Exhibit
10.25


 


This document is an English translation of a document prepared in German. In case of any ambiguity, the German text shall
prevail. 


 


3rd
Supplement to the rental contract dated 6 June 2018 


together
with 1st supplement dated 16/23 July 2018 


and
2nd supplement dated 17/20/22 August 2018


 


between


 


CureVac
Real Estate GmbH, Paul-Ehrlich-Straße 15, 72076 Tübingen


 


-
hereinafter referred to as “CureVac” -


 


and


 


HSB
Vermietungs- und Verpachtungs- GmbH & Co. KG, Kaiserstraße 58,


88348
Bad Saulgau


 


-
hereinafter referred to as “HSB” -


 


-
CureVac and HSB are hereinafter referred to as “parties” -


 


Preamble


 


There
is a rental contract between CureVac and HSB dated 6 June 2018, together with a first supplement to the rental contract dated
16/23 July 2018 and a second supplement to the rental contract dated 17/20/22 August 2018 (hereinafter referred to collectively
as the "rental contract") for two buildings still to be constructed on the land at Friedrich-Miescher-Strasse
15 in Tübingen (hereinafter referred to as the "land"). HSB acquired the land from the City of Tübingen
by notarial deed dated September 18, 2018 (deed no. 67 46/2018 issued by notary Werner Dieterle with official residence in Ludwigsburg).
On 17 September 2018, HSB began construction of the buildings rented to CureVac.


 


HSB
intends to conclude a notarised purchase contract for the land, in which HSB undertakes to construct the buildings to be erected
under the rental contract, with a buyer. The purchase contract should be designed in such a way that the transfer of ownership
to the buyer takes place after the buildings to be constructed are handed over to CureVac as per the rental contract.


 






    	 	 	 



    	 	 	 1



    

 







In
the interim, planning discussions have taken place between CureVac and HSB to revise the existing planning for rental property
1 and rental property 2. The floor plans were revised and updated on the basis of the agreed changes in the design of rental property
1 and rental property 2. The amended plans are attached to this supplement as an annex. HSB's obligation to erect rental
property 1 and rental property 2 is now based on these amended plans, which are attached as an annex.


 


The
increased/reduced costs associated with the plan changes are recorded in an increased/reduced cost list. If this cost calculation
results in an increase in costs compared to the original planning, these increased costs will be borne by CureVac as special requests
by the tenant and paid to HSB. Any reduction in costs will be reimbursed by HSB to CureVac. The invoice for increased/reduced
costs will be made in a separate invoice from the rental contract.


 


The
construction cost subsidy agreed in Section 11a of the rental contract (which became part of the contract by way of the 2nd supplement
to the rental contract) will be paid by CureVac to HSB after the conclusion of this 3rd supplement and will be evenly offset against
the monthly rents of the last 5 years of the rental period.


 


The
parties assume that the provision of Section 566c of the German Civil Code (BGB) does not apply to the construction cost subsidy
in the specific case, since the requirements developed in jurisdiction for an exception to Section 566c of the German Civil Code
are met, so that the construction cost subsidy is also effective vis-à-vis a buyer, i.e. in accordance with the provisions
of Section 11a of the rental contract it can be evenly offset against the monthly rents of the last 5 years of the rental period
and any reimbursement liability after the transfer of the rental relationship to a buyer is borne solely by the buyer as the new
landlord.


 


As
a purely precautionary measure, the parties nevertheless conclude this 3rd supplement to the rental contract, in which, among
other things, Section 566c of the German Civil Code is to be waived:


 


		1.	The
                                         parties agree that the rental contract is transferred to the new buyer as the new landlord
                                         at the time of registration of a buyer as the new owner of the land in the land register.
                                         HSB withdraws from the rental contract upon registration of the buyer as the new owner
                                         of the land in the land register.



 


			HSB
declares that according to the current conception, the purchase contract with the buyer provides for a transfer of ownership to
the buyer at a point in time after the transfer of rental property 1 and rental property 2 to CureVac.



 






    	 	 	 



    	 	 	 2



    

 


In
the event that the purchase contract to be concluded with a buyer provides for transfer of ownership before rental property 1
and rental property 2 are handed over to CureVac, HSB undertakes to provide an extended guarantee by Georg Reisch GmbH & Co.
KG, which secures the obligation of the respective landlord to hand over rental properties 1 and 2 in due time according to Section
1 of the rental contract at the times specified in No. 3 of the second supplement to the rental contract as well as for all claims
for damages of CureVac, which result from the fact that the respective landlord does not hand over rental property 1 and rental
property 2 to CureVac at the times specified in No. 3 of the second supplement to the rental contract. The guarantee of Georg
Reisch GmbH & Co. KG dated 13 September 2018 is to be returned by CureVac as and when the extended guarantee is handed over.


 


		2.	The
                                         parties assume that Section 566c of the German Civil Code does not apply to the construction
                                         cost subsidy to be paid by CureVac, since the following points are cumulative according
                                         to the parties' consistent assessment and thus the requirements developed by jurisdiction
                                         for an exemption from the application scope of Section 566c of the German Civil Code
                                         are met:



 


		-	The
                                         construction cost subsidy was agreed in the 2nd supplement to the rental contract and
                                         is not based on any other agreement.



