FIFTH LEASE
AMENDMENT

     

    THIS
FIFTH LEASE AMENDMENT
(this “Amendment”) is made this 19 day
of August, 2010,
between LIBERTY PROPERTY
LIMITED PARTNERSHIP, a Pennsylvania limited partnership (“Landlord”) and
CUTANEA LIFE SCIENCES, INC.,
a Delaware corporation (“Tenant”).

    


    BACKGROUND


     

    A.           Landlord
and Tenant are parties to a Lease Agreement dated January 20, 2006, as amended
by a First Amendment to Lease Agreement dated as of February 27, 2009, a Second
Amendment to Lease Agreement dated as of August 1, 2009, a Third Amendment to
Lease Agreement dated as of December 21, 2009, and a Fourth Amendment to Lease
Agreement dated as of March 12, 2010 (collectively, the “Lease”) pursuant to
which Tenant occupies Suite 355 consisting of approximately 3,330 rentable
square feet (“Premises”) in the building commonly known as 5 Great Valley
Parkway, Malvern, Pennsylvania (the “Building”). Tenant formerly occupied Suite
200 in the Building.

     

    B.           The
Expiration Date of the Lease prior to this Amendment is July
31,2010.

     

    C.           Tenant
wishes to extend the term of the Lease.

     

    Accordingly,
the parties agree as follows:

     

    1.           Term. The term of the Lease is
extended through December 31, 2010.


     

    2.           Minimum Annual Rent. Section
1(f) of the Lease is amended by adding the following:


     

    
      
        	
                LEASE PERIOD

              	 
      	
                MONTHLY RENT

              
	
                08/01/10-12/31/10

              	
                  

              	
                $3,424.35

              


      

    

     

    3.           Annual Operating Expenses.
Tenant shall continue to pay Annual Operating Expenses and monthly
installments on account of estimated Annual Operating Expenses based on Tenant’s
Share, which shall be subject to reconciliation and adjustment as provided in
Section 6 of the Lease (currently estimated to be $2,591.85 per
month).

     

    4.           As-Is. Tenant accepts the
Premises in its “As-Is” condition, and Landlord shall not be required to further
improve the Premises. Tenant shall not make other improvements to the Premises,
except painting and carpeting at Tenant’s option, and those repairs required by
the Lease.

     

    5.           Broker. Tenant represents and
warrants to Landlord that it has dealt with no brokers in connection with this
Amendment other than Cushman & Wakefield of Pennsylvania. Tenant shall
indemnify and hold Landlord harmless from a breach of this representation and
warranty.


    
      
         


      

      
         


        
          

        

      

      
         


      

    

     

    6.           Capitalized Terms. All
capitalized terms used and not separately defined in this Amendment have the
meanings assigned to them in the Lease.

     

    7.           Counterparts. This Amendment
may be executed in counterparts and may be delivered by electronic transmittal
of signed original counterparts, which shall have the same full force and effect
as if an original executed copy of this Amendment had been
delivered.

     

    8.           Full Force and Effect. Except
as expressly modified herein, the terms and conditions of the Lease remain
unchanged and in full force and effect.

     

    9.           Default. To Tenant’s
knowledge, there are no uncured defaults on the part of Landlord under the
Lease, and there are no events which have occurred that, with the giving of
notice or the passage of time or both, would result in a default by Landlord
under the Lease. At the present time Tenant has no claim against Landlord under
the Lease.

     

    10.         Confession of
Judgment.

     

    (a)           If
an Event of Default occurs relating to Tenant’s non-payment of the Rent due
under the Lease, Tenant hereby authorizes any attorney of any court of record of
the Commonwealth of Pennsylvania to appear for Tenant and to confess judgment
against Tenant, and in favor of Landlord, for all Rent due plus costs and an
attorney’s collection commission equal to the greater of 10% of all Rent or
$1,000, for which the Lease or a true and correct copy of the Lease shall be
good and sufficient warrant. TENANT UNDERSTANDS THAT THE FOREGOING
PERMITS LANDLORD TO ENTER A JUDGMENT AGAINST TENANT WITHOUT PRIOR NOTICE OR
HEARING. ONCE SUCH A JUDGMENT HAS BEEN ENTERED AGAINST TENANT, ONE OR MORE WRITS
OF EXECUTION OR WRITS OF GARNISHMENT MAY BE ISSUED THEREON WITHOUT FURTHER
NOTICE TO TENANT AND WITHOUT A HEARING, AND, PURSUANT TO SUCH WRITS, LANDLORD
MAY CAUSE THE SHERIFF OF THE COUNTY IN WHICH ANY PROPERTY OF TENANT IS LOCATED
TO SEIZE TENANT’S PROPERTY BY LEVY OR ATTACHMENT. IF THE JUDGMENT AGAINST TENANT
REMAINS UNPAID AFTER SUCH LEVY OR ATTACHMENT, LANDLORD CAN CAUSE SUCH PROPERTY
TO BE SOLD BY THE SHERIFF EXECUTING THE WRITS, OR, IF SUCH PROPERTY CONSISTS OF
A DEBT OWED TO TENANT BY ANOTHER ENTITY, LANDLORD CAN CAUSE SUCH DEBT TO BE PAID
DIRECTLY TO LANDLORD IN AN AMOUNT UP TO BUT NOT TO EXCEED THE AMOUNT OF THE
JUDGMENT OBTAINED BY LANDLORD AGAINST TENANT, PLUS THE COSTS OF THE EXECUTION.
Such authority shall not be exhausted by one exercise thereof, but
judgment may be confessed as aforesaid from time to time as often as any of the
Rent and other sums shall fall due or be in arrears, and such powers may be
exercised as well after the expiration of the Second Extension Term and during
any extended or renewal term and after the expiration of any extended or renewal
term of the Lease.


