CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
This Sublease Agreement (“Sublease”), dated as of October 28, 2022, is by and between ATARA BIOTHERAPEUTICS, INC., a Delaware corporation, having an office at 611 Gateway Boulevard, Suite 900, South San Francisco, CA 94080 (“Sublandlord”) and RIGEL PHARMACEUTICALS, INC., a Delaware corporation (“Subtenant”), having an office at 1180 Veterans Blvd, South San Francisco, CA 94080.
WHEREAS, Sublandlord, as tenant, and 611 Gateway Center LP, LLC, a Delaware limited partnership (as successor-in-interest to BXP 611 Gateway Center LP) (“Prime Landlord”), as landlord, are parties to that certain Office Lease dated as of November 25, 2015 (the “Original Primary Lease”), as amended by that certain First Amendment to Lease Agreement dated October 21, 2020 (the “First Amendment to Original Primary Lease”), as further amended by that certain Second Amendment to Lease Agreement dated December 9, 2021 (the “Second Amendment to Original Primary Lease” and, collectively with the Original Primary Lease and the First Amendment to Original Primary Lease, the “Primary Lease”).
WHEREAS, pursuant to the Primary Lease, Sublandlord leases from Prime Landlord those certain premises comprised of approximately 13,670 rentable square feet (the “Rentable Area”) of space located on the ninth (9th) floor and commonly known as Suite 900 (“Demised Premises”), as more particularly described in the Primary Lease and located in the building having a street address of 611 Gateway Boulevard, South San Francisco, CA 94080 (“Building”).
WHEREAS, Sublandlord desires to sublease all of the Demised Premises leased under the Primary Lease to Subtenant, and Subtenant desires to sublease all of the Demised Premises from Sublandlord, in accordance with the terms and conditions of this Sublease.
NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
|4.||Payment of Base Rent and Additional Rent.|
|6.||Incorporation of Primary Lease by Reference.|
|15.||Prime Landlord Consent to Sublease.|
|(d)||This Section 15 shall survive the expiration or earlier termination of this Sublease.|
To Subtenant prior to the Sublease Commencement Date at: 1180 Veterans Blvd., South San Francisco, CA 94080, email: [***]
To Subtenant after the Sublease Commencement Date at: 611 Gateway Boulevard, Suite 900, South San Francisco, CA 94080, email: [***]
To Sublandlord at: 2380 Conejo Spectrum Street, Suite 200, Thousand Oaks, CA 91320
Either party may change its address(es) for notice on not less than five (5) business days’ notice to the other party. All notices, demands or communications in connection with this Sublease shall be properly addressed and delivered as follows: (a) personally delivered; or (b) submitted to an overnight courier service, charges prepaid; or (c) deposited in the mail (certified, return-receipt requested, and postage prepaid); or (d) email, with a hard copy sent within one (1) day pursuant to (a), (b) or (c) above. Notices shall be deemed delivered upon (i) receipt, if personally delivered, (ii) one (1) business day after being submitted to an overnight courier service or sent by email, and (iii) three (3) business days after mailing, if mailed as set forth above.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties hereto have executed this Sublease as of the date first above written.
ATARA BIOTHERAPEUTICS., INC.,
a Delaware corporation
By:/s/ Amar Murugan
Name: Amar Murugan
Title: SVP, General Counsel
RIGEL PHARMACEUTICALS, INC.,
a Delaware corporation
By:/s/ Dean Schorno
Name: Dean Schorno
Title: Chief Financial Officer
EXHIBIT A DESCRIPTION OF LEASED PREMISES
Exhibit A of the Primary Lease is incorporated herein by reference.
SCHEDULE I EXISTING FF&E
All furniture, fixtures, and equipment located in the Subleased Premises as of the Sublease Commencement Date shall be considered Existing FF&E. However, the IT equipment listed in that separate purchase agreement mutually agreed to by the parties shall not be considered Existing FF&E.
SCHEDULE II BASE RENT TABLE
Months During Term
Monthly Base Rent
Month 1* - Month 12
Months 13 - 24
Month 25 -Sublease Expiration Date
*If the Sublease Commencement Date is not the first day of a calendar month, “Month 1” shall be the period from the Sublease Commencement Date through the last day of the first full calendar month thereafter.
**Subject to abatement pursuant to Section 4(a) above.