 


		-	The
                                         construction cost subsidy is offset against the expected rent due in the last five rental
                                         years.



 


		-	The
                                         construction cost subsidy was paid from CureVac's own resources.



 


		-	The
                                         construction cost subsidy is intended for the construction of rental property 1 and rental
                                         property 2 in accordance with the rental contract and is used by HSB for this purpose.



 


		-	The
                                         material value of the land, which HSB acquired from the City of Tübingen undeveloped,
                                         is increased by the construction of rental property 1 and rental property 2.



 


		-	The
                                         increase in material value actually also benefits a buyer. In this respect, the parties
                                         hereby clarify that the development of the land with rental property 1 and rental property
                                         2, and thus also the rental of the contractual property to CureVac, could not take place
                                         without the construction cost subsidy.



 






    	 	 	 



    	 	 	 3



    

 







In
this respect, HSB undertakes to use the construction cost subsidy exclusively for the construction of rental property 1 and rental
property 2 in accordance with the rental contract.


 


		3.	As
                                         a precautionary measure, CureVac and HSB hereby agree that Section 566c of the German
                                         Civil Code shall not apply with regard to the construction cost subsidy to be paid by
                                         CureVac, since even a buyer without the restriction of Section 566c of the German Civil
                                         Code shall be bound by the agreement between the HSB and CureVac in Section 11a of the
                                         rental contract concerning the construction cost subsidy and its offsetting against the
                                         monthly rent in the last five rental years. As a consequence, any reimbursement liability
                                         shall also be borne in full by one buyer alone as soon as the rental relationship has
                                         been transferred to a buyer as the new landlord or the buyer has entered by law (Section
                                         566 (1) BGB in conjunction with 567a BGB) into the rental contract in place of HSB.



 


HSB
undertakes to oblige a buyer of the land to participate in a three-page formal supplement to the rental contract in which the
provision of Section 566c of the German Civil Code (BGB) is waived and assessed, that the buyer is bound by the agreement between
HSB and CureVac in Section 11a of the rental contract concerning the construction cost subsidy and its offsetting against the
monthly rent for the last five rental years and that the buyer alone is responsible for any reimbursement liability after taking
over the rental relationship as the new landlord.


 


HSB
and CureVac undertake to cooperate on such a three-page formal supplement with a buyer.


 


		4.	HSB
                                         or – after transfer of the rental relationship according to item 1 – a buyer
                                         are entitled to repay CureVac the construction cost subsidy paid at any time. In this
                                         case also the rent in the last five tenants of CureVac is to be paid in full according
                                         to the contract, i.e. an offsetting does not take place. The contracting parties must
                                         record such a repayment of the construction cost subsidy and the offsetting against the
                                         rent in the last five rental years, which is no longer applicable, in a written supplement
                                         to the rental contract.



 


		5.	The
                                         provisions of Section 566 (2) of the German Civil Code (BGB) are waived by mutual agreement.



 


		6.	CureVac
                                         agrees to the transfer of a rent security deposit paid in accordance with Section 11
                                         of the rental contract to a buyer. After transfer of the rental relationship to a buyer
                                         as new landlord and transfer of the rent security deposit to a buyer, HSB is no longer
                                         liable for the repayment of the rent security deposit to CureVac.



 






    	 	 	 



    	 	 	 4



    

 










		7.	HSB's
                                         obligation to construct rental property 1 and rental property 2 is now based on the floor
                                         plans in the annex to this supplement.



 


The
increased/reduced costs associated with the plan changes are recorded in an increased/reduced cost list. If this cost calculation
results in increased costs compared to the original plans, these increased costs will be borne by CureVac as special requests
by the tenant and paid to HSB. HSB will reimburse any reduced costs to CureVac. The invoicing of increased/reduced costs takes
place in a separate invoice from the rental contract.


 


		8.	The
                                         remaining contractual provisions of the rental contract dated 6 June 2018, the 1st supplement
                                         to the rental contract dated 16/23 July 2018 and the 2nd supplement to the rental contract
                                         dated 17/20/22 August 2018 continue to apply unchanged.



 


	Bad
    Saulgau,	11.5.2018	 	Tübingen,	10.22.18


 


	/s/
    HSB Vermietungs- und Verpachtungs- GmbH & Co. KG	 	/s/
    Dr Florian von der Mülbe
	HSB
        Vermietungs- und Verpachtungs- GmbH & Co. KG

        (landlord)
	 	CureVac
        Real Estate GmbH

        (tenant)
	Dr
    Florian von der Mülbe

    Management


 


	 	 	Tübingen,	10.22.18


 


	 	 	/s/
    Dr. Franz-Werner Haas	/s/
    Dr Mariola Fotin mieczek
	 	 	Dr. Franz-Werner Haas	Dr Mariola Fotin-mieczek
	 	 	Chief Corporate Officer	Chief Scientific Officer 
	 	 	(Joint and several debtor together with CureVac Real Estate GmbH)



 






    	 	 	 



    	 	 	 5



    

 


The
remainder of the document is illegible.