,647 rentable square feet on the fourth floor of the Building (inclusive of the fourth floor terrace), (d) approximately 1,588 rentable square feet of storage space on the first floor of the Building, and (e) approximately 241 rentable square feet of mechanical space on the penthouse floor of the Building, subject to adjustment from time to time in accordance with Sections 5 and 45(o) hereof.
Project: The real property on which the Building in which the Premises are located, together with all improvements thereon and appurtenances thereto as described on Exhibit B.
Rentable Area of Premises: 100,624 sq. ft., subject to adjustment from time to time in accordance with Sections 5 and 45(o) hereof.
Tenant acknowledges that the rentable square footage amounts set forth on the first page of this Lease are based on initial estimates from Landlord utilizing the BOMA Modified measurement standard. Accordingly, within sixty (60) days following the Commencement Date, Landlord may, but shall not be obligated to, calculate the rentable square footage of the Premises and Building pursuant to BOMA Modified (the “Initial Remeasurement”), and deliver to Tenant (A) a statement setting forth any changes to the (i) rentable square footage of the Premises, the Building, or the Project, (ii) the Base Rent, (iii) the Building’s Share of the Project, (iv) the Tenant Improvement Allowance and the Supplemental Tenant Improvement Allowance, and (v) Tenant’s Share of Operating Expenses, resulting from such changes to or remeasurement of the Premises, the Building, or the other buildings with the Project, and (B) back-up calculations showing any changes to the rentable square footage of the Premises, the Building, or the Project. Tenant shall execute and return an acknowledgement prepared by Landlord of: (1) the rentable square footage of the Premises, the Building, or the Project, (2) the Base Rent, (3) the Building’s Share of the Project, (4) the Tenant Improvement Allowance and the Supplemental Tenant Improvement Allowance, and (5) Tenant’s Share of Operating Expenses, resulting from Landlord’s Initial Remeasurement within 7 business days following Landlord’s request. The failure of Tenant to do so shall be deemed Tenant’s unconditional and irrevocable acknowledgement and agreement of the
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Exhibit 10.13
facts contained therein. If there is any disagreement with respect to the facts contained in such acknowledgement of Landlord’s Initial Remeasurement, then Tenant must raise the same by written notice to Landlord within 7 business days of receipt of the statement in clause (A) or Tenant will have irrevocably waived the right to object. Following Landlord’s timely receipt of such objection notice, the parties shall reasonably and in good faith discuss such matters; provided that any dispute will be resolved by Landlord’s architect, whose determination of the rentable square footage of the Premises, the Building and the Project shall be conclusive, final and binding on Landlord and Tenant. Notwithstanding the foregoing, in no event shall the rentable square footage of the Premises be increased or decreased by more than 10,000 rentable square feet from that specified above (i.e., above 110,624 rentable square feet or below 90,624 rentable square feet) in connection with the Initial Remeasurement, unless such increase is the result of an implemented Change Request (as defined in the Work Letter) in which event the foregoing cap shall not apply. The Initial Remeasurement by Landlord shall not be considered in lieu of or a waiver of Landlord’s other rights of remeasurement set forth in this Lease.
Rentable Area of Building: 120,454 sq. ft., subject to adjustment from time to time in accordance with Sections 5 and 45(o) hereof and in accordance with the definition of Rentable Area of Premises.
Rentable Area of Project: 1,132,958 sq. ft., subject to adjustment from time to time in accordance with Sections 5 and 45(o) hereof and in accordance with the definition of Rentable Area of Premises.
Building’s Share of Project: 10.63%, subject to adjustment from time to time in accordance with Sections 5 and 45(o) hereof and in accordance with the definition of Rentable Area of Premises.
Tenant’s Share of Operating Expenses: 83.54%, subject to adjustment from time to time in accordance with Sections 5 and 45(o) hereof and in accordance with the definition of Rentable Area of Premises.
Base Rent: $754,680 per month [initially based on $90/RSF annually], subject to adjustment pursuant to Section 4 hereof.
Rent Adjustment Percentage: Three percent (3%)
Base Rent Commencement Date: 2 months following the Commencement Date.
Security Deposit: $4,528,080
Target Commencement Date: November 30, 2023
Base Term: Beginning on the Commencement Date and ending 134 months from the first day of the first full month of the Term (as defined in Section 2) hereof.
Permitted Use: General office, laboratory, small-scale assembly in support of laboratory and life science research and development, and life sciences research and development uses
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Exhibit 10.13
consistent with the character of the Project and otherwise in compliance with the provisions of Section 7 hereof.
Tenant shall not permit (a) the second floor of the Premises to contain less than 35% of lab space or use nor less than 35% of office space or use, (b) the fourth floor of the Premises to contain less than 20% lab space and use, or (c) the third and fourth floors of the Premises, in the aggregate, to contain less than 35% lab space and use.
Address for Rent Payment: Landlord’s Notice Address:
ARE-MA Region No. 75, LLC c/o Alexandria Real Estate Equities, Inc.
JP Morgan Chase 26 North Euclid Avenue
P.O. Box 975383 Pasadena, CA 91101
Dallas, TX 75397-5383 Attention: Corporate Secretary
Tenant’s Notice Address:
Before the Commencement Date:
KYMERA THERAPEUTICS, INC.
200 Arsenal Yards Blvd., Suite 230
Watertown, MA 02472
Attention: Bruce N. Jacobs, CFO
After the Commencement Date:
KYMERA THERAPEUTICS, INC.
The Arsenal on the Charles, Building 1
Watertown, MA 02472
Attention: Bruce N. Jacobs, CFO
And with a copy to:
Goodwin Procter LLP
100 Northern Avenue
Boston, MA 02210
Attention: William D. Collins, Esq.
The following Exhibits and Addenda are attached hereto and incorporated herein by this reference:
EXHIBIT A - PREMISES DESCRIPTION
EXHIBIT B - DESCRIPTION OF PROJECT
EXHIBIT C - WORK LETTER
EXHIBIT D - ACKNOWLEDGEMENT OF COMMENCEMENT DATE
EXHIBIT E - RULES AND REGULATIONS
EXHIBIT F - TENANT’S PERSONAL PROPERTY
EXHIBIT G – CONTROL AREAS
EXHIBIT H – DESIGNATED ROOFTOP AREA
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Exhibit 10.13
The portions of the Project which from time to time are for the non-exclusive use of Tenant and one or more other tenants of the Project or other third parties are collectively referred to herein as the “Common Areas.” The Common Areas include, without limitation, to the extent any exist from time to time and are generally available to all tenants: (a) the common lobbies, hallways, stairways, and elevators providing access to the Premises, (b) the common chases and conduits, mechanical and utility rooms, and trash enclosures located within the Building,(c) the common loading areas located in and serving the Building, and (d) pedestrian sidewalks, and landscaped areas serving the Project. The Common Areas include, without limitation, the various amenities, amenities facilities, and buildings or other improvements containing the same located in, on or otherwise serving the Project, if any, as may exist from time to time and be available for use by Tenant and one or more other tenants of the Project or other third parties (“Amenities”). Amenities may include, by way of example, things such as business centers, conference centers, restaurants, or gyms and other athletic facilities. It is understood that Landlord may contract with or arrange for affiliates or third parties to provide Amenities rather than providing the same itself. In either case, the cost thereof will be included in Operating Expenses (or paid by Tenant to such affiliates or third parties). Notwithstanding anything contained in this Lease to the contrary and for the avoidance of doubt, however, Landlord has no obligation to provide, and if provided has no obligation to continue to provide, any Amenities or other Common Areas, other than reasonable access to the Premises and any parking required by the terms of this Lease to be available to Tenant. Tenant shall have access to the Premises and the Building twenty-four (24) hours per day during the Term of this Lease, except in the case of emergencies or Force Majeure (as defined in Section 34 below), as the result of governmental action or Legal Requirements, the performance by Landlord of any installation, maintenance or repairs, or other work, any other temporary interruptions, and otherwise subject to the terms of this Lease.
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Exhibit 10.13
The “Commencement Date” shall be the earliest of: (i) the date Landlord Delivers the Premises to Tenant; (ii) the date Landlord could have Delivered the Premises but for Tenant Delays; and (iii) the date Tenant conducts any business in the Premises or any part thereof. Upon request of Landlord, Tenant shall execute and deliver a written acknowledgment of the Commencement Date, the Base Rent Commencement Date, and the expiration date of the Term when such are established in the form of the “Acknowledgement of Commencement Date” attached to this Lease as Exhibit D; provided, however, Tenant’s failure to execute and deliver such acknowledgment shall not affect Landlord’s rights hereunder. The “Term” of this Lease shall be the Base Term, as defined above on the first page of this Lease, and (if timely and properly exercised) the Extension Term that Tenant may elect pursuant to Section 40 hereof.
Subject to the provisions of Section 6 of the Work Letter, Landlord shall permit Tenant access to the Premises at such times set forth in Section 6 of the Work Letter prior to the Commencement Date for Tenant’s installation and setup of furniture, fixtures and equipment (“FF&E Installation”), provided that such FF&E Installation is coordinated with Landlord, and Tenant complies with this Lease and all other reasonable restrictions and conditions Landlord may impose. All such access shall be during normal business hours. Any access to the Premises by Tenant before the Commencement Date shall be subject to all of the terms and conditions of this Lease, excluding the obligation to pay Base Rent or Operating Expenses (as defined in Section 5).
Except as set forth in the next paragraph, Section 13 hereof, or the Work Letter: (i) Tenant shall accept the Premises in their condition as of the Commencement Date; (ii) Landlord shall have no obligation for any defects in the Premises; and (iii) Tenant’s taking possession of the Premises shall be conclusive evidence that Tenant accepts the Premises and that the Premises were in good condition at the time possession was taken. Any occupancy of the Premises by Tenant before the Commencement Date shall be subject to all of the terms and conditions of this Lease, including the obligation to pay Base Rent and Operating Expenses.
