Exhibit 10.2
ADDENDUM DATED AS OF OCTOBER 25, 1999
TO THE MASTER LEASE AGREEMENT DATED AS OF OCTOBER 25, 1999
BETWEEN MYRIAD GENETICS, INC. ("LESSEE")
AND COMDISCO LABORATORY AND SCIENTIFIC GROUP, A DIVISION OF
COMDISCO HEALTHCARE GROUP, INC. ("LESSOR")
The terms and conditions of this Addendum shall be incorporated into the Master
Lease Agreement and supersedes the Master Lease Agreement to the extent
expressly provided herein. Each capitalized terms used herein and not otherwise
defined shall have the same meaning attributed to it in the Master Lease
Agreement.
The terms and conditions of the following sections of the Master Lease Agreement
are hereby modified:
1. SECTION 5, TITLE AND ASSIGNMENT
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In subsection 5.3, line 8, delete the word "The" and insert the words
"Subject to the foregoing,". The penultimate sentence of the first
paragraph of subsection 5.3 is revised to read as follows: "However, the
mere act of assignment, sale or other transfer by Lessor will not relieve
Lessor of its obligations to Lessee under the applicable Schedule and will
not result in a material change in Lessee's duties nor a material increase
in the burdens or risks imposed on Lessee."
2. SECTION 6, NET LEASE AND TAXES
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In subsection 6.2, in line 1, delete the words "or reimburse Lessor" and
insert the words "and indemnify and hold Lessor harmless from and against".
Delete the last two sentences in their entirety and replace with the
following: "Lessee will, for the entire lease term of each Schedule, file
all personal property tax returns for the Equipment and pay all property
taxes when due. Lessee will forward copies of such tax returns to Lessor at
the time of filing such tax returns and will give Lessor evidence of
payment of such taxes.
3. SECTION 7, CARE, USE AND MAINTENANCE, ATTACHMENTS AND RECONFIGURATIONS, AND
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INSPECTION BY LESSOR
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In subsection 7.1, delete the fourth and fifth sentences in their entirety
and replace with the following: "Lessee agrees to return the Equipment at
the end of the lease term with the manufacturer's then current release,
revisions and engineering change levels (not including Attachments) that
are ordinarily provided to an end-user/lessee at no cost under the
manufacturer's standard maintenance agreement."
4. SECTION 8, REPRESENTATIONS AND WARRANTIES OF LESSEE
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Paragraph (e) is revised to read as follows: "The Equipment will be used
for general laboratory use only for screening purposes, but will not be
used directly on patients."
5. SECTION 9, DELIVERY AND RETURN OF EQUIPMENT
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In line 6, after the word "manufacturer" insert the words "or qualified
third party".
6. SECTION 11, INDEMNITY
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In line 9, delete the word "death,".
7. SECTION 14, ADDITIONAL PROVISIONS
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A. In subsection 14.4, line 2, after the words "Section 6.2" insert the
words "and Sections 4, 5, 7, 9, 11, 12, 14, plus". In line 6, after
the word "Lease" insert the words "for a period of time sufficient to
cover any applicable statute of limitations". Add the following
sentence at the end of this subsection: "Notwithstanding the
foregoing, Lessee's obligations to pay Rent shall terminate following
expiration or
termination of the Initial Term or any extension thereof so long as
Lessee has fully performed its obligations under the applicable
Schedule."
B. In subsection 14.6, lines 3 and 5, delete the word "ILLINOIS" and
insert the word "UTAH".
C. In subsection 14.10, line 6, after the word "Lessee's" insert the word
"in-house".
D. In subsection 14.12, in the definition of "Environmental Law", line 1
before the word "foreign" insert the word "pertinent". In line 10,
before the word "foreign" insert the word "applicable".
IN WITNESS WHEREOF, the parties have caused this Addendum to be executed by
their authorized representatives as of the date and year set forth below.
ACCEPTED AND AGREED TO:
Myriad Genetics, Inc. Comdisco Laboratory and Scientific Group,
A Division of Comdisco Healthcare Group, Inc.
By: /s/ Jay M. Moyes By: /s/ Doug Berman
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Printed Name: Jay M. Moyes Printed Name: Doug Berman
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Title: C.F.O. Title: Credit Manager
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Date: 11/16/99 Date: 11/21/99
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