Exhibit 10.2


 


LEASE AGREEMENT


 


THIS LEASE AGREEMENT, made this 30th day
of December, 2009, by and between RICKMAN FIRSTFIELD ASSOCIATES ("LANDLORD") and AVANZA LABORATORIES, LLC ("TENANT").


 


WITNESSETH:


 


		1.	DEMISE OF PREMISES



 


Landlord hereby demises unto
Tenant, and Tenant hereby leases from Landlord for the terms and upon the conditions set forth in this Lease 30,600 square feet
of space in the building located at 15 Firstfield Road, Gaithersburg, Maryland (the "Building"), as set forth on Exhibit
A, hereto attached, said space being referred to as the "Premises."


 


		2.	TERM



 


The term of this Lease shall
be for a period of 10 years, commencing on the 1st day of January, 2010, and terminating on the 31st day of December, 2019, with
an option for an additional 5 years on the same terms and conditions in this Lease, provided that Tenant shall have given the Landlord
written notice of Tenant's intention to do so at least six (6) months prior to the expiration of this Lease and that Tenant is
not in default under this Lease.


 


		3.	RENT



 


The Tenant shall pay to the Landlord
an annual rental (herein called "Minimum Rent") in the amount of FIVE HUNDRED THIRTY FIVE THOUSAND FIVE HUNDRED and NO/100
DOLLARS ($535,500.00), subject to adjustment as hereinafter set forth, payable without deduction or set off in equal monthly installments
of FORTY FOUR THOUSAND SIX HUNDRED TWENTY FIVE and 50/100 DOLLARS ($44,625.00) in advance, the first installment of which is due
and payable on or before January 1, 2010 and upon commencement all subsequent installments due and payable on the first day of
each calendar month thereafter during the term of the Lease until the total rent provided for herein is paid. No payment by Tenant
or receipt of Landlord of a lesser amount than a monthly installment of rent herein stipulated, or endorsement or statement on
any check or any letter accompanying any check for payment as rent be deemed an accord and satisfaction, and Landlord may accept
such check for payment without prejudice to Landlord's right to recover the balance of such rent or pursue any other remedy provided
for in this Lease.


 


		4.	ADJUSTMENT OF MINIMUM RENT



 


The Minimum Rent shall be increased
at the end of each lease year during the term hereby by three percent (3%) of the rent then being paid. There shall be no additional
pass-throughs of increases in operating expenses except for real estate taxes or as otherwise provided for herein.


 


		5.	REAL ESTATE TAXES



 


In the event the real estate
taxes levied or assessed against the land and Building on which the Premises are a part in future tax years are greater than the
real estate taxes for the Base Year, the Tenant shall pay within thirty (30) days after submission of the bill to Tenant for the
increase in real estate taxes, as additional rent, a proportionate share of such increase, which proportionate share shall be computed
at 100% of the increase in taxes, but shall exclude any fine, penalty, or interest charge for late or non-payment of taxes by Landlord.
The Base Year shall be July 1, 1991, to June 30, 1992.


 




     

     


    

 


Any reasonable expense incurred
by Landlord (including counsel fees) in contesting any tax increase shall be included as an item of taxes for the purpose of computing
additional rent due Landlord. Landlord, however, shall be under no obligation to contest any tax increase.


 


		6.	UTILITIES



 


Tenant shall be responsible for
the payment of all utilities used or consumed by the Tenant in and upon the Premises. Electric, Gas, and Water shall be separately
metered. In the event any utility service to the Premises shall be interrupted for a period of more than two (2) days due to the
negligence or willful misconduct of Landlord, its agents or servants, the Minimum Rent shall abate until such services are fully
rendered.


 


Landlord shall not be liable
to Tenant for any damage or inconvenience caused by the cessation or interruption of any utility service, or the elevators in the
Building, occasioned by fire, accident, strike or other cause beyond Landlord's control.


 


		7.	USE OF PREMISES



 


Tenant shall use the Premises
only for laboratory and office purposes, and for no other purpose, except as approved by Landlord in advance, in writing, which
approval shall not be unreasonably withheld. Tenant shall not make any use of the Premises which would disturb the quiet enjoyment
of the Landlord or prejudice or increase the fire insurance premium for the Building, and shall comply with all laws and regulations
of all governmental authorities pertaining to Tenant's use of Premises.