For the period of twelve months after the Commencement Date, Landlord shall, at its sole cost and expense (which shall not constitute an Operating Expense), be responsible for any repairs that are required to be made to the Building or Building Systems (as defined in Section 13), unless Tenant or any Tenant Party was responsible for the cause of such repair, in which case Tenant shall pay the cost of such repair.
Tenant agrees and acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty with respect to the condition of all or any portion of the Premises or the Project, and/or the suitability of the Premises or the Project for the conduct of Tenant’s business, and Tenant waives any implied warranty that the Premises or the Project are suitable for the Permitted Use. This Lease constitutes the complete agreement of Landlord and Tenant with respect to the subject matter hereof and supersedes any and all prior representations, inducements, promises, agreements, understandings and negotiations which are not contained herein. Landlord in executing this Lease does so in reliance upon Tenant’s representations, warranties, acknowledgments and agreements contained herein.
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Exhibit 10.13
In addition to the Tenant Improvement Allowance (as defined in the Work Letter), Landlord shall, if Tenant so requests in writing and subject to the terms of the Work Letter, make available to Tenant the Supplemental Tenant Improvement Allowance (as defined in the Work Letter). Commencing on the Commencement Date and continuing thereafter on the first day of each month during the Base Term, Tenant shall pay the amount necessary to fully amortize the portion of the Supplemental Tenant Improvement Allowance actually funded by Landlord, if any, as Additional Rent in equal monthly payments with interest at a rate of 8% per annum over the Base Term, which interest shall begin to accrue on the Commencement Date. Any of the Supplemental Tenant Improvement Allowance and applicable interest remaining unpaid as of the expiration or earlier termination of the Lease shall be paid to Landlord in a lump sum at the expiration or earlier termination of this Lease.
The term “Operating Expenses” means: (A) all costs and expenses of any kind or description whatsoever incurred or accrued each calendar year by Landlord with respect to the use, ownership, operation, management, maintenance and repair of the Building, including, without duplication, Taxes (as defined in Section 9), capital repairs, improvements and replacements amortized over the lesser of 10 years and the useful life of such capital items, the costs of Landlord’s third-party property manager (not to exceed 3% of the then-applicable Base Rent (which, during the period between the Commencement Date and the Base Rent Commencement Date will be calculated based on the Base Rent rate payable on the Base Rent Commencement Date, and thereafter will be calculated based on the actual Base Rent)), or if there is no third-party property manager (or Landlord elects not to pass through the cost of the third-party property manager), administrative rent in the amount of 3% of the then-applicable Base Rent (which, during the period between the Commencement Date and the Base Rent Commencement Date will be calculated based on the Base Rent rate payable on the Base Rent Commencement Date, and thereafter will be calculated based on the actual Base Rent)), and the cost of upgrades to the Building or enhanced services provided at the Building that are intended to encourage social distancing (also referred to as physical distancing), promote and protect health and physical well-being, and/or prevent or limit the spread or transmission of communicable diseases and/or viruses of any kind or nature, including, without limitation, COVID-19 (collectively, “Infectious Conditions”), and (B) the Building’s Share of Project of all costs and expenses of any kind or description whatsoever incurred or accrued each calendar year by Landlord with
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Exhibit 10.13
respect to the Project (other than those costs and expenses specific to the Building or any other building not containing Amenities), including, without duplication, costs and expenses related to the use, ownership, operation, management, maintenance, and repair of the Amenities and other Common Areas (including for the avoidance of doubt, payment or reimbursement by Landlord to affiliates of Landlord or third parties for market rent paid by such affiliates or third parties to Landlord for Amenity space and reduced rent or other concessions or subsidies provided to restaurants or others providing Amenities), Taxes, capital repairs, improvements and replacements amortized over the lesser of 10 years and the useful life of such capital items, and the cost of upgrades to the Project or enhanced services provided at the Project that are intended to encourage social distancing (also referred to as physical distancing), promote and protect health and physical well-being, and/or prevent or limit the spread or transmission of Infectious Conditions. The only Amenities for which a separate use fee may be charged to Tenant in addition to inclusion of the costs and expenses thereof in Operating Expenses are related to the use of any conference facility or fitness center (if a conference facility or fitness center is created and available). Landlord or its affiliates or third parties retained by Landlord may charge standard rates for usage of any conference facilities and services thereto. No membership fee will be charged for any fitness facility (or for basic offerings normally included in a membership fee), but Landlord or its affiliates or third parties retained by Landlord may charge a separate fee for additional services, if available, such as personal trainers or wellness clinics. Operating Expenses shall exclude only:
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“Tenant’s Share of Operating Expenses” shall be the percentage set forth on the first page of this Lease as Tenant’s Share of Operating Expenses as reasonably adjusted by Landlord from time to time
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following changes to or remeasurement of the Premises, the Building or other buildings within the Project occurring from time to time. Any such remeasurement of a building within the Project shall be performed by Landlord in accordance with the Standard Method for Measuring Floor Area in Office Buildings as adopted by the Building Owners and Managers Association International (ANSI/BOMA Z65.1-2017), as customarily modified by Landlord for laboratory properties in the Cambridge/Watertown market, which includes, for the avoidance of doubt, a portion of the floor area for the Acid Neutralization System (as defined below) within the rentable square footage of the Premises (“BOMA Modified”). Landlord may equitably increase Tenant’s Share of Operating Expenses for any item of expense or cost reimbursable by Tenant that relates to a repair, replacement, or service that benefits only the Premises or only a portion of the Project that includes the Premises or that varies with occupancy or use. Base Rent, Tenant’s Share of Operating Expenses, and all other amounts payable by Tenant to Landlord hereunder are collectively referred to herein as “Rent.”
Within 90 days after the end of each calendar year (or such longer period as may be reasonably required), Landlord shall furnish to Tenant a statement (an “Annual Statement”) showing in reasonable detail: (a) the total of actual Operating Expenses and resulting Tenant’s Share of Operating Expenses for the previous calendar year, and (b) the total of Tenant’s payments in respect of Operating Expenses for such year. If the actual Tenant’s Share of Operating Expenses for such year exceeds Tenant’s payments of Operating Expenses for such year, the excess shall be due and payable by Tenant to Landlord as Rent within 30 days after delivery of such Annual Statement to Tenant. If, however, Tenant’s payments of Operating Expenses for such year exceed the actual Tenant’s Share of Operating Expenses for such year, Landlord shall pay the excess to Tenant within 30 days after delivery of such Annual Statement, except that after the expiration, or earlier termination of the Term or if Tenant is delinquent in its obligation to pay Rent, Landlord shall pay the excess to Tenant after deducting all other amounts due to Landlord. Landlord’s and Tenant’s obligations to pay any overpayments or deficiencies due pursuant to this paragraph shall survive the expiration or earlier termination of this Lease. The Annual Statement shall be final and binding upon Tenant unless Tenant, within 90 days after Tenant’s receipt thereof, shall contest any item therein by giving written notice to Landlord, specifying each item contested and the reason therefor. If, during such 90-day period, Tenant reasonably and in good faith questions or contests the accuracy of Landlord’s statement of Tenant’s Share of Operating Expenses, Landlord will provide Tenant with access to Landlord’s books and records relating to the operation of the Project and such information as Landlord reasonably determines to be responsive to Tenant’s questions about the accuracy of such statement (the “Expense Information”). If after Tenant’s review of such Expense Information, Landlord and Tenant cannot agree upon the amount of Tenant’s Share of Operating Expenses, then Tenant shall have the right to have a nationally or regionally recognized independent public accounting firm, selected by Tenant, working pursuant to a fee arrangement other than a contingent fee (at Tenant’s sole cost and expense) and approved by Landlord (which approval shall not be unreasonably withheld or delayed) (the “Independent Accountant”), audit and/or review (the “Independent Review”) of the Expense Information for the year in question. The results of any such Independent Review shall be binding on Landlord and Tenant. If the Independent Review shows that the payments actually made by Tenant with respect to Operating Expenses for the calendar year in question exceeded Tenant’s Share of Operating Expenses for such calendar year, Landlord shall at Landlord’s option either (i) credit the excess amount to the next succeeding installments of estimated Operating Expenses or (ii) pay the excess to Tenant within 30 days after delivery of such statement, except that after the expiration or earlier termination of this Lease or if Tenant is delinquent in its obligation to pay Rent, Landlord shall pay the excess to Tenant after deducting all other amounts due to Landlord. If the Independent Review shows that Tenant’s payments with respect to Operating Expenses for such calendar year were less than Tenant’s Share of Operating Expenses for the calendar year, Tenant shall pay the deficiency to Landlord within 30 days after delivery of such statement. If the Independent Review shows that Tenant has overpaid with respect to Operating Expenses by more than 5%, then Landlord shall reimburse Tenant for all costs incurred by Tenant for the Independent Review. Operating Expenses for the calendar years in which Tenant’s obligation to share therein begins and ends shall be prorated. Notwithstanding anything set forth herein to the contrary, if the Project is not at least 95% occupied on average during any year of the Term, any component of Operating Expenses that varies based upon occupancy for such year shall be computed as though the Project had been 95% occupied on average
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Exhibit 10.13
during such year. Following the date that is 24 months after Landlord’s delivery of an Annual Statement to Tenant, Tenant shall not be responsible for the payment of items of Operating Expenses not reflected in such Annual Statement, except for Taxes and Utilities for which Tenant is responsible under this Lease.
