Exhibit 10.4



 





EXHIBIT 10.4




FIRST AMENDMENT TO MULTI-TENANT INDUSTRIAL LEASE

(TRIPLE NET)



This FIRST AMENDMENT TO MULTI-TENANT INDUSTRIAL LEASE (TRIPLE NET) (the “First
Amendment”) is entered into as of September 1, 1997, by and between AEW/LBA ACQUISITION
CO. II, LLC, a California limited liability company
(“Landlord”) and AURORA BIOSCIENCES CORPORATION, a Delaware corporation (“Tenant”).




RECITALS:



A.
Landlord and Tenant entered into that certain Multi-Tenant Industrial Lease (Triple
Net) dated April 7, 1997 (the “Lease”) for certain premises (the “Original Premise”)
located within a multi-tenant industrial building located at 11010 Torreyana Road, La
Jolla, California 92037. All terms not otherwise defined in this First Amendment shall
have the same meanings as set forth in the Lease.



B. Tenant desires to expand the Original Premises to include all of the rentable square
footage located on the second (2nd) floor of the Building (the “Expansion Premises”).



C. Landlord and Tenant desire to amend the Lease to provide for the inclusion of the
Expansion Premises into the Premises upon the terms set forth herein.




     AGREEMENT:


NOW, THEREFORE, in consideration of the foregoing, the mutual covenants contained herein
and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties agree as follows:



1. Expansion Premises. Section 1.5 of the Summary is amended to Include the
Expansion Premises within the definition of the Premises.



2. Monthly Operating Expense Charge. Section 1.6 of the Summary is amended to
increase Tenant’s Share from 87.73% to 100%.



3.
Rent. Section 1.9 of the Summary is deleted
and the following is substituted therefor.



	 	 	 	 	 	 	 	 	 
	Year	 	Annual Base Rent	 	Monthly Basic Rent
	1*
	 	$	1,632,888.00	 	 	$	136,074.00	**
	2
	 	$	1,608,075.60	 	 	$	134,006.30	 
	3
	 	$	1,732,648.90	 	 	$	144,404.08	 
	4
	 	$	1,783,985.10	 	 	$	148,663.76	 
	5
	 	$	1,838,165.70	 		— $	153,180.48	 
	6
	 	$	1,893,787.90	 	 	$	157,815.66	 
	7
	 	$	1,949,169.70	 	 	$	162,430.81	 
	8
	 	$	2,007,764.10	 	 	$	167,313.68	 
	9
	 	$	2,067,911.70	 	 	$	172,325.98	 
	10
	 	$	2,131,383.80	 	 	$	177,613.65	 
	11
	 	$	2,194,759.20	 	 	$	182,896.60	 








 




			
	*	 	Plus any partial month at the beginning of the Term.
	 
	**	 	Notwithstanding the forgoing Monthly Basic Rent for each of the months of October,
November and December of 1997 shall be $34,074.00.




4. Right of First Refusal.
Tenant’s right of first refusal under Section 1.4 of the Lease
is deleted.



5. Verification of Rentable Square Feet of Premises. Section 1.5 of the Lease Is
deleted. The parties stipulate that, for purposes of the Lease, the Premises and the
Building contain 81,204 rentable square feet.



6. Management Fee. The Management Fee for the first two (2) years of the Term
shall be Thirty-Eight Thousand Nine Hundred Seventy-Seven and 92/100 Dollars
($38,977.92). Thereafter, the Management Fee will be equal to two percent (2%) of the
Annual Basic Rent, as otherwise set forth in Section 3.4 of the Lease.



7. Landlord’s Repair Obligations. Section 11.3 of the Lease is amended by
deleting clause (b) of the first sentence. Except as provided in Paragraph 8 below,
Landlord is no longer responsible for the repair, maintenance or replacement of the
plumbing, heating, ventilating, air conditioning, sprinkler or electrical systems within
the Building.




 









 







8. Tenant’s Repair Obligations. Tenant’s obligations under Section 11.4 are
amended to include the following items: plumbing, heating, ventillating, air conditioning
sprinkler and electrical systems within the Building (the “Basic Elements”).
Notwithstanding the foregoing, If any item of the Basic Elements cannot be repaired other
than at a cost which is in excess of sixty percent (60%) of the cost of replacing such
item of the Basic Elements (and the need for such repair is not the result of any act,
neglect, fault or omission of Tenant or Tenant’s Parties), then such item of the Basic
Elements shall be replaced by Landlord at Landlord’s initial cost, and Tenant shall pay
Landlord as Tenant’s prorata share thereof and as additional rent, each month during the
remainder of the Term on the date on which Monthly Basic Rent is due, an amount equal to
the product of multiplying the cost of such replacement by a fraction, the numerator of
which is one (1), and the denominator of which is the number of months of the useful life
of such replacement as such useful life is specified pursuant to Federal income tax
regulations or guidelines for depreciation thereof (including interest on the unamortized
balance as is then commercially reasonable In the judgment of Landlord and Tenant), with
Tenant reserving the right to prepay Its obligation at any time.



9. Brokers. The provisions of Section 8 of the Lease concerning brokers applies to
this First Amendment and the Expansion Premises.



10.
Construction Allowance. The Construction Allowance under Paragraph 6 of the
Work Letter Agreement is Increased to Three Million Four Hundred Ten Thousand, Five
Hundred Fifteen Dollars ($3,410,515.00).



11. Specific Improvements by Landlord. Landlord will, at its sole cost, perform
the following work in the Building: (i) remove the llebert air conditioning units in the
computer room and repair any associated damage to the roof resulting therefrom; (ii)
monocoat the steel beams in the Building as necessary; (iii) cause the elevators and
stairwells to comply with the Act (but without regard to any alterations to be made by
Tenant); and (iv) improve the restrooms on the second (2nd) floor of the Building in
accordance with Landlord’s standard design criteria for the Building and In accordance
with the Act.



12. Specific Tenant Improvements. Tenant shall, at its sole cost (but subject to
reimbursement from the Construction Allowance), (I) be responsible for any cosmetic
improvements to the elevator cabs, subject to Landlord’s approval of the plans therefor
and (ii) Improve the lobby area of the Building. In accordance with plans approved by
Landlord, concurrently with the construction of the Tenant Improvements.



13. Continued Effectiveness of Lease. Except as provided herein, the Lease
remains in full force and effect.



IN WITNESS WHEREOF, the parties have executed this First Amendment as of the day and year
first above written.




	 	 	 	 	 
	          “TENANT”	AURORA BIOSCIENCES CORPORATION,

a Delaware corporation

 	 
	 	By:  	/s/ Deborah J. Tower
 	 
	 	 	Name:  	Deborah J. Tower 	 
	 	 	Title:  	Sr. Director, Finance & Administration	 
	 
	          “LANDLORD”	AEW/LBA ACQUISITION CO. II, LLC,

a California limited liability company
 	 
	 
	 	By:  	LBA, Inc., a California corporation,
its agent 	 





	 	 	 	 	 
	 	 	 
	 	By:  	            /s/ Phil  Belling
 	 
	 	 	Name:  	Phil Belling 	 
	 	 	Title:  	Principal 	 
	 
	 	 	 
	 	By:  	 	 
	 	 	Name:  	 	 
	 	 	Title:  	 	 





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