 


		8.	WASTE REMOVAL



 


Tenant shall be responsible for
removal of waste generated by Tenant's operation. This includes waste service fees levied by local jurisdictions.


 


		9.	HAZARDOUS MATERIALS



 


Tenant shall be permitted to
store Hazardous Materials on the Premises and shall comply with all laws and regulations of all governmental authorities pertaining
to Tenant's use of the Premises, including, without limitation, all Environmental Laws (as hereinafter defined) and laws pertaining
to Hazardous Materials and Air and Water Quality. The term "Hazardous Materials" means and includes any petroleum products
and/or any hazardous toxic or other dangerous waste, substance or material defined as such in the Environmental Laws. The term
"Environmental Laws" means the Comprehensive Environmental Response, Compensation and Liability Act, any "Superfund"
or "Superlien" law, or any other federal, state or local statute, law, ordinance, code, regulation, order or decree regulating,
relating to, or imposing liability or standards of conduct concerning the use or storage of Hazardous Materials. All such materials
must be completely removed upon expiration of this Lease, and any de-contamination certificates required by the Landlord or any
government authority must be obtained and delivered to the Landlord.


 


Tenant shall obtain and maintain,
in full force and effect, all necessary government licenses, permits and approvals legally required for materials used in the conduct
of its business. If the presence of any Hazardous Materials on the Premises caused or permitted by Tenant results in any contamination
of the Premises or any portion of the Building or Common Areas, Tenant shall promptly take all actions, at its sole expense, necessary
to return the Premises to the condition existing prior to the introduction of such Hazardous Materials, provided that all such
actions shall be subject to the approval of Landlord, which approval shall not be unreasonably withheld.


 




     

     


    

 


At the Commencement Date of the
Lease and on January 1 of each year thereafter, Tenant shall disclose to Landlord the names and amounts of all Hazardous Materials
which are to be stored, used or disposed of on the Premises.


 


Any Hazardous Materials stored
or used on the Premises must not in any way prejudice the Landlord's insurance or increase the fire hazards to a greater extent
than necessarily incident to the business for which the Premises are leased.


 


		10.	LATE CHARGE



 


If any installment of rent accruing
hereunder or any other sums payable hereunder shall not be paid within fifteen (15) days by Tenant, such installment and other
sums shall be increased without affecting the Landlord's other rights under this Lease, by a late charge of five percent (5%) of
the delinquent installment. Anything contained herein to the contrary notwithstanding.


 


		11.	REPAIRS AND MAINTENANCE



 


Landlord shall be responsible
for all structural repairs, including repairs to the roof and load-bearing walls of the Building, and maintaining the parking area
and sidewalks, including snow removal.


 


The Tenant shall be responsible
for the maintenance and repair of the Premises and all fixtures, appliances and equipment therein, including, but not limited to,
the Heating and Air Conditioning system(s) serving Tenant's suite. Landlord will pay for major Heating and Air Conditioning component
replacement and all repairs to the Landlord installed heating and air conditioning system(s) in excess of Three Hundred Dollars
($300.00) per occurrence per Heating and Air Conditioning unit. Landlord will repair and replace any glass breakage, provided it
is not the result of the Tenant's willful or negligent act.


 


Tenant shall provide its own
char service. Tenant, at its sole expense, shall keep all Tenant fixtures and equipment in the Premises in safe and sanitary condition
and good order and repair, together with related plumbing, electrical or other utility service, whether installed by Tenant or
by Landlord on Tenant's behalf. Tenant shall pay for all damage to the Building and any fixtures and appurtenances related thereto
due to the malfunction, lack of repair, or improper installation of the Tenant's fixtures and equipment.


 


		12.	LANDLORD'S WORK



 


Landlord shall make the following improvements to
the Premises:


		·	Upgrade street power by a minimum of 200 amps.



		·	Replace the failing 175kw Generator under loading dock within ninety (90) days of commencement date.