If Tenant does not provide Landlord with a substitute or extended Letter of Credit complying with all of the requirements hereof at least 10 business days before the stated expiration date of any then current Letter of Credit, Landlord shall have the right to draw the full amount of the current Letter of Credit and hold the funds drawn in cash without obligation for interest thereon as the Security Deposit. Any cash proceeds of the Letter of Credit following a draw by the Landlord (the “Cash Proceeds”) are property of the Landlord, and Tenant shall have no right in the Security Deposit or the Letter of Credit other than the right to a return of the Letter of Credit when both this Lease has terminated and Tenant’s obligations under this Lease have been completely fulfilled as set forth herein.
The Security Deposit and the Letter of Credit and Cash Proceeds shall be held by Landlord without obligation for interest thereon as security for the performance of all of Tenant’s obligations under this Lease. The Security Deposit and the Letter of Credit and the Cash Proceeds are not an advance rental deposit or a measure of Landlord’s damages in case of Tenant’s default. Upon each occurrence of Default (as defined in Section 20), Landlord may use and apply all or part of the Security Deposit and the Letter of Credit and the Cash Proceeds, without notice to or any action by Tenant or any other person or entity, to pay delinquent payments due under this Lease, and the cost of any damage, injury, expense or liability caused by such Default, without prejudice to any other remedy provided herein or provided by law. Upon such use or application, Tenant shall have no right whatsoever to any amount so used or applied. Landlord's right to use and apply the Security Deposit and the Letter of Credit and the Cash Proceeds under this Section 6 includes the right to use and apply the Security Deposit and the Letter of Credit and the Cash Proceeds to pay future rent damages following the termination of this Lease pursuant to Section 21(c) below. Upon any use or application of all or any portion of the Security Deposit and the Letter of Credit or the Cash Proceeds permitted under this Lease, Tenant shall, within 5 business days following Landlord’s written demand, pay Landlord the amount, or provide Landlord a replacement Letter of Credit meeting the foregoing criteria, that will restore the Security Deposit to its original amount. Upon bankruptcy or other debtor-creditor proceedings against Tenant, the Security Deposit and the Letter of Credit and the Cash Proceeds shall be deemed to be applied first to the obligations of Tenant arising for periods prior to the filing of such proceedings. Tenant hereby waives the provisions of any law, now or hereafter in force, which provide that Landlord may claim from a security deposit only those sums reasonably necessary to remedy defaults in the payment of Rent, to repair damage caused by Tenant or to clean the Premises, it being agreed that Landlord may, in addition, claim those sums reasonably necessary to compensate Landlord for any other loss or damage, foreseeable or unforeseeable, caused by the act or omission of Tenant or any officer, employee, agent or invitee of Tenant. The Security Deposit and the Letter of Credit and the Cash Proceeds, after deducting therefrom all amounts to which Landlord has used or applied in accordance with this Lease, or to which Landlord is entitled under the provisions of this Lease, shall be returned to Tenant (or, at Landlord’s option, to the last assignee of Tenant’s interest hereunder) within 90 days after the expiration or earlier termination of this Lease. For the avoidance of doubt, no portion of the Security Deposit and the Letter of Credit and the Cash Proceeds shall be returned to Tenant until both this Lease has terminated and Tenant’s obligations under this Lease have been completely fulfilled as set forth herein.
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Exhibit 10.13
If Landlord transfers its interest in the Project or this Lease, Landlord shall either, at Landlord’s election in its sole discretion and expense (other than any transfer or processing fees, which shall be paid by Tenant), (a) transfer any Security Deposit and the Letter of Credit and the Cash Proceeds then held by Landlord to a person or entity assuming Landlord’s obligations under this Section 6 after deducting therefrom all amounts to which Landlord has used or applied in accordance with this Lease, or to which Landlord is entitled under the provisions of this Lease, or (b) return to Tenant any Security Deposit and the Letter of Credit and the Cash Proceeds then held by Landlord and remaining after the deductions permitted herein. Upon such transfer to such transferee or the return of the Security Deposit and the Letter of Credit and the Cash Proceeds to Tenant, Landlord shall have no further obligation with respect to the Security Deposit and the Letter of Credit and the Cash Proceeds, and, in the event of a transfer, Tenant’s right to the return of the Security Deposit and the Letter of Credit and the Cash Proceeds shall apply solely against Landlord’s transferee.
On the 3rd anniversary of the Base Rent Commencement Date (the “Reduction Date”), provided (i) this Lease shall be in full force and effect, (ii) Tenant is not in Default or monetary default under this Lease and (iii) no more than two Defaults have occurred since the date of this Lease, the Security Deposit shall be reduced to an amount equal to $3,018,720 (the "Reduced Security Deposit"). Subject to the foregoing conditions, on the Reduction Date, if Tenant provides Landlord with a replacement Letter of Credit in the amount of the Reduced Security Deposit and otherwise in accordance with the requirements of this Section 6, then Landlord shall return the original Letter of Credit then held by Landlord to Tenant promptly after Landlord’s receipt of the original replacement Letter of Credit (or reasonably cooperate to amend the existing Letter of Credit pursuant to the foregoing provisions). If Landlord returns to Tenant any portion of the Security Deposit in accordance with this Section, then from and after the date such monies are returned to Tenant, the "Security Deposit" shall be deemed to be the Reduced Security Deposit for all purposes of this Lease. In no event shall any such return be construed or deemed as an admission by Landlord that Tenant has performed all of its covenants and obligations hereunder.
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Exhibit 10.13
Landlord shall, as an Operating Expense (except the same shall be at Tenant’s expense to the extent such Legal Requirement is applicable by reason of Tenant’s particular use of the Premises (as opposed to office and lab use generally)), make any alterations or modifications to the Common Areas or the exterior of the Building that are required by Legal Requirements, including the ADA, to the extent such Legal Requirements are enacted subsequent to the date of this Lease (provided Landlord shall not be in default for failing to do so if such non-compliance does not have a material adverse effect on Tenant). Tenant, at Tenant’s sole cost and expense, shall make any alterations or modifications to the Premises (in a manner approved by Landlord) that are required by Legal Requirements (including, without limitation, compliance of the Premises with the ADA). Notwithstanding any other provision herein to the contrary, Tenant shall be responsible for any and all Claims arising out of or in connection with Legal Requirements to the extent arising from or related to Tenant’s use or occupancy of the Premises or Tenant’s Alterations, and Tenant shall indemnify, defend, hold and save Landlord and the Landlord Indemnified Parties (as defined below) harmless from and against any and all claims arising out of or in connection with the failure of the Premises to comply with any Legal Requirements to the extent arising out of Tenant’s use or occupancy of the Premises, the Tenant Improvements, or the Tenant’s Alterations.
Tenant acknowledges that Landlord may, but shall not be obligated to, seek to obtain Leadership in Energy and Environmental Design (LEED), WELL Building Standard, or other similar “green” certification (“Green Standards”) with respect to the Project and/or the Premises, and Tenant agrees to reasonably cooperate with Landlord, and to provide such information and/or documentation as Landlord may reasonably request, in connection therewith (provided such cooperation does not materially increase Tenant’s obligations or responsibilities or Tenant’s rights pursuant to this Lease). Tenant agreeing however that such cooperation may include, Tenant complying with certain standards (i.e. to satisfy or meet the Green Standards) pertaining to the purchase of materials used in connection with any approved Alterations undertaken by Tenant in the Premises, the sharing of documentation pertaining to any such Alterations undertaken by Tenant in the Premises with Landlord, the sharing of information regarding utility consumption, the sharing of Tenant’s billing information pertaining to trash removal and recycling related to Tenant’s operations at the Project. Tenant shall have no responsibility for costs or expenses incurred by Landlord to initially obtain Green Standards, but Tenant hereby acknowledges that Landlord’s costs or expenses incurred to maintain any obtained Green Standards shall be included as part of Operating Expenses.
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Exhibit 10.13
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Exhibit 10.13
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Exhibit 10.13
Tenant shall be solely responsible for the use of the Acid Neutralization System by Tenant and all Tenant Parties or any party other than Landlord or Landlord’s contractors, and Tenant shall be jointly and severally responsible for the use of the Acid Neutralization System with the other user tenants, if any. Tenant shall use, and cause other parties under its control or for which it is responsible to use, the Acid Neutralization System in accordance with this Lease and in accordance with all applicable Legal Requirements, the Discharge Permit and any permits and approvals from Governmental Authorities for or applicable to Tenant’s use of the Acid Neutralization System. Tenant shall not take any action or make any omission that would result in a violation of the Discharge Permit or any other permit or Legal Requirements applicable to the Acid Neutralization System. The scope of the Decommissioning and HazMat Closure Plan (as defined in Section 28 of this Lease) shall include all actions for the proper cleaning, decommissioning and cessation of Tenant’s use of the Acid Neutralization System, and all requirements under this Lease for the surrender of the Premises shall also apply to Tenant’s cessation of use of the Acid Neutralization System, in each case whether at Lease expiration, termination or prior thereto (but Tenant shall not be required to complete the decommissioning of the Acid Neutralization System if other tenants or occupants will continue to use the same after the expiration or earlier termination of this Lease, nor shall Tenant be responsible for or bear any costs of decommissioning arising from the use of the Acid Neutralization System by any party, if any, other than Tenant and the Tenant Parties; it being agreed that if multiple tenants use the Acid Neutralization System, then Landlord shall be responsible for completing the decommissioning thereof, and Tenant shall pay to Landlord within thirty (30) days after invoice therefor Tenant’s share of the reasonable, actual costs of decommissioning based on the ratio of the rentable square footage of the Premises to the rentable square footage of the Premises and the premises of all other user tenants, if any). The obligations of Tenant under this Lease with respect to the Acid Neutralization System shall be joint and several with such other tenants as aforesaid, except in the event that Tenant can prove to Landlord’s reasonable satisfaction that neither Tenant nor any Tenant Party caused, contributed to or exacerbated the matter for which Tenant would otherwise be responsible but for this exception. Without in any way limiting the Acid Neutralization Obligations, Landlord shall have no obligation to provide Tenant with operational emergency or back-up acid neutralization facilities or to supervise, oversee or confirm that the third party maintaining the Acid Neutralization System is maintaining such system as per the manufacturer’s standard guidelines or otherwise. During any period of replacement, repair or maintenance of the Acid Neutralization System when such system is not operational, including any delays thereto due to the inability to obtain parts or replacement equipment, Landlord shall have no obligation to provide Tenant with an alternative back-up system or facilities. Tenant expressly acknowledges and agrees that Landlord does not guaranty that such Acid Neutralization System will be operational at all times or that such system will be available to the Premises when needed. Without in any way limiting the Acid Neutralization Obligations, in no event shall Landlord be liable to Tenant or any other party for any damages of any type, whether actual or consequential, suffered by Tenant or any such other person in the event that the Acid Neutralization System or back-up system, if any, or any replacement thereof fails or does not operate in a manner that meets Tenant’s requirements.
