Exhibit
10.21


 


FOURTH AMENDMENT OF LEASE


 


THIS FOURTH AMENDMENT OF LEASE, dated as
of the 16th day of December 2019 (this “Agreement”), made by and between TRINITY HUDSON HOLDINGS, LLC,
a Delaware limited liability company, having its office at 76 Trinity Place, New York, New York 10006 (“Landlord”),
and SQUARESPACE, INC., a Delaware corporation, having an address at 225 Varick Street, 12th Floor, New York, New York 10014
(“Tenant”).


 


W I T N E S E T H:


 


WHEREAS, Landlord and Tenant are the parties
to an Agreement of Lease dated as of September 19, 2014 (the “Original Lease”), which Original Lease has
been amended by (i) a letter from Tenant to Landlord, dated March 24, 2015, (ii) a Commencement Date Agreement,
dated as of April 23, 2015, (iii) a letter dated June 30, 2016 (iv) a First Amendment of Lease dated as of
August 18, 2017, (v) a Second Amendment of Lease dated as of October 6, 2017, (vi) a letter dated August 2,
2018 and (vii) a Third Amendment of Lease dated as of May 22, 2019 (the “Third Amendment”) (the Original
Lease, as so amended, the “Lease”), whereby Landlord leases to Tenant portions of the rentable areas of the
ground floor, basement and roof, and the entire rentable area of each of the fifth (5th), sixth (6th), tenth (10th), eleventh (11th)
and twelfth (12th) floors (as more particularly set forth in the Lease, the “Original Premises”) of the building
known as 225 Varick Street, New York, New York (the “Building”) for a term expiring on October 31, 2030;
and


 


WHEREAS, Landlord and Tenant desire to amend
the Lease with respect to the portion of the sixth (6th) floor of the Building demised pursuant to the Third Amendment (the “Additional
Premises”), and to otherwise amend the provisions of the Lease, all upon and subject to the terms and conditions contained
in this Agreement.


 


NOW, THEREFORE, in consideration of the
premises and of the mutual covenants and conditions hereinafter set forth, the parties agree as follows:


 


1.            Defined
Terms. All capitalized terms used in this Agreement which are not otherwise defined herein shall have the meanings ascribed
to them in the Lease.


 


2.            Amendments
to Third Amendment.


 


(a)            Landlord
shall no longer be obligated to perform Landlord’s Additional Premises Work. In lieu thereof, and in consideration of Tenant
performing Landlord’s Additional Premises Work (except the items thereof that shall be included in the AP Post Commencement
Work, as described below), the Additional Premises Improvement Allowance is hereby increased by the amount of $85,761.00 from $453,760.60
to $539,521.60. Notwithstanding anything to the contrary contained in the Third Amendment, the period of time during which Tenant
may make requisitions with respect to the Additional Premises Improvement Allowance, the Additional Tenant’s AC System Allowance
and the Additional Restroom Allowance (referred to in Section 3 of the Third Amendment) shall be extended through December 31,
2023.


 






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(b)            The
Additional Premises Commencement Date is January 1, 2020 and the Additional Premises Rent Commencement Date is November 1,
2020. For the avoidance of doubt, Sections 2 (b) (i) and (ii) of the Third Amendment are deleted in their entirety.
However, Section 2 (b) (iii) of the Third Amendment shall continue to apply to Landlord’s obligation to deliver
to Tenant possession of the Additional Premises in accordance with this Agreement by the dates set forth in Section 2 (b) (iii) of
the Third Amendment, including the credits and right to terminate set forth in that Section, but without reference to Substantial
Completion of Landlord’s Additional Premises Work or the hold over of the current tenant of the Additional Premises. Schedule
B of the Third Amendment is deleted in its entirety and Schedule B annexed to this Agreement is substituted therefor (with
the addition of Schedule B-1 showing the schedule of the Fixed Rent and Operating Expense Payment for the entire Original
Premises, including the Additional Premises). Landlord represents to Tenant that, on the date of this Agreement, (i) the Additional
Premises are (x) vacant (so that Tenant may enter the Additional Premises prior to the Additional Premises Commencement Date
to prepare the Additional Premises for Tenant’s occupancy on all of the terms of the Lease except Tenant shall not be required
to pay Fixed Rent or the Operating Expense Payment with respect to the Additional Premises until the Additional Premises Commencement
Date and (y) broom clean and free of violations that would prevent Tenant from preparing the Additional Premises for Tenant’s
occupancy or occupying the Additional Premises and (ii) all Building Systems serving the Additional Premises are in good working
order.