 


		13.	TENANT ALTERATIONS



 


All alterations, improvements,
or additions to the demised Premises to be made by Tenant shall be subject to the written consent of the Landlord, which consent
shall not be unreasonably withheld, provided such alterations and improvements do not weaken the structural integrity of the Building
or detract from its dignity and/or uniformity. All alterations and improvements and/or additions made by Tenant shall remain upon
the Premises at the expiration or earlier termination of this Lease and shall become the property of the Landlord, unless Landlord
shall, at the time of approval of the alteration, provide written notice to Tenant to remove the same, in which event Tenant shall
remove such alterations, improvements and/or additions, and restore the Premises to the same good order and condition in which
it was at the commencement of this Lease, reasonable wear and tear and unavoidable casualty excepted. Should Tenant fail to do
so, Landlord may do so, collecting the reasonable cost and expense thereof from Tenant as additional rent.


 




     

     


    

 


		14.	TRADE FIXTURES



 


All trade fixtures, telephone
equipment, and apparatus installed by Tenant in the Premises shall remain the property of Tenant and shall be removed at the expiration
or earlier termination of this Lease and, upon such removal, Tenant shall repair any damage caused by the removal and shall promptly
restore the Premises to their good order and condition. Any such trade fixture not removed prior to such termination shall be considered
abandoned property, but such abandonment shall not release Tenant of its obligation to pay for the cost of removing such trade
fixtures and repairing any damage caused by the removal.


 


		15.	QUIET ENJOYMENT



 


Landlord covenants that, subject
to payment of the rent herein provided and performance by the Tenant of all other covenants herein contained, Tenant shall and
may peaceably and quietly have, hold and enjoy the Premises for the term hereof and options.


 


		16.	SURRENDER OF PREMISES



 


Upon the expiration or termination
of this Lease, Tenant shall quit and surrender the Premises to the Landlord broom clean and shall remove all of its property therefrom.
If the removal of any such property shall result in damaging the premises, or leaving any holes in the floors, walls or ceiling
therein, the Tenant shall make the appropriate repairs with Landlord approved building materials prior to the expiration of this
lease. The obligation of this paragraph shall survive the termination of the Lease.


 


		17.	INSURANCE



 


Tenant covenants and agrees to
maintain and carry, at all times during the term of this Lease, in companies qualified and authorized to transact business in the
State of Maryland, general liability insurance in amounts of $500,000.00 per person, $1,000,000.00 per occurrence and $100,000.00
for damage to property on the Premises or arising out of the use thereof by Tenant or its agents. All policies of insurance shall
provide that they may not be canceled, except on thirty (30) days written notice to Landlord, and all such policies shall name
Landlord as an additional insured.


 


Prior to commencement, Tenant
shall furnish Landlord with satisfactory proof that the insurance herein provided for is at all times in full force and effect.
If either party hereto is paid any proceeds under any policy of insurance naming such party as an insured on account of any loss,
damage or liability, then such party hereby releases the other party to (and only to) the extent of the amount of such proceeds,
from any and all liability for such loss or damage, notwithstanding negligent or intentionally tortuous act or omission of the
other party, its agents or employees; provided, such release shall be effective only as to a loss of damage occurring while the
appropriate policy of insurance of the releasing party provides that such release shall not impair the effectiveness of such policy
or the insured's ability to recover thereunder. Each party hereto shall use reasonable efforts to have a clause to such effect
included in its said policies, and shall promptly notify the other in writing if such clause cannot be included in any such policy.


 




     

     


    

 


		18.	INDEMNIFICATION



 


Tenant shall indemnify and hold
harmless the Landlord from, and name LANDLORD as additional insured on policy regarding, any and all liability, damage, expense,
cause of action, or claims arising out of injury to persons or to property on the Premises, except for the negligence or willful
misconduct of Landlord, its agents, employees, or servants.


 


		19.	DAMAGE BY FIRE OR CASUALTY



 


		(a)	If the Premises are damaged by fire or other casualty, but are not thereby rendered untenantable
in whole or in part, Landlord, at its own expense, and subject to the limitations set forth in this Lease, shall cause such damage
to be repaired and the Minimum Rent and Additional Rent shall not be abated.



 


If, by reason of any damage
or destruction, the Premises shall be rendered untenantable in whole or in part and cannot be repaired and made tenantable within
one hundred twenty (120) days after such damage: (i) Landlord, at its option and its own expense, may cause the damage to be repaired
and the Minimum Rent and Additional Rent shall be abated proportionately as to the portion of the Premises rendered untenantable
while it is untenantable; or (ii) Landlord shall have the right, to be exercised by notice in writing delivered to Tenant within
thirty (30) days of the occurrence of such damage or destruction, to terminate this Lease, whereupon the Minimum Rent and Additional
Rent shall be adjusted as of the date of such termination.