    
      
         


      

      
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    (b)           When
the Lease and the Term or any extension thereof have been terminated on account
of any default by Tenant, or when the Term or any extension thereof has expired,
Tenant hereby authorizes any attorney of any court of record of the Commonwealth
of Pennsylvania to appear for Tenant and for anyone claiming by, through or
under Tenant and to confess judgment against all such parties, and in favor of
Landlord, in ejectment and for the recovery of possession of the Premises, for
which the Lease or a true and correct copy of thereof shall be good and
sufficient warrant. AFTER THE ENTRY OF ANY SUCH
JUDGMENT A WRIT OF POSSESSION MAY BE ISSUED THEREON WITHOUT FURTHER NOTICE TO
TENANT AND WITHOUT A HEARING. If for any reason after such action shall
have been commenced it shall be determined and possession of the Premises remain
in or be restored to Tenant, Landlord shall have the right for the same default
and upon any subsequent default(s) or upon the termination of the Lease or
Tenant’s right of possession as herein set forth, to again confess judgment as
herein provided, for which the Lease or a true and correct copy thereof shall be
good and sufficient warrant.

     

    (c)           The
warrants to confess judgment set forth above shall continue in full force and
effect and be unaffected by amendments to the Lease or other agreements between
Landlord and Tenant even if any such amendments or other agreements increase
Tenant’s obligations or expand the size of the Premises.

     

    (d)           TENANT EXPRESSLY AND ABSOLUTELY KNOWINGLY AND
EXPRESSLY WAIVES AND RELEASES (i) ANY RIGHT, INCLUDING, WITHOUT LIMITATION,
UNDER ANY APPLICABLE STATUTE, WHICH TENANT MAY HAVE TO RECEIVE A NOTICE TO QUIT
PRIOR TO LANDLORD COMMENCING AN ACTION FOR REPOSSESSION OF THE PREMISES AND (ii)
ANY RIGHT WHICH TENANT MAY HAVE TO NOTICE AND TO HEARING PRIOR TO A LEVY UPON OR
ATTACHMENT OF TENANT’S PROPERTY OR THEREAFTER AND (iii) ANY PROCEDURAL ERRORS IN
CONNECTION WITH THE ENTRY OF ANY SUCH JUDGMENT OR IN THE ISSUANCE OF ANY ONE OR
MORE WRITS OF POSSESSION OR EXECUTION OR GARNISHMENT
THEREON.

     

    To
evidence the parties’ agreement with this Amendment, Landlord and Tenant have
executed it on the day and year first above written.

     

    
      
        	 	
                LANDLORD:

              
	 	 
      
	 	
                LIBERTY
      PROPERTY LIMITED PARTNERSHIP

              
	 	 
      	 
      
	 	
                By:

              	
                Liberty
      Property Trust, Sole General Partner

              
	 	 
      	 
      
	 	
                By:

              	
                /s/ James J. Mazzarelli,
  Jr.

              
	 	 
      	
                James
      J. Mazzarelli, Jr.

              
	 	 
      	
                Sr.
      Vice President / Regional Director

              
	 	 
      
	 	
                TENANT:

              
	 	 
      
	 	
                CUTANEA
      LIFE SCIENCES, INC.

              
	 	 
      	 
      
	 	
                By:

              	
                      
                  /s/
      Robert J. Bitterman

                

              
	 	
                Name:

              	
                      
                        
                    ROBERT
      J. BITTERMAN

                  

                

              
	 	
                Title:

              	
                PRES
      & CEO

              


      

    

     

    
      
         


      

      
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