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 17
Exhibit 10.13
Tenant shall make arrangements satisfactory to Landlord (which may include furnishing security if the cost of the Alterations will exceed $200,000 for any one project or series of related projects) to assure payment for the completion of all Alterations work free and clear of liens, and shall provide (and cause each contractor or subcontractor to provide) certificates of insurance for workers’ compensation and other coverage, including commercial general liability insurance, in amounts and from an insurance company satisfactory to Landlord to protect Landlord against liability for personal injury or property damage during construction and shall include Landlord as an additional insured thereunder. Upon completion of any Alterations, Tenant shall deliver or cause to be delivered to Landlord: (i) sworn statements setting forth the names of all contractors and subcontractors who did the work and final lien waivers from all such contractors and subcontractors; and (ii) “as built” plans for any such Alteration.
Except for Removable Installations (as hereinafter defined), all Installations (as hereinafter defined) shall be and shall remain the property of Landlord during the Term and following the expiration or earlier
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 18
Exhibit 10.13
termination of the Term, shall not be removed by Tenant at any time during the Term, and shall remain upon and be surrendered with the Premises as a part thereof. Notwithstanding the foregoing, Landlord may, at the time of its approval of any such Installation is requested, notify Tenant that Landlord requires that Tenant remove such Installation upon the expiration or earlier termination of the Term, in which event Tenant shall remove such Installation in accordance with the immediately succeeding sentence. Upon the expiration or earlier termination of the Term, Tenant shall remove (i) all wires, cables or similar equipment which Tenant has installed in the Premises or in the risers or plenums of the Building, (ii) any Installations for which Landlord has given Tenant notice of removal in accordance with the immediately preceding sentence, and (iii) all of Tenant’s Property (as hereinafter defined), and Tenant shall restore and repair any damage caused by or occasioned as a result of such removal, including, without limitation, capping off all such connections behind the walls of the Premises and repairing any holes. During any restoration period beyond the expiration or earlier termination of the Term, Tenant shall pay Rent to Landlord as provided herein as if said space were otherwise occupied by Tenant. If Landlord is requested by Tenant or any lender, lessor or other person or entity claiming an interest in any of Tenant's Property to waive any lien Landlord may have against any of Tenant's Property, and Landlord consents to such waiver, then Landlord shall be entitled to be paid as administrative rent a fee of $1,000 per occurrence for its time and effort in preparing and negotiating such a waiver of lien.
For purposes of this Lease, (x) “Removable Installations” means any items listed on Exhibit F attached hereto and any items agreed by Landlord in writing to be included on Exhibit F in the future, (y) “Tenant’s Property” means Removable Installations and, other than Installations, any personal property or equipment of Tenant that may be removed without material damage to the Premises, and (z) “Installations” means all property of any kind paid for with the TI Fund (as defined in the Work Letter), all Alterations, all fixtures, and all partitions, hardware, built-in machinery, built-in casework and cabinets and other similar additions, equipment, property and improvements built into the Premises so as to become an integral part of the Premises, including, without limitation, fume hoods which penetrate the roof or plenum area, built-in cold rooms, built-in warm rooms, walk-in cold rooms, walk-in warm rooms, deionized water systems, glass washing equipment, autoclaves, chillers, built-in plumbing, electrical and mechanical equipment and systems, and any power generator and transfer switch.
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 19
Exhibit 10.13
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Exhibit 10.13
Tenant, at its sole cost and expense, shall maintain during the Term: all risk property insurance with business interruption and extra expense coverage, covering the full replacement cost of all property and improvements installed or placed in the Premises by Tenant, at Tenant’s expense; workers’ compensation insurance with no less than the minimum limits required by law; employer’s liability insurance with employers liability limits of $1,000,000 bodily injury by accident – each accident, $1,000,000 bodily injury by disease – policy limit, and $1,000,000 bodily injury by disease – each employee; and commercial general liability insurance, with a minimum limit of not less than $2,000,000 per occurrence for bodily injury and property damage with respect to the Premises. The commercial general liability insurance maintained by Tenant shall name Alexandria Real Estate Equities, Inc., and Landlord, its officers, directors, employees, managers, agents, sub-agents, constituent entities, affiliates and lease signatory(ies) (collectively, “Landlord Insured Parties”), as additional insureds; insure on an occurrence and not a claims-made basis; be issued by insurance companies which have a rating of not less than policyholder rating of A and financial category rating of at least Class X in “Best’s Insurance Guide”; shall not be cancelable for nonpayment of premium unless 10 days prior written notice shall have been given to Landlord from the insurer; not contain a hostile fire exclusion; contain a contractual liability endorsement; and provide primary coverage to Landlord Insured Parties (any policy issued to Landlord Insured Parties providing duplicate or similar coverage shall be deemed excess over Tenant’s policies, regardless of limits). Copies of such policies (if requested by Landlord), or certificates of insurance showing the limits of coverage required hereunder and showing Landlord as an additional insured, along with reasonable evidence of the payment of premiums for the applicable period, shall be delivered to Landlord by Tenant prior to (i) the earlier to occur of (x) the Commencement Date, or (y) the date that Tenant accesses the Premises under this Lease, and (ii) each renewal of said insurance. Tenant’s policy may be a “blanket policy” with an aggregate per location endorsement which specifically provides that the amount of insurance shall not be prejudiced by other losses covered by the policy. Tenant shall, at least 5 days prior to the expiration of such policies, furnish Landlord with renewal certificates.
In each instance where insurance is to name Landlord as an additional insured, Tenant shall within 5 business days following written request of Landlord also designate and furnish certificates so evidencing
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Exhibit 10.13
Landlord as additional insured to: (i) any lender of Landlord holding a security interest in the Project or any portion thereof, (ii) the landlord under any lease wherein Landlord is tenant of the real property on which the Project is located, if the interest of Landlord is or shall become that of a tenant under a ground or other underlying lease rather than that of a fee owner, and/or (iii) any management company retained by Landlord to manage the Project.
The property insurance obtained by Landlord and Tenant shall include a waiver of subrogation by the insurers and all rights based upon an assignment from its insured, against Landlord or Tenant, and their respective officers, directors, employees, managers, agents, invitees and contractors (“Related Parties”), in connection with any loss or damage thereby insured against. Neither party nor its respective Related Parties shall be liable to the other for loss or damage caused by any risk insured against under property insurance required to be maintained hereunder, and each party waives any claims against the other party, and its respective Related Parties, for such loss or damage. The failure of a party to insure its property shall not void this waiver. Landlord and its respective Related Parties shall not be liable for, and Tenant hereby waives all claims against such parties for, business interruption and losses occasioned thereby sustained by Tenant or any person claiming through Tenant resulting from any accident or occurrence in or upon the Premises or the Project from any cause whatsoever. If the foregoing waivers shall contravene any law with respect to exculpatory agreements, the liability of Landlord or Tenant shall be deemed not released but shall be secondary to the other’s insurer.
Landlord may require insurance policy limits to be raised to conform with requirements of Landlord’s lender and/or to bring coverage limits to levels then being generally required of new office/lab tenants within the Project.
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 22
Exhibit 10.13
Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, (i) either Party may terminate this Lease if the Premises are damaged during the last 12 months of the Term and Landlord reasonably estimates that it will take more than 4 months to repair such damage, or (ii) Landlord may terminate this Lease if the Premises are damaged and insurance proceeds are not available for such restoration. Rent shall be abated from the date of the casualty, provided that if Hazardous Materials Clearances are required as a condition for the repair or restoration, then Rent shall be abated from the date all required Hazardous Material Clearances are obtained, and in either case, such abatement shall be until the Premises are repaired and restored, and shall be in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate this Lease by reason of damage or casualty loss.
The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the Parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.
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Exhibit 10.13
Any notice given under Section 20(h) hereof shall: (i) specify the alleged default, (ii) demand that Tenant cure such default, (iii) be in lieu of, and not in addition to, or shall be deemed to be, any notice required under any provision of applicable law, and (iv) not be deemed a forfeiture or a termination of this Lease unless Landlord elects otherwise in such notice; provided that if the nature of Tenant’s default pursuant to Section 20(h) is such that it cannot be cured by the payment of money and reasonably requires more than 30 days to cure, then Tenant shall not be deemed to be in default if Tenant commences such cure within said initial 10-day period and thereafter diligently prosecutes the same to completion; provided, however, that such cure shall be completed no later than 90 days from the date of Landlord’s notice.
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 24
Exhibit 10.13
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Exhibit 10.13
Actions, proceedings or suits for the recovery of damages, whether liquidated or other damages, under this Lease, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term of this Lease would have expired if it had not been terminated hereunder.