 


		(b)	In the event that twenty-five percent (25%) or more of the rentable floor area of the Building
shall be damaged or destroyed by fire or other cause, notwithstanding that the Premises may be unaffected by such fire or other
damage, Landlord shall have the right, to be exercised by notice in writing delivered to Tenant within thirty (30) days after such
occurrence, to terminate this Lease. Upon the giving of such notice, the Minimum Rent and Additional Rent shall be adjusted as
of the date of termination and



this Lease shall thereupon terminate.


 


		(c)	Any portion of the Building that cannot be repaired within one hundred twenty (120) days, Tenant
has the right to cancel that portion of lease space.



 


		20.	ASSIGNMENT OR SUBLETTING



 


Tenant acknowledges that Landlord
has entered into this Lease because of Tenant's financial strength, goodwill, ability and expertise and that accordingly, this
lease is personal to Tenant. Taking this into consideration, tenant shall not assign, mortgage, sublet, pledge or encumber this
Lease, in whole or in part, except with the written consent of the Landlord, which shall not be unreasonably withheld or delayed.
Tenant agrees that, in the event of any such assignment or subletting, Tenant shall nevertheless remain liable for the performance
of all terms, covenants, and conditions of this Lease.


 




     

     


    

 


In the event the Landlord consents
to an assignment of the Lease, any money or consideration to be paid to Tenant for the assignment shall be paid to the Landlord
as partial consideration for the Landlord's consent to the assignment.


 


In the event the Landlord consents
to a sublease of the Premises, or any portion thereof, Tenant shall pay to the Landlord a sum equal to (1) any money, rent or other
consideration paid to the Tenant by any subtenant in excess of the pro-rata portion of the rent for such space then being paid
by Tenant to Landlord under this Lease and (2) any other profit or gain realized by the Tenant from such subletting. All sums payable
hereunder by Tenant shall be paid to Landlord as additional rent immediately upon the receipt thereof by Tenant.


 


		21.	SUBORDINATION AND ATTORNMENT



 


This Lease shall be subject to
and subordinate at all times to the lien of any mortgage and/or deeds of trust and all land leases now or hereafter made on any
portion of the Premises, and to all advances thereunder, provided the mortgagee or trustee named in said mortgage or deed of trust
shall agree to recognize this Lease and agrees, in the event of foreclosure, not to disturb the Tenant's possession hereunder,
provided Tenant is not in default under this Lease. This subordination shall be self-operative and no further instrument of subordination
shall be required.


 


If any proceedings are commenced
to foreclose any mortgage or deed of trust encumbering the Premises, Tenant agrees to attorn to the purchaser at the foreclosure
sale, if requested to do so by any such purchaser, and to recognize such purchaser as the Landlord under this Lease, provided purchaser
shall agree that Tenant's rights hereunder shall not be disturbed so long as Tenant has not committed any event of default as to
which the applicable cure period has not expired.


 


		22.	CONDEMNATION



 


		(a)	If the whole of the Premises shall be taken by any public or quasi-public authority under the power
of eminent domain, condemnation or conveyance in lieu thereof, then this Lease shall terminate as of the date on which possession
of the Premises is required to be surrendered to the condemning authority and the Tenant shall have no claim against Landlord or
the condemning authority for the value of the unexpired term of this Lease. Tenant shall have the right to claim, however, the
unamortized cost of any improvements or additions made to the Premises by Tenant at its cost, the value of any Tenant fixtures
and furnishings and any moving expenses.



 


		(b)	If a portion of the Premises shall be so taken or conveyed, and if such partial taking or conveyance
shall render the Premises unsuitable for the business of the Tenant, then the term of this Lease shall cease and terminate as of
the date on which possession of the portion of the Premises is surrendered to the condemning authority, and Tenant shall have no
claim against Landlord or the condemning authority for the value of any unexpired term of this Lease.



 


In the event such partial taking
or conveyance is not extensive enough to render the Premises untenantable for the business of Tenant, this Lease shall continue
in full force and effect, except that the Minimum Rent shall be reduced in the same proportion that the floor area of the Premises
so taken or conveyed bears to such floor area immediately prior to such taking or conveyance.