 


(c)            Item
(F) of Landlord’s Additional Premises Work is hereby added as an additional item to the AP Post-Commencement Work. In
addition, to the extent that the installation of Danfoss control valves with control handles described in Item (C) of Landlord’s
Additional Premises Work has not been Substantially Completed by the Additional Premises Commencement Date, then such work shall
also be added as an additional item of the AP Post- Commencement Work. Landlord represents that Item (E) of Landlord’s
Additional Premises Work has been Substantially Completed. Tenant shall give Landlord at least thirty (30) days’ advance
written notice of the date on which Tenant wishes Landlord to commence the performance of the AP Post-Commencement Work (the “AP
Post-Commencement Work Start Date”), including the work set forth in item (F) of Landlord’s Additional Premises
Work, provided that such notice, at Tenant’s election, may be given separately for the item (F) work and the balance
of the AP Post-Commencement Work, so that, if separate notices are given, such work would be performed at different times and the
30-day notice period set forth above in this paragraph (c) and the time periods set forth below in this paragraph (c) shall
apply separately to the item (F) work and the balance of the AP Post-Commencement Work. Accordingly, (i) the Post Commencement
Work Target Date referred to in Section 2(d)(v) of the Third Amendment shall be the date which is 60 days after the AP
Post-Commencement Work Start Date and (ii) the Outside Post Commencement Work Target Date referred to in Section 2(d)(v) of
the Third Amendment shall be the date which is thirty (30) days after such revised Post Commencement Work Target Date. As so amended,
Section 2(d)(v) of the Third Amendment remains in effect.


 


3.             Signatures.
This Agreement is offered for signature by Tenant and it is understood that this Agreement shall not be binding upon Landlord or
Tenant unless and until Landlord shall have executed and delivered a fully-executed copy of this Agreement to Tenant.


 






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4.             No
Oral Modification. This Agreement may not be changed or terminated orally, but only by an agreement in writing signed by Landlord
and Tenant.


 


5.             Counterparts;
Electronic Signatures, Etc. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original,
but all of which when taken together will constitute one and the same instrument. The signature page of any counterpart of
this Agreement may be detached therefrom without impairing the legal effect of the signature(s) thereon provided such signature
page is attached to any other counterpart of this Agreement identical thereto except having an additional signature page executed
by the other party(ies) to this Agreement attached thereto. An executed counterpart of this Agreement transmitted by facsimile,
email or other electronic transmission shall be deemed an original counterpart and shall be as effective as an original counterpart
of this Agreement and shall be legally binding upon the parties hereto to the same extent as delivery of an original counterpart.


 


-Balance of page is blank; Signature
page follows-


 






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IN
WITNESS WHEREOF, this Agreement has been executed as of the day and year first above written.


 


	 	LANDLORD:
	 	 
	 	TRINITY HUDSON HOLDINGS, LLC
	 	 
	 	 
	 	By:	/s/ Sujohn Sarkar
	 	Sujohn Sarkar
	 	Chief Executive Officer
	 	 	 
	 	 	 
	 	By:	/s/ Susan MacEachron
	 	Susan MacEachron
	 	Chief Financial Officer
	 	 	 
	 	 	 
	 	TENANT:
	 	 	 
	 	SQUARESPACE, INC.
	 	 
	 	 
	 	By:	/s/ Courtenay O’Connor
	 	Name:	Courtenay O’Connor
	 	Title:	General Counsel