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Exhibit 10.13
Landlord’s recovery under its Lump Sum Election shall be in addition to Tenant’s obligations to pay Base Rent and Additional Rent due and costs incurred prior to the date of Landlord’s Lump Sum Election, and in lieu of any Base Rent and Additional Rent which would otherwise have been due under this Section from and after the date of Landlord’s Lump Sum Election. The yield to maturity on United States Treasury Notes having a maturity date that is nearest the date that would have been the last day of the Term of this Lease, as reported in The Wall Street Journal or a comparable publication if it ceases to publish such yields, shall be used in calculating present values for purposes of Landlord’s Lump Sum Election. For the purposes of this Section, if Landlord makes the Lump Sum Election to recover liquidated damages in accordance with this Section, the total Additional Rent shall be computed based upon Landlord’s reasonable estimate of Tenant’s Share of Operating Expenses and other Additional Rent for each 12-month period in what would have been the remainder of the Term of this Lease and any part thereof at the end of such remainder of the Term, but in no event less than the amounts therefor payable for the twelve (12) calendar months (or if less than twelve (12) calendar months have elapsed since the date hereof, the partial year increased to be on an annualized basis) immediately preceding the date of Landlord’s Lump Sum Election. Amounts of Tenant’s Share of Operating Expenses and any other Additional Rent for any partial year at the beginning of the Term, for the month in which the Lump Sum Election is made, or at the end of what would have been the remainder of the Term shall be prorated.
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Exhibit 10.13
(d) Except as otherwise provided in this Section 21, no right or remedy herein conferred upon or reserved to Landlord is intended to be exclusive of any other right or remedy, and every right and remedy shall be cumulative and in addition to any other legal or equitable right or remedy given hereunder, or now or hereafter existing. No waiver by Landlord of any provision of this Lease shall be deemed to have been made unless expressly so made in writing by Landlord expressly waiving such provision. Landlord shall be entitled, to the extent permitted by law, to seek injunctive relief in case of the violation, or attempted or threatened violation, of any provision of this Lease, or to seek a decree compelling observance or performance of any provision of this Lease, or to seek any other legal or equitable remedy.
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Exhibit 10.13
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Exhibit 10.13
In addition, Tenant shall have the right to assign this Lease, upon 30 days prior written notice to Landlord (except to the extent (a) prohibited by applicable securities or other laws or regulations, in which case such notice shall be provided as soon as permitted, or (b) prohibited by confidentiality requirements, in which case such notice shall be provided as soon as permitted but in no event later than 10 days before such transaction) but without obtaining Landlord’s prior written consent, to a corporation or other entity which is a successor-in-interest to Tenant, by way of merger, consolidation or corporate reorganization, or by the purchase of all or substantially all of the assets or the ownership interests of Tenant provided that (i) such merger or consolidation, or such acquisition or assumption, as the case may be, is for a good business purpose and not principally for the purpose of transferring this Lease, and (ii) the net worth (as determined in accordance with generally accepted accounting principles (“GAAP”)) of the assignee is not less than the net worth (as determined in accordance with GAAP) of Tenant as of the Commencement Date, and (iii) such assignee shall agree in writing to assume all of the terms, covenants and conditions of this Lease (a “Permitted Assignment”).
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 30
Exhibit 10.13
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Exhibit 10.13
In addition to the foregoing, Landlord shall have the right to institute, modify or amend at any time or from time to time reasonable rules and regulations related to Tenant’s use of the Amenities, including by way of example but not limitation, requirements related to reservation systems for conference facilities, designation of permitted caterers or restaurants that may serve any conference facilities, reasonable fees for the use of conference facilities, liability waivers for individuals using gyms, and access card entry requirements. Tenant and any and all Tenant Parties shall comply with all such rules and regulations, provided notice of such modified or amended rules and regulations are delivered in writing to Tenant.
Tenant shall cause all Tenant Parties to comply with all rules and regulations established from time to time by Landlord pursuant to this Section 26. Tenant will reimburse Landlord for all damages caused by Tenant’s or any Tenant Party’s failure to comply with the provisions of this Section 26 and will also pay to Landlord, as Additional Rent, an amount equal to any increase in insurance premiums caused by such failure to comply.
As of the date of this Lease, Landlord represents there is no existing Mortgage encumbering the Project. If during the Term there is a Mortgage encumbering the Project, Landlord agrees to use reasonable efforts to cause the Holder of the then-current Mortgage to enter into a subordination, non-disturbance and attornment agreement ("SNDA") with Tenant with respect to this Lease. The SNDA shall be on the commercially customary form proscribed by the Holder, and Landlord shall request that Holder make any commercially reasonable changes to the SNDA requested by Tenant. Landlord’s failure to cause the Holder to enter into the SNDA with Tenant (or make any of the changes requested by Tenant) shall not be a default by Landlord under this Lease.
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Exhibit 10.13
If Tenant shall fail to prepare or submit a Decommissioning and HazMat Closure Plan approved by Landlord, or if Tenant shall fail to complete the approved Decommissioning and HazMat Closure Plan, or if such Decommissioning and HazMat Closure Plan, whether or not approved by Landlord, shall fail to adequately address any residual effect of Tenant HazMat Operations in, on or about the Premises, then following written notice to Tenant of such failure and Tenant’s failure to commence a cure within 10 days of the delivery of such notice and to complete such cure within 30 days of the delivery of such notice (except in the case of emergencies in which case no such notice or cure period is required), Landlord shall have the right to take such actions as Landlord may deem reasonable or appropriate to assure that the Premises and the Project are surrendered free from any residual impact from Tenant HazMat Operations, the cost of which actions shall be reimbursed by Tenant as Additional Rent, without regard to the limitation set forth in the first paragraph of this Section 28.
Upon the expiration or earlier termination of the Term, Tenant shall immediately return to Landlord all keys and/or access cards to parking, the Project, restrooms or all or any portion of the Premises furnished to or otherwise procured by Tenant. If any such access card or key is lost, Tenant shall pay to Landlord, at Landlord’s election, either the cost of replacing such lost access card or key or the cost of reprogramming the access security system in which such access card was used or changing the lock or locks opened by such lost key. Any Tenant’s Property, Alterations and property not so removed by Tenant as permitted or required herein shall be deemed abandoned and may be stored, removed, and disposed of by Landlord at Tenant’s expense, and Tenant waives all claims against Landlord for any damages resulting from Landlord’s retention and/or disposition of such property. All obligations of Tenant hereunder not fully performed as of the termination of the Term, including the obligations of Tenant under Section 30 hereof, shall survive the expiration or earlier termination of the Term, including, without limitation, indemnity obligations, payment obligations with respect to Rent and obligations concerning the condition and repair of the Premises.
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 33
Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 34
Exhibit 10.13
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Exhibit 10.13
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Exhibit 10.13
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Exhibit 10.13
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Exhibit 10.13
IN NO EVENT SHALL ANY PERSONAL LIABILITY BE ASSERTED AGAINST ANY OF TENANT’S OFFICERS, DIRECTORS, EMPLOYEES ON ACCOUNT OF A DEFAULT BY TENANT.
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 39
Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 40
Exhibit 10.13
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Exhibit 10.13
If Tenant gives a valid Extension Notice, then Landlord shall deliver to Tenant Landlord’s determination of the Market Rate no later than the later of (x) 30 days after delivery of Tenant’s Extension Notice or (y) 11 months prior to the expiration of the Term. If, on or before the date which is 180 days prior to the expiration of the Base Term of this Lease, Tenant has not agreed with Landlord’s determination of the Market Rate and the rent escalations during the Extension Term after negotiating in good faith, Tenant shall be deemed to have elected arbitration as described in Section 40(c). Tenant acknowledges and agrees that, if Tenant has elected to exercise the Extension Right by delivering notice to Landlord as required in this Section 40(a), Tenant shall have no right thereafter to rescind or elect not to extend the term of this Lease for the Extension Term.
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 42
Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 43
Exhibit 10.13
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Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 45
Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 46
Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 47
Exhibit 10.13
Landlord and all beneficial owners of Landlord are currently (a) in compliance with and shall at all times during the Term of this Lease remain in compliance with the regulations of the Office of Foreign Assets Control (“OFAC”) of the U.S. Department of Treasury and any statute, executive order, or regulation relating thereto (collectively, the “OFAC Rules”), (b) not listed on, and shall not during the Term of this Lease be listed on, the Specially Designated Nationals and Blocked Persons List, Foreign Sanctions Evaders List, or the Sectoral Sanctions Identification List, which are all maintained by OFAC and/or on any other similar list maintained by OFAC or other governmental authority pursuant to any authorizing statute,
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Exhibit 10.13
executive order, or regulation, and (c) not a person or entity with whom a U.S. person is prohibited from conducting business under the OFAC Rules.
The provisions of this subsection (j) shall not apply to any interests in Tenant or Landlord held as shares publicly traded on a nationally recognized U.S. stock exchange.
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Exhibit 10.13
Tenant hereby agrees that this Lease shall be subject and subordinate to any expansion, development, renovation, redevelopment, alteration, improvement, maintenance, demolition, relocation and/or reconfiguration activity, or any other matter set forth in this Section 45(o), and, in connection with such activity or matter. Landlord may, from time to time, cause the rentable square footage of the Premises, the Building and/or the Project to be remeasured by Landlord’s architect. Neither Tenant nor any affiliate of Tenant shall take any action, directly or indirectly, to oppose any of the foregoing activities by Landlord or its affiliates. Landlord and its agents, employees, licensees and contractors shall also have the right to undertake work pursuant to any actions contemplated above; to shore up the foundations and/or walls of the Building (or any other structures within the Project); to erect scaffolding and protective barricades around, within or adjacent to the Building (or any other structures within the Project); to close off Common Areas; and to do any other act necessary for the safety of the Building (or any other structures within the Project) or the expeditious completion of such work. Tenant acknowledges that construction noise, vibrations and dust, and alterations of traffic patterns or parking, associated with construction activities are to be expected during the course of such construction. Notwithstanding anything to the contrary contained in this Lease, Tenant shall have no right to cancel or terminate this Lease and Landlord shall not be liable to Tenant for any damages, compensation or reduction of Rent by reason of (i) inconvenience or annoyance or for loss of business resulting from any act by Landlord pursuant to this Section 45(o), or (ii) any changes, expansion, renovation or reconfiguration of the Project; nor shall Tenant have the right to restrict, inhibit or prohibit any such changes, expansion, renovation or reconfiguration. Landlord shall not change Tenant’s Permitted Use of the Premises, and Landlord shall use commercially reasonable efforts to mitigate the impacts of Landlord’s construction activities on the Premises.