 




     

     


    

 


In the event of such partial
taking and continuation of Lease, Landlord shall promptly restore the Premises as nearly as practical to the condition comparable
to that which existed prior to the condemnation.


 


		23.	EVENTS OF DEFAULT



 


The occurrence of any of the
following shall constitute an event of default hereunder:


 


		(a)	Failure of Tenant to pay installment of rent within five (5) days of the due date, or failure of
Tenant to pay within fifteen (15) days any other sum herein required to be paid by Tenant.



 


		(b)	Tenant's failure to perform any other covenant or condition of this Lease within thirty (30) days,
unless the failure is of such a character as to require more than thirty (30) days to cure in which event Tenant's failure to proceed
diligently to cure such failure shall constitute an event of default.



 


		24.	LANDLORD'S REMEDIES



 


Upon the occurrence of any event
of default, Landlord may, at Landlord's sole option, exercise any or all of the following remedies, together with any such other
remedies as may be available to Landlord at law or in equity.


 


		(a)	Landlord may terminate this Lease by giving Tenant written notice of its election to do so, as
of a specified date not less than thirty (30) days after the date of the giving of such notice and this Lease shall then expire
on the date so specified, and Landlord shall then be entitled to immediately regain possession of the Premises as if the date had
been originally fixed as the expiration date of the term of this Lease. Landlord may then re-enter upon the Premises, either with
or without due process of law, and remove all persons therefrom, the statutory notice to quit or any other notice to quit being
hereby expressly waived by Tenant. Tenant expressly agrees that the exercise by Landlord of the right of re-entry shall not be
a bar to or prejudice in any way other legal remedies available to Landlord. In that event, Landlord shall be entitled to recover
from Tenant as and for liquidated damages an amount equal to the rent and additional rent reserved in this Lease less any and all
amounts received by Landlord from the rental of the Premises to another tenant. Nothing herein contained, however, shall limit
or prejudice the right of Landlord to prove for and obtain as liquidated damages, by reason of such termination, an amount equal
to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which such damages
are to be proved, whether or not such amount may be greater, equal to, or less than the amount of the difference referred to above,
and the Landlord may, in his own name, but as agent for Tenant, re-let the Premises. Any recovery by the Landlord shall be limited
to the rent hereunder (plus any costs incurred in re-letting) less any rent actually paid by the new tenant.



 


		(b)	No termination of this Lease or any taking of possession of the Premises shall deprive Landlord
of any of its remedies or actions against Tenant for past or future rent, nor shall the bringing of any action for rent or breach
of covenant, or the resort to any other remedy herein provided for the recovery of rent, be construed as a waiver of the right
to obtain possession of the Premises.



 




     

     


    

 


		(c)	In addition to any damages becoming due under this paragraph, Landlord shall be entitled to recover
from Tenant and Tenant shall pay to Landlord an amount equal to all expenses, including attorneys' fees, if any, incurred by the
Landlord in recovering possession of the Premises, and all reasonable costs and charges for the care of said Premises while vacant,
which damages shall be due and payable by Tenant to Landlord at such time or times as such expenses are incurred by the Landlord.



 


		(d)	In the event of a default or threatened default by Tenant of any of the terms or conditions of
this Lease, Landlord shall have the right of injunction and the right to invoke any remedy allowed by law or in equity



as if no specific remedies of Landlord were set forth
in this Lease.


 


		(e)	If default be made and a compromise and settlement shall
be had thereupon, it shall not constitute a waiver of any covenant herein contained, nor of the Lease itself.



 


		25.	RIGHTS OF LANDLORD



 


Landlord reserves the following rights with respect
to the Premises:


 


		(a)	During normal business hours, upon 24 hours' notice, to go upon and
inspect the Premises, and at Landlord's option, to make repairs, alterations and additions to the Premises or the Building of which
the Premises are a part, provided there is no interference with Tenant's occupancy. An Agent of the Tenant may be present for inspection,
if requested by Tenant.



 


		(b)	To display, within sixty (60) days prior to the expiration of this
Lease or after notice from either party of intention to terminate this Lease, a "For Rent" sign, and all of said signs
which shall be placed upon such part of the Premises as Landlord shall determine, except on doors leading into the Premises. Prospective
purchasers or tenants authorized by Landlord may inspect the Premises during normal business hours following adequate notice to
Tenant.



