Attached files
| file | filename |
|---|---|
| EX-31.1 - EXHIBIT 31.1 - Vyant Bio, Inc. | q22016exhibit311certificat.htm |
| EX-32.1 - EXHIBIT 32.1 - Vyant Bio, Inc. | q22016exhibit321certificat.htm |
| EX-32.2 - EXHIBIT 32.2 - Vyant Bio, Inc. | q22016exhibit322certificat.htm |
| EX-31.2 - EXHIBIT 31.2 - Vyant Bio, Inc. | q22016exhibit312certificat.htm |
| 10-Q - 10-Q - Vyant Bio, Inc. | a2016q2cgix-6302016x10q.htm |
ELEVENTH AMENDMENT TO LEASE AGRBEMENT
This Eleventh Amendment to Lease Agreement (this "Eleventh Amendment"), dated as
of June 10, 2016 (the "Amendment Date"), and effective as of July l, 20L6 (the "Effective
Date"), for reference purposes only, is entered into by and between the University of Southern
California, a California non-profit public benefit corporation ("Landlord") and Cancer Genetics,
Inc., a Delaware corporation (*CG'') , as successor-in-interest to Response Genetics, Inc., a
Delaware corporation (*RG'') ("Tenant").
RECITALS
A. Health Research Association, Inc., a California non-profit public benefit
corporation ("Original Landlord'), and Tenant entered into an Office Lease Agreement dated
as of September 16,2004, as amended by that certain First Amendment to Office Lease dated
February 1,2006, as further amended by that certain Second Amendment to Lease Agreement
dated as of January 28,2010, as further amended by that certain Third Amendment to Lease
Agreement dated as of March 31,2010, as further amended by that certain Fourth Amendment to
Lease Agreement dated March{,z}ll, as further amended by that certain Fifth Amendment to
Lease Agreement dated August 19, 2011, as further amended by that certain Sixth Amendment
to Lease Agreement dated August 30, 2011, as further amended by that certain Seventh
Amendment to Lease Agreement dated May 7,2012, as further amended by that certain Eighth
Amendment to Lease Agreement dated June 28,2012, as further amended by that certain Ninth
Amendment to Lease Agreement dated February 3,2014 (the "Ninth Amendment to Lease'),
and as further amended by that certain Tenth Amendment to Lease Agreement dated June
-,2015 (collectively, the "Leaseo'), for those certain premises known as Suites 400,401,402,403,
404,405,406,410,600, and 700 (collectively, the "Premises"), located at 1640 Marengo Blvd.,
Los Angeles, California 90033, all as more particularly set forth in the Lease.
B. Landlord and Tenant also entered into that certain Lease of Parking Spaces dated
as of February 3,2014 and terminating on June 30, 2016.
C. CG acquired all assets of RG pursuant to that certain Amended and Restated
Asset Purchase Agreement dated as of August 14,2015 (the "APA"), which APA was approved
the Order of United States Bankruptcy Court, District of Delaware, Case No. 15-11669 (LSS),
dated October 1, 2015 (the "Order'). As a result of the APA and the Order, CG became a
successor-in-interest to RG.
D. Tenant desires to relinquish that area commonly known as Suite 700 which is
located on the seventh floor of the Building and containing approximately 8,341 rentable square
feet (hereinafter referred to as the "seventh Floor Relinquished Space').
E. Landlord and Tenant mutually desire to amend the Lease to reduce the size of the
Premises, as well as other matter, all in accordance with the specific terms and conditions hereof.
NOW THEREFORE, for good and valuable consideration received to the full satisfaction of
the parties hereto, Landlord and Tenant do hereby covenant and agree as follows:
1. Recitals. The foregoing recitals are hereby incorporated into and made a part of
this Eleventh Amendment by this reference.
2. Definitions. All capitalized terms in this Eleventh Amendment (including the
Recitals), shall have the same meanings ascribed thereto in the Lease, unless otherwise provided
for herein. All references to Tenant shall mean CG, and all references to RG shall be replaced
with CG.
3. Term. The Term of the Lease shall be extended for an eighteen (18) month period
,
which period shall commence on the Effective Date and shall terminate on Decembet 31,2017.
4. Base Rent. Commencing on the Effective Date, and for the entire balance of the
Term, the monthly Base Rent (including any such Supplemental Power Fee and security
and payable on the first day of each month and shall be in the sum of Fifty-Four Thousand Four
Hundred and Forty-Nine Dollars and Twenty-Five Cents (554,!49.25).
5. Relinquished Soace. As of the Effective Date, the Premises shall be reduced by
the Seventh Floor Relinquished Space. As such, Landlord and Tenant acknowledge and agree
that the net result to Tenant is a decrease in the total rentable square footage of the Premises from
27,446 to 19,105 rentable square feet.
6. Parkine. Section 6 of the Ninth Amendment to Lease is hereby deleted in its
entirety and replaced with the following:
"During the Term, Landlord shall provide to Tenant, at no cost to Tenant, thirty-five (35)
non-reserved parking spaces located at the Building'"
7. Effect of Eleventh Amendment. The Lease shall be deemed amended by this
Eleventh Amendment. Except as specifically modified by this Eleventh Amendment, all of the
terms and conditions of the Lease shall continue in fulI force and effect. In the event of any
conflict between the terms of this Eleventh Amendment and the terms of the Lease, the terms of
this Eleventh Amendment shall prevail.
8. Countemarts. This Eleventh Amendment may be executed simultaneously in one
(1) or more counterparts, each of which shall be deemed an original, but all of which together
shall constitute one (1) and the same instrument. Each party may execute a facsimile counterpart
signature page, which shall constitute a valid and binding obligation of the party signing such
facsimile counterpart. Any party signing by facsimile agrees promptly to furnish to the other
party,upon request, an original counterpart of this Eleventh Amendment.
9. Entire Agreement. This Eleventh Amendment and the Lease contains the entire
understanding and agreement between the parties relating to the matters covered hereby and
supersedes all prior or contemporaneous negotiations, alTangements, agreements,
understandings, representations, and statements, whether oral or written, with respect to the
matters covered hereby, all of which are merged herein and shall be of no further force or effect
whatsoever.
[Signature Page to Follow]
IN WITNESS WHEREOF, Landlord and Tenant have executed this Eleventh
Amendment as of the day and year first above written.
Landlord
By:
Name
Its: ffiion-$sr\¿.. U- 30-lþ
Tenant
CANCER GENETICS, INC., A
Delaware corporation
UNIVBRSITY OF SOUTHERN CALIFORNIA
a California non-p;çfit public benefit corporation
By:
Name:
Its:
P,4^tt/A 'r1 s¡¡4Bn+(¿o * Ptccr>lcat