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Exhibit 10.13
[ Signatures on next page ]
Exhibit 10.13
IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease as of the day and year first above written.
TENANT:
Kymera THERAPEUTICS, INC.,
a Delaware corporation
By: /s/ Bruce Jacobs
Name: Bruce Jacobs
Title: CFO
I hereby certify that the signature, name, and
title above are my signature, name and title.
LANDLORD:
ARE-MA Region No. 75, LLC,
a Delaware limited liability company
By: Alexandria Real Estate Equities, L.P.,
a Delaware limited partnership,
managing member
By: ARE-QRS Corp.,
a Maryland corporation,
general partner
By: /s/ Allison Grochola
Name: Allison Grochola
Title: SVP – Real Estate Legal Affairs
I hereby certify that the signature, name, and
title above are my signature, name and title.
IF " DOCVARIABLE "SWDocIDLocation" 1" = "1" " DOCPROPERTY "SWDocID" ACTIVEUS 187586682v.10" "" ACTIVEUS 187586682v.10
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. A
Exhibit 10.13
EXHIBIT A
DESCRIPTION OF PREMISES
AOTC Building 1, Floor 1
AOTC Building 1, Floor 2 – Suite 201
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. A
Exhibit 10.13
AOTC Building 1, Floor 3 – Suite 301
AOTC Building 1, Floor 4 – Suite 401
AOTC Building 1, Penthouse
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. B
Exhibit 10.13
EXHIBIT B
DESCRIPTION OF PROJECT
A certain parcel of land with the buildings thereon situated on the Southerly side of Arsenal Street in Watertown, Middlesex County, Massachusetts and being shown as Lot 1 on a plan entitled “Plan of Land in Watertown, Massachusetts” dated June 19, 1997, prepared by Dunn-McKenzie, Inc. and recorded with the Middlesex South Registry of Deeds on August 5, 1998 as Plan No. 832 in Book 28930, Page 478, bounded and described as follows:
Beginning on the southerly sideline of Arsenal Street at the Northwesterly corner of Arsenal Associates Land being the Northeasterly corner of Lot 1 on the easterly sideline of Talcott Street (a private road); thence
SOUTH 13° 53’-39” WEST a distance of 737.70 feet by Arsenal Associates and Town of Watertown land to an angle in said property; thence
SOUTH 11° 42’-25” EAST a distance of 2.67 feet to a corner of Lot 2; thence
NORTH 76° 03’-07” WEST a distance of 438.96 feet through a granite bound to a Hex-rod (set) for a corner; thence
SOUTH 19° 17’-48” WEST a distance of 125.38 feet to an Iron Rod (set) for a corner; thence
SOUTH 50° 21’-36” WEST a distance of 163.25 feet to an Iron Rod (set) at North Beacon Street on curve for a corner; thence
NORTHWESTERLY on a curve to the right having a radius of 586.00 feet, an arc distance of 160.79 feet to the point of tangency; thence
NORTH 20° 36’-23” WEST a distance of 292.07 feet to the point of curvature; thence
NORTHWESTERLY on a curve to the left having a radius of 627.44 feet, an arc distance of 465.40 feet to the point of tangency; thence
NORTH 63° 06’-20” WEST a distance of 707.76 feet to a slight angle break; thence
NORTH 63° 43’50” WEST a distance of 101.12 feet to a corner of land of Burnham Manning Post #1105-Veterans of Foreign Wars of U.S.A., Inc. the last five courses being by North Beacon Street; thence
NORTH 25° 59’-00” EAST a distance of 435.94 feet to a corner of Arsenal Street; thence
SOUTH 69° 39’-19” EAST a distance of 1455.13 feet to a Stone Bound at a slight angle break; thence
SOUTH 68° 05’-21” EAST a distance of 451.60 feet to a corner at the point and place of beginning, the last two courses being by Arsenal Street.
Lot 1 contains 1,281,841 square feet (29.42 Acres) more or less.
Exhibit 10.13
EXHIBIT C
WORK LETTER
This WORK LETTER (this "Work Letter") is incorporated into that certain Lease Agreement (the “Lease”) dated as of December 20, 2021, by and between ARE-MA REGION NO. 75, LLC, a Delaware corporation ("Landlord"), and Kymera Therapeutics, Inc., a Delaware corporation ("Tenant"). Any initially capitalized terms used but not defined herein shall have the meanings given them in the Lease.
Exhibit 10.13
Exhibit 10.13
Tenant shall be entitled to receive the benefit of all construction warranties and manufacturer's equipment warranties relating to equipment installed in the Premises, and Landlord shall use commercially reasonable efforts to enforce such warranties at Tenant’s request and, at Tenant’s request, shall reasonably cooperate with Tenant to enforce such warranties, in each case, at no cost or expense to Landlord. If requested by Tenant, Landlord shall attempt to obtain extended warranties from manufacturers and suppliers of such equipment, but the cost of any such extended warranties shall be borne solely out of the TI Fund. Landlord shall promptly undertake and complete, or cause to be completed, all punch list items.
Exhibit 10.13
If Delivery is delayed for any of the foregoing reasons, then Landlord shall cause the Landlord’s architect to certify the date on which the Tenant Improvements would have been Substantially Completed but for such Tenant Delay and such certified date shall be the date of Delivery.
Exhibit 10.13
Before Landlord commences Landlord’s Work, Tenant shall notify Landlord in writing whether and how much of the Supplemental Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute discretion. The TI Allowance shall be disbursed in accordance with this Work Letter. Any unused portion of the TI Allowance shall be forfeited and shall cease to be available to Tenant after a period of 18 months following the Commencement Date. Tenant shall have the right to use and apply the TI Allowance only toward hard and soft construction costs of the Tenant Improvements described in the TI Construction Drawings approved pursuant to Section 2(d), including, but not limited to, any architectural and engineering fees, design, permits, electrical power and other utilities, the cost of preparing the TI Design Drawings and the TI Construction Drawings, costs resulting from Tenant Delays and the cost of Changes, costs set forth in the Budget, including Landlord's Administrative Rent, and Landlord's out-of-pocket expenses (collectively, "TI Costs"); provided, however, Tenant shall have no right to the use or benefit of any portion of the TI Allowance for any other purpose (including the reduction or payment of Base Rent, the cost of any personal property or other non-Building system materials or equipment, including, but not limited to, non-ducted biological safety cabinets and other scientific equipment not incorporated into the Tenant Improvements).
Exhibit 10.13
In addition to the TI Allowance, Tenant shall be entitled to an allowance of $0.12 per rentable square foot of the Premises, being $12,074.88 in the aggregate (the “Space Planning Allowance”) to be used and applied only for the costs and expenses of preparing the TI Design Drawings. Following completion and approval of the TI Design Drawings and receipt by Landlord receipts evidencing payment by Tenant to the architect for the TI Design Drawings and such other certificates or materials as Landlord may reasonably require, Landlord will reimburse to Tenant the lesser of the amount of such paid receipts or the unused amount of the Space Planning Allowance. As of the date of the Lease, Tenant acknowledges that Landlord has disbursed the entire Space Planning Allowance to Tenant and has no further obligation hereunder.