 


		(c)	To install, place upon, or fix to the roof and exterior walls of
the Premises, equipment, signs, displays, antennae, and any other object or structure of any kind, providing the same shall not
materially impair the structural integrity of the Building or interfere with Tenant's occupancy.



 


		26.	HOLDING OVER



 


If Tenant holds possession of
the Leased Premises after the Expiration Date or other termination of this Lease, Landlord shall, at its sole option, have the
right to treat Tenant as a tenant by the month commencing with the first day after the termination of the Lease at one hundred
twenty five percent (125%) the Basic Monthly Rent paid during the last month of the Term, and upon all the other terms of this
Lease, including the provisions of this paragraph. Said holdover term shall terminate upon thirty (30) days' notice from one party
to the other. Notwithstanding the foregoing, nothing contained herein shall be construed as a requirement that Landlord consent
to the occupancy or possession of the Leased Premises by Tenant after the termination of the Lease, and Landlord, upon said termination
of this Lease, if Landlord elects to treat Tenant as a trespasser, shall be entitled to the benefit of all public general or public
laws relating to the speedy recovery of the possession of land and tenements held over by Tenant, whether now or hereafter in force
and effect. If Tenant fails to surrender the Leased Premises upon the expiration or other termination of this Lease despite demand
to do so by Landlord, Tenant shall indemnify and hold Landlord harmless from all injury, loss, claims, expenses and liability,
including without limitation, any claim made by any succeeding tenant and reasonable attorneys' fees, founded on or resulting from
such failure by Tenant to surrender possession of the Leased Premises on the date required hereby.


 




     

     


    

 


		27	WAIVER OF CLAIMS



 


Except as may result from their
negligence, Landlord and Landlord's agents, employees, and contractors shall not be liable for, and Tenant hereby releases all
claims for, damages to persons or property sustained by Tenant (or any person claiming through Tenant) resulting from any fire,
accident, occurrence or condition in or upon the Premises or Building, including but not limited to such claims for damage resulting
from (1) any defect in or failure of plumbing, heating or air-conditioning equipment, electric wiring or installation thereof,
water pipes, stairs, railings or walks; (2) any equipment or apparatus becoming out of repair; the bursting, leaking or running
of any tank, washstand, water closet, waste pipe, drain or any other pipe or tank, upon or about such building or premises; the
backing up of any sewer pipe or downspout; (5) the escape of steam or hot water; (6) water, snow or ice being upon or coming through
the roof of any other place upon or near the Building or Premises or otherwise; (7) the falling of any fixtures, plaster or stucco;
(8) broken glass; and (9) any act or omission of occupants of adjoining or contiguous property of buildings.


 


		28.	NOTICE



 


All notices required under this
Lease shall be given in writing and shall be deemed to be properly serviced if sent by certified or registered United States Mail,
postage prepaid, as follows:


 


	If to the Landlord:	
        W. M. Rickman Construction Co.

        15215 Shady Grove Road Suite 201

        Rockville, Maryland 20850

	 	 
	
         

        If to the Tenant:
	
        Avanza Laboratories, LLC

        15 Firstfield Road

        Gaithersburg, Maryland 20878

        Attention:



 


or to such other address as either
may have designated from time to time by written notice to the other. The date of service of such notices shall be the date such
notices are deposited in any United States Post Office.


 


		29.	COVENANTS OF TENANT



 


Tenant covenants and agrees:


 


		(a)	To give to Landlord prompt written notice of any accident, fire, or damage occurring on or to the
Premises.



 


		(b)	To keep the thermostats in the Premises set at a temperature sufficient to prevent freezing of
water pipes, fixtures and HVAC units.



 


		(c)	To keep the Premises clean, orderly, sanitary, and free from insects, vermin and other pests.



 


		(d)	To comply with the requirements of the State, Federal and County statutes, ordinances, and regulations applicable to Tenant
and its use of the Premises, and to save Landlord harmless from penalties, fines, costs, and expenses resulting from failure to
do so, provided Tenant shall not be obligated to make structural repairs or alterations to so comply.



 




     

     


    

 


		(e)	Tenant shall promptly pay all contractors, suppliers of material and persons it engages to perform
work and provide materials for construction work on the Premises so as to minimize the possibility of a lien attaching to the Premises.
Should any such lien be made or filed, Tenant shall cause the same to be discharged and released of record by bond or otherwise
within ten (10) days of receipt of written request from Landlord.



