**Exhibit 10.10**

 

FIRST AMENDMENT TO LEASE 

 

THIS FIRST AMENDMENT TO LEASE (this “Amendment”) is made as of the 2nd day of June (the “Effective Date”) by and between 3260 BlumeDrive Associates (“Landlord”) and Neurobiological Technologies, Inc. (“Tenant”). 

 

RECITALS 

 

A. Landlord and Tenant are parties to that certain Office Lease dated as of August 2, 2002 (the “Lease”) for certain premises containing approximately 4,333 rentable square feet of space commonly known as Suite 500 (the“Premises”) in the building located at 3260 Blume Drive, Richmond, California (the “Building”). 

 

B. Landlord and Tenant desire to amend the Lease to provide for the extension of the Expiration Date, and to make certain additional amendments to theLease as are more particularly described herein. 

 

NOWTHEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows: 

 

1. Definitions. Unless otherwise defined herein, the capitalized words and terms used in this Amendment shall have the meanings ascribed to them inthe Lease. 

 

2. Term. The Expiration Date of the Lease ishereby extended to July 31, 2004. 

 

3. Base Rent.Effective as of August 1, 2003 and continuing through the Expiration Date (as amended hereby), Base Rent for the Premises shall be $7,583.00 per month. All rental payments under the Lease shall be made to Landlord at the Rent Payment Addressspecified in Paragraph 1 (Lease Summary) as amended hereby, or at such other place as Landlord may from time to time designate in writing. 

 

4. Condition of Premises. The parties acknowledge that Tenant is presently in possession of the Premises and that Landlord has, and will have, noobligation to Tenant to inspect or examine the Premises or the condition thereof prior to the execution of this Amendment. Tenant acknowledges that Landlord has made no representation or warranties, express or implied, respecting the condition ofthe Premises, and that Landlord has no obligation in connection with the execution of this Amendment to repaint, remodel or repair, move or alter the Premises, or to perform any consultation, remodeling other work of improvement upon the Premises,or to contribute to the cost of any such work. The provisions of Exhibit C to the Lease (“Work Agreement”) shall not apply hereto. 

 

5. No Brokers. Tenant represents and warrants that Tenant had had no dealings of communications with any broker or agent in connection with thisAmendment other than CB Richard Ellis, Inc. and CPS Commercial Property Services (“Brokers”), and that no person or entity is entitled to any brokerage commission or finder’s fee on account of the negotiation, 

execution, delivery, and consummation of this Amendment, other than any commission which may be payable by Landlord toBrokers. Tenant hereby agrees to indemnify Landlord and to hold Landlord free and harmless of and from any and all claims, losses, damages, costs and expenses of whatsoever nature, including attorney’s fees and cost of litigation, arising fromor relating to, any brokerage commissions or finder’s fees payable or alleged to be payable by reason of any act of Tenant in connection with this Amendment or its negotiation, excluding any amounts payable to Brokers. 

 

6. Miscellaneous. 

 

6.1 Except as modified by this Amendment, all of the terms, conditions andprovisions of the Lease shall remain in full force and effect and are hereby ratified and confirmed. To the extent the terms of the Lease and this Amendment are inconsistent, the terms of this Amendment shall control. 

 

6.2 The submission of this Amendment to Tenant for examination or executiondoes not create an option or constitute an offer to Tenant to amend the Lease on the terms and conditions contained herein, and this Amendment shall not become effective as an Amendment to the Lease unless and until it has been executed anddelivered by both Landlord and Tenant. By executing and delivering this Amendment, the person or persons signing on behalf of Tenant represent and warrant that they have the requisite authority to bind Tenant. 

 

6.3 This Amendment contains the entire agreement of Landlord and Tenant withrespect to the subject matter hereof. There are no oral agreements between Landlord and Tenant affecting the Lease as hereby amended, and this Amendment supersedes and cancels any and all previous negotiations, representations, agreements andunderstandings, if any, between Landlord and Tenant and their respective agents with respect to the subject matter hereof, and none shall be used to interpret to construe the Lease as amended hereby. Tenant acknowledges that prior communicationsfrom Landlord and its agents were not and are not, and shall not be construed to be, representations or warranties by Landlord or its agents as the matters communicated, and have not and will not be relied upon by Tenant. 

 

IN WITNESS WHEREOF, the parties have caused this Amendment to be executed asof the day and year first written above. 

 

Landlord

3260 Blume DriveAssociates

By:    /s/[Illegible]                    

Its: GeneralPartner

Date: 6/2/2003
 
Tenant

Neurobiological Technologies,Inc.

By:        /s/ Paul E.Freiman                

Its: President and Chief ExecutiveOfficer

Date: May 15, 2003