Exhibit 10.13
[Remainder of page left blank]
Exhibit 10.13
SCHEDULE 1
Approved TI Design Drawings
AOTC Building 1, 2nd floor
AOTC Building 1, 3rd floor
AOTC Building 1, 4th floor
Exhibit 10.13
Exhibit 10.13
SCHEDULE 2
Work Matrix
[Attached]
Exhibit 10.13
ARSENAL ON THE CHARLES - BUILDING NO. 1 | Landlord | Tenant | Landlord (at Tenant's Expense) |
LANDLORD/TENANT RESPONSIBILITY MATRIX - DRAFI' | |||
GENERAL | |||
The Core & Shell shall be certified by the USGBC at a minimum of LEED Gold | X |
|
|
The Tenant Improvements shall be certified by the USGBC at a minimum of LEED Silver |
|
X |
|
At grade parking spaces at a ratio of 2.0 cars per 1,000 RSF leased | X |
|
|
Changes to the Core & Shell scope to meet FM Global (or equal) requirements |
|
| X |
The Core & Shell third-party commissioning to meet LEED Enhanced Commissioning requirements | X |
|
|
The Tenant third-party commissioning to meet LEED Enhanced Commissioning requirements |
| X |
|
SITEWORK | |||
Perimeter sidewalks, street curbs, miscellaneous site furnishings, and landscaping | X |
|
|
Telephone service, from local exchange carrier, to the Core & Shell main demarcation room for Core & Shell and Tenant Premises connections. | X |
|
|
Domestic sanitary sewer connection to the Core & Shell | X |
|
|
Roof storm drainage | X |
|
|
Electrical service for the Core & Shell and anticipated Tenant Premises loads | X |
|
|
Natural gas service for the Core & Shell needs | X |
|
|
Natural gas service for the Tenant Premises needs |
| X |
|
Domestic water service to the Core & Shell | X |
|
|
Fire protection water service to the Core & Shell | X |
|
|
LANDSCAPING | |||
Complete site and civil improvements package, including design and installation | X |
|
|
Site landscaping, including design and installation | X |
|
|
STRUCTURE | |||
Reinforced composite concrete slabs-on-metal deck with 100 psf live load capacity in the Tenant Premises | X |
|
|
Reinforced composite concrete slabs-on-metal deck with 100 psf live load capacity in the Core & Shell Common Areas | X |
|
|
Reinforced composite concrete slabs-on-metal deck with 150 psf loading capacity in the Core & Shell mechanical penthouse | X |
|
|
100 PSF load capacity at the penthouse roof at areas designated for Tenant roof top equipment | X |
|
|
250 PSF load capacity at the loading dock | X |
|
|
Concrete containment curbs at mechanical penthouse walls and shafts | X |
|
|
Containment curbs in Tenant Premises to support Tenant program |
| X |
|
Structural enhancements for specific Tenant Premises and program load requirements. |
|
| X |
Structural floor designed to meet peak vibration criterion of 8,000 micro inches per second at 75 spm | X |
|
|
Structural reinforcing to meet vibration criterion required by Tenant |
|
| X |
Typical Floor to floor height of: |
X |
|
|
20'-0" at Level 1 | |||
15'-0" at Levels 2-4 | |||
20'-0" at Penthouse | |||
Proposed column bay spacing: 33'-0" N-S and 30'-0" + 50'-4 1/2" E-W, typical | X |
|
|
Structural framing dunnage above the roof for the Core & Shell equipment | X |
|
|
Structural framing dunnage above the roof for Tenant equipment, subject to Landlord review and approval |
|
| X |
Framed openings for the Core & Shell utility risers | X |
|
|
Framed openings, within pre-allocated Core & Shell areas, for Tenant utility risers | X |
|
|
Framed openings, beyond what the Core & Shell is providing within pre-allocated Core & Shell areas, for the Tenant, subject to Landlord review and approval |
|
| X |
Miscellaneous metals and/or concrete pads for the Core & Shell equipment | X |
|
|
Miscellaneous metals items and/or concrete pads for the Tenant equipment |
| X |
|
ROOFING | |||
Single-ply TPO roofing system with protection board, rigid insulation, AVB, and 20 year warranty | X |
|
|
Roofing penetrations for the Core & Shell equipment | X |
|
|
Roofing penetrations for the Tenant equipment, installed by Core & Shell roofing subcontractor. Penetrations subject to Landlord review and approval. |
|
| X |
Exhibit 10.13
Walkway pads to the Core & Shell equipment | X |
|
|
Walkway pads to the Tenant equipment |
|
| X |
Roofing alterations driven by approved Tenant requested modifications to the Core & Shell, installed by the Core & Shell roofing subcontractor |
|
| X |
Exhibit 10.13
ARSENAL ON THE CHARLES - BUILDING NO. 1 | Landlord | Tenant | Landlord (at Tenant's Expense) |
LANDLORD/TENANT RESPONSIBILITY MATRIX - DRAFI' | |||
EXTERIOR | |||
The Core & Shell exterior (note: the Core & Shell fac;:ade is currently being designed and will be consistent with a Class A building typical to the local market and sustainability goals) |
X |
|
|
The Core & Shell accessible entrances | X |
|
|
Building mounted signage and/or ground mounted exterior signage in accordance with City of Watertown rules and regulations and the Lease, subject to Landlord review and approval. |
X |
|
|
Penthouse enclosure for tenant equipment | X |
|
|
Penthouse enclosure for Core Shell equipment | X |
|
|
Rooftop Screen for Core and Shell rooftop equipment | X |
|
|
Rooftop Screen for the Tenant rooftop equipment | X |
|
|
COMMON AREAS | |||
Accessible Core & Shell entrances | X |
|
|
Egress corridors on multi-tenant floors | X |
|
|
First floor finished lobby, consistent with a Class A building typical to the local market | X |
|
|
Toilet rooms in Building Core, consistent with a Class A building typical to the local market | X |
|
|
Finishes in the Core & Shell Common areas | X |
|
|
Code required interior signage for the Core & Shell areas | X |
|
|
Maintenance closets in the Core & Shell areas | X |
|
|
Electrical rooms in the Core & Shell areas for Core & Shell equipment and Tenant sub meters | X |
|
|
The Core & Shell Tel Data Demarcation room (MPOE) | X |
|
|
Pathway from the Core & Shell demarcation room to the Core & Shell lDF rooms on each floor | X |
|
|
Tenant IDF rooms within Tenant Premises |
| X |
|
Tenant low voltage infrastructure from the Core & Shell Demarcation room (MPOE) to Tenant IDF rooms and distribution to Tenant Premises |
| X |
|
Doors, frames, and hardware at the Core & Shell areas | X |
|
|
Doors, frames, and hardware at the Tenant Premises |
| X |
|
ELEVATORS | |||
Two (2) passenger elevators, serving levels 1-4. The elevator will have 3,500 lb. capacity,350 FPM, and 3'6" wide opening. | X |
|
|
One (1) service elevator serving every floor including the penthouse. Elevator will have 5,000 lb. capacity, 350 FPM, 4'-6" wide door opening. | X |
|
|
Modifications to the Core & Shell elevators to accommodate Tenant requirements |
|
| X |
WINDOW TREATMENT | |||
Furnish and install the Core & Shell automated window treatment standard, including associated supports and blocking, in Tenant Premises; the standard window treatment is currently TBD. |
|
X |
|
Solid surface window sills as applicable in Tenant Premises |
| X |
|
TENANT PREMISES | |||
Drywall and finishes at inside face of exterior walls |
| X |
|
Finishes at inside face at Tenant side of core partitions |
| X |
|
Toilet rooms within Tenant Premises |
| X |
|
Finishes in Tenant Mechanical rooms |
| X |
|
Electrical closets for Tenant program |
| X |
|
Tel/data rooms for Tenant program |
| X |
|
Tenant kitchen areas |
| X |
|
Modifications to the Core & Shell to accommodate Tenant requirements |
|
| X |
Moisture mitigation measures at slabs in Tenant Premises |
| X |
|
Partitions, ceilings, flooring, painting, finishes, doors, frames, hardware, millwork, casework, and buildout in Tenant Premises |
| X |
|
Fixed or movable casework in Tenant Premises |
| X |
|
Laboratory equipment including, but not limited to, biosafety cabinets, autoclaves, glasswashers, bioreactors in Tenant Premises |
| X |
|
Chemical fume hoods, bench fume hood, lab casework in Tenant Premises |
| X |
|
Shaft enclosures for Core & Shell risers | X |
|
|
Shaft enclosures for Tenant risers within allocated space in the main vertical Core & Shell shafts |
| X |
|
Shaft enclosures for Tenant risers outside of the allocated space in the main vertical Core & Shell shafts, subject to Landlord approval. |
| X |
|
Exhibit 10.13
All interior signage for Tenant Premises |
| X |
|
Sound attenuation upgrades (interior and / or exterior) in order to comply with City of Watertown's acoustical criteria and design of Tenant Premises |
| X |
|
Upgrades to Tenant Mechanical rooms (solid partition enclosures; wall, ceiling and floor finishes; doors, frames and hardware) |
| X |
|
Exhibit 10.13
ARSENAL ON THE CHARLES - BUILDING NO. 1 | Landlord | Tenant | Landlord (at Tenant's Expense) |
LANDLORD/TENANT RESPONSIBILITY MATRIX - DRAFI' | |||
FIRE PROTECTION | |||
Fire service entrance including fire department connection, alarm valve, and back flow protection | X |
|
|
Primary distribution and sprinkler heads adequate to support ordinary hazard (with upturned heads) | X |
|
|
All run outs, drop heads, and related equipment within Tenant Premises |
| X |
|
Modification to the Core & Shell Fire Protection system, including sprinkler piping and head locations, to suit Tenant layout and hazard index |
| X |
|
Specialized extinguishing systems |
| X |
|
Preaction dry-pipe systems (if required) within Core & Shell areas | X |
|
|
Preaction dry-pipe systems (if required) within Tenant Premises |
| X |
|
Fire extinguisher cabinets within Core & Shell areas | X |
|
|
Fire extinguisher cabinets within Tenant Premises |
| X |
|
Standpipes, distribution and hose connections within building common areas | X |
|
|
Additional hose connections within Tenant Premises, including distribution piping |
| X |
|
Fire Pump, if required | X |
|
|
PLUMBING | |||
Domestic water service with backflow prevention and Core & Shell risers | X |
|
|
Domestic water distribution within Tenant Premises, including reduced pressure backflow preventer |
| X |
|
Non-potable water risers for the Tenant use, including water booster system and reduced pressure backflow preventer | X |
|
|
Non-potable water distribution within Tenant Premises |
| X |
|
Core & Shell restroom plumbing fixtures compliant with accessibility requirements | X |
|
|
Tenant restroom plumbing fixtures compliant with accessibility requirements |
| X |
|
Wall hydrants within the Core & Shell areas (where required by code) | X |
|
|
Tenant metering and sub-metering at Tenant connection |
| X |
|
Storm drainage system | X |
|
|
Sanitary waste and vent service for the Core & Shell areas | X |
|
|
Sanitary waste and vent service for the Tenant Premises |
| X |
|