 


		30.	LANDLORD'S RIGHT TO ALTER SITE PLAN



 


LANDLORD shall, from time to
time, have the right to alter or modify the site plan of the Building and to rearrange the driveways and parking areas, as well
as


the entrance and exits to the Premises.


 


		31.	PARKING SPACES



 


LANDLORD agrees to furnish 3
1/3 unreserved parking spaces per thousand square feet of space occupied by the TENANT. All space are available to TENANT if single
tenant building.


 


		32.	ENTIRE AGREEMENT



 


This Lease contains the entire
agreement of the parties. There are no oral agreements existing between them.


 


		33.	SUCCESSORS AND ASSIGNS



 


This Lease, and the covenants
and conditions herein contained shall inure to the benefit of and be binding upon the Landlord, its successors and assigns, and
shall inure to the benefit of and be binding upon the Tenant, its successors and assigns, if permitted.


 


		34.	BANKRUPTCY



 


If Tenant shall make an assignment
of its assets for the benefit of creditors, or if Tenant shall file a voluntary petition in bankruptcy, or if any involuntary petition
in bankruptcy or for receivership be instituted against the Tenant and the same be not dismissed within thirty (30) days of the
filing thereof, or if Tenant shall be adjudged bankrupt, then and in any of said events, this Lease shall immediately cease and
terminate at the option of the Landlord with the same force and effect as though the date of said event was the date herein fixed
for expiration of the term of this Lease.


 


		35.	NON-DELIVERY



 


In the event the Landlord shall
be unable to give possession of the Premises because construction of the Building is not complete or for any other cause reasonably
beyond the control of the Landlord, the Landlord shall not be liable to Tenant for any damage resulting from failure to give possession.


 


		36.	PARTIAL INVALIDITY



 


If any term, covenant, or condition
of this Lease or the application thereof to any person or circumstance shall be held to be invalid and unenforceable, the remainder
of this Lease, and the application of such terms, covenants, or conditions shall be valid and enforceable to the fullest extent
permitted by law.


 




     

     


    

 


		37.	FORCE MAJEURE



 


With the exception of those provisions
contained herein regarding the payment of rent, the inability of either party to perform any of the terms, covenants or conditions
of this Lease shall not be deemed a default if the same shall be due to any cause beyond the control of that party.


 


		38.	ESTOPPEL CERTIFICATE



 


The Tenant shall from time to
time, within five (5) days after being requested to do so by the Landlord or any Mortgagee, execute, acknowledge and deliver to
the Landlord (or, at the Landlord's request, to any existing or prospective purchaser, transferee, assignee or Mortgagee of any
or all of the Premises) an instrument in recordable form, certifying (a) that this Lease is unmodified and in full force and effect
(or, if there has been any modification thereof, that it is in full force and effect as so modified, stating therein the nature
of such modification); (b) as to the dates to which the Minimum Rent and other charges arising hereunder have been paid; (c) as
to the amount of any prepaid Rent or any credit due to the Tenant hereunder; (d) that the Tenant has accepted possession of the
Premises, and the date on which the Term commenced; (e) as to whether, to the best knowledge, information and belief of the signer
of such certificate, the Landlord or the Tenant is then in default in performing any of its obligations hereunder (and, if so,
specifying the nature of each such default); and (f) as to any other fact or condition reasonably requested by the Landlord or
such other addressee. In the event the Tenant fails or refuses to provide such a certificate, Tenant shall be liable to Landlord
for any loss or damage (including reasonable counsel fees) arising out of or in connection with such failure or refusal.


 


IN WITNESS WHEREOF, the parties have caused this Lease
Agreement to be executed on the year and date first written.


 


	WITNESS:	 	LANDLORD:	 
	 	 	RICKMAN FIRSTFIELD ASSOCIATES	 
	 	 	 	 
	WITNESS:	 	TENANT:	 
	 	 	AVANZA LABORATORIES, LLC	 
	 	 	 	 
	 	 	/s/ William M. Rickman	 
	 	 	By:  William M. Rickman	 
	 	 	 	 
	WITNESS:	 	TENANT:	 
	 	 	AVANZA LABORATORIES, LLC	 
	 	 	 	 
	 	 	/s/ Carlos E. Orantes	 
	 	 	By:	Carlos E. Orantes