Sanitary ejector for Core & Shell fixtures that cannot drain by gravity | X |
|
|
Hot water generation for the Core & Shell restrooms | X |
|
|
Potable hot water generation for tenant spaces |
| X |
|
Laboratory waste system and risers. Lab waste and vent lines will be capped at each floor for Tenant connections. | X |
|
|
PH adjustment system | X |
|
|
Lab waste ejector system for 1st floor tenant or recessed pH adjustment system | X |
|
|
Tempered hot water distribution piping to pH neutralization system area eyewash/shower unit. | X |
|
|
Lab waste and vent pipe distribution serving Tenant Premises |
| X |
|
Sampling ports at laboratory waste lines prior to connection to building riser. Sampling port locations subject to Landlord's approval. |
| X |
|
Non-potable hot water generation for Tenant use |
| X |
|
Air compressor, risers, and pipe distribution |
| X |
|
Lab vacuum system, risers, and pipe distribution |
| X |
|
Tepid water generator and risers | X |
|
|
Tepid water pipe distribution and emergency fixtures for Tenant design including open end drain |
| X |
|
RO/DI water generator, risers pipe distribution, and reject routing to the point of connection. |
| X |
|
DI water generator, risers, pipe distribution wand reject routing to the point of connection. |
| X |
|
Manifolds, piping, and other requirements including cylinders, not specifically mentioned above |
| X |
|
OED at janitor closets for clear water waste | X |
|
|
NATURAL GAS | |||
Natural gas service to the Core & Shell | X |
|
|
Natural gas service, pressure regulator, and meter for Core & Shell gas needs | X |
|
|
Natural gas service, pressure regulator, and meter for Tenant gas needs |
| X |
|
Natural gas piping from Tenant meter to Tenant Premises |
| X |
|
Natural gas meter serving Tenant Premises |
| X |
|
Natural gas pipe distribution within Tenant Premises |
| X |
|
HEATING, VENTILATION, AIR CONDITIONING | |||
An air handling system sized to provide 100% outside air based on 1.4 CFM/USF for tenant areas | X |
|
|
Exhibit 10.13
Tenant fitout areas to utilize fan coils or chilled beams for space conditioning |
| X |
|
Humidification |
| X |
|
Gas fired condensing boilers to support the 100% outside air handling units and reheat coils | X |
|
|
Exhibit 10.13
ARSENAL ON THE CHARLES - BUILDING NO. 1 | Landlord | Tenant | Landlord (at Tenant's Expense) |
LANDLORD/TENANT RESPONSIBILITY MATRIX - DRAFI' | |||
Chiller plant to provide chilled water for AHUs and terminal units (fan coils or chilled beams) on the floors |
X |
|
|
Chilled water to floors sized for 500 SF/ton | X |
|
|
Vertical supply air duct distribution with horizontal take off through a smoke/fire damper at the Tenant connection point | X |
|
|
Air flow monitoring via building management system |
| X |
|
Supply and exhaust air duct distribution within Core & Shell areas | X |
|
|
Supply and exhaust air duct distribution with Tenant Premises |
| X |
|
Vertical exhaust air duct risers at the Tenant connection point | X |
|
|
Exhaust air duct distribution within Core & Shell areas | X |
|
|
Exhaust air duct distribution within Tenant Premises |
| X |
|
Specialty exhaust system for Tenant program |
| X |
|
Restroom exhaust for Core & Shell toilet rooms | X |
|
|
Restroom exhaust for bathrooms within the Tenant Premises |
| X |
|
Hot water pipe risers | X |
|
|
Hot water pipe distribution within Tenant Premises |
| X |
|
Hot water BTU meter within Tenant Premises |
| X |
|
Building Management System (BMS) for the Core & Shell | X |
|
|
BMS (compatible with Landlord's system and subject to Landlord review and approval) within Tenant Premises monitoring Tenant infrastructure |
| X |
|
Cooling system for the Core & Shell electrical closets | X |
|
|
Cooling system for electrical closets within Tenant Premises |
| X |
|
Sound attenuation for the Core & Shell infrastructure to comply with Watertown Noise Ordinance | X |
|
|
Sound attenuation for Tenant equipment to comply with Watertown Noise Ordinance |
| X |
|
Additional/ dedicated cooling equipment for Tenant requirements |
| X |
|
Chilled water pipe risers for Tenant use | X |
|
|
Chilled water pipe distribution within Tenant Premises |
| X |
|
ELECTRICAL | |||
Normal Power with capacity for Tenant Premises based on 12 watts/USF lab and 4 watts/USF of office area | X |
|
|
Standby Power (generator) with capacity for Tenant Premises based on 4 watts/RSF based on customary diversity measures | X |
|
|
Life Safety Power with battery back-up for all Core & Shell area emergency lighting/exit signage | X |
|
|
Life Safety Power with battery back-up for all Tenant area emergency lighting/exit signage |
| X |
|
Future standby generators for Tenant use (in addition to what is provided by the Core & Shell) |
| X |
|
Normal and standby power distribution within Tenant Premises |
| X |
|
Sound attenuation for the Core & Shell generator to comply with Watertown Noise Ordinance. Core & Shell generator provided with fuel tanks to support 12 hours of run time with a local agreement for 8 hour fuel service. |
X |
|
|
480V normal power distribution for Tenant connection, unmetered | X |
|
|
Switchgear and panels for standby and life safety power on each floor are available for Tenant power connections. | X |
|
|
Switchgear and busway for Tenant tie-in with bus plug and check meter | X |
|
|
Lighting and power distribution for the Core & Shell areas | X |
|
|
Lighting and power distribution for Tenant Premises |
| X |
|
Lighting in Tenant Premises to be programmed to turn lights off at a certain time (time to be determined by Landlord) |
| X |
|
Tenant distribution panels, transformers, etc. in Tenant Premises to serve Tenant loads |
| X |
|
Electronic check metering for Tenant normal and standby power including reporting to the Core & Shell BMS system | X |
|
|
Lightning Protection System for the Tenant Premises (proper surge protection on Tenant equipment including protecting any circuits that extend up through the roof) |
| X |
|
Grounding Riser network and copper grounding bar on each level within the Core & Shell electrical room | X |
|
|
Grounding extension to and within the Tenant Premises |
| X |
|
FIRE ALARM | |||
Fire alarm system with devices within the Core & Shell areas | X |
|
|
Fire alarm expansion sub panels and devices for Tenant Premises with integration into the Core & Shell system |
| X |
|
Exhibit 10.13
Alteration/reprogramming to fire alarm system to facilitate Tenant program |
| X |
|
TELEPHONE/DAT A | |||
Underground local exchange carrier service to the Core & Shell demarcation room (MPOE) | X |
|
|
Tenant tel/data rooms |
| X |
|
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. C
Exhibit 10.13
ARSENAL ON THE CHARLES - BUILDING NO. 1 | Landlord | Tenant | Landlord (at Tenant's Expense) |
LANDLORD/TENANT RESPONSIBILITY MATRIX - DRAFI' | |||
Pathways from the Core & Shell demarcation room (MPOE) to Core & Shell tel/data rooms | X |
|
|
Pathway from Core & Shell tel/data rooms to Tenant tel/data rooms |
| X |
|
Tel/Data cabling from demarcation room to intermediate distribution frame rooms |
| X |
|
Tel/Data cabling from demarcation room and/ or intermediate distribution frame rooms to Tenant tel/data room |
| X |
|
Tel/data infrastructure including, but not limited to, servers, computers, phone systems, switches, routers, MUX panels, equipment racks, ladder racks, etc. |
| X |
|
Provisioning of circuits and service from service providers |
| X |
|
Audio visual systems and support |
| X |
|
Cabling from Tenant tel/data room to all Tenant Premises |
| X |
|
Distributed Antenna System (DAS) for enhanced cellular coverage in Tenant Premises (Tenant DAS prescribed by Landlord) |
| X |
|
SECURITY | |||
Card access at the Core & Shell entries | X |
|
|
Card access into or within Tenant Premises on separate Tenant installed and managed system |
| X |
|
Video camera coverage of Tenant Premises on separate Tenant installed and managed system |
| X |
|
Disclaimer: For the avoidance of doubt, it is understood that all wattages, pressures, volumes and other capacities referenced or specified in this Landlord/Tenant Matrix are included only to specify the capacities for which the applicable systems are designed.
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. D
Exhibit 10.13
EXHIBIT D
ACKNOWLEDGEMENT OF COMMENCEMENT DATE
This ACKNOWLEDGMENT OF COMMENCEMENT DATE is made as of this _____ day of ______________, 202_, between ARE-MA REGION NO. 75, LLC, a Delaware limited liability company (“Landlord”), and ______________________, a _______________ (“Tenant”), and is attached to and made a part of that certain Lease Agreement dated as of ______________, 202_ (the “Lease”), by and between Landlord and Tenant. Any initially capitalized terms used but not defined herein shall have the meanings given them in the Lease.
Landlord and Tenant hereby acknowledge and agree, for all purposes of the Lease, that the Commencement Date of the Base Term of the Lease is ______________, 20__, the expiration date of the Base Term of the Lease shall be at 11:59 p.m. on ______________, 20__, and the Base Rent Commencement Date is _______________, 20__. In case of a conflict between the terms of the Lease and the terms of this Acknowledgment of Commencement Date, this Acknowledgment of Commencement Date shall control for all purposes.
IN WITNESS WHEREOF, Landlord and Tenant have executed this ACKNOWLEDGMENT OF COMMENCEMENT DATE to be effective on the date first above written.
TENANT:
,
a
By: ___________________________________
Name:
Title:
LANDLORD:
ARE-MA Region No. 75, LLC,
a Delaware limited liability company
By: Alexandria Real Estate Equities, L.P.,
a Delaware limited partnership, managing member
By: ARE-QRS Corp.,
a Maryland corporation, general partner
By: ______________________________
Name: ____________________________
Title: ______________________________
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. E
Exhibit 10.13
EXHIBIT E
Rules and Regulations
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. E
Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. E
Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. F
Exhibit 10.13
EXHIBIT F
TENANT’S PERSONAL PROPERTY
None
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. G
Exhibit 10.13
EXHIBIT G
CONTROL AREAS
[Attached]
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. G
Exhibit 10.13
Building 1 (AOTC) / Kymera Therapeutics, Inc. – Ex. H
Exhibit 10.13
EXHIBIT H
DESIGNATED ROOFTOP AREA
AOTC Building 1, Penthouse Level
AOTC Building 1, High Roof