Exhibit 10.60
FIRST AMENDMENT TO
LEASE
This First Amendment to
Lease (“Amendment”) made and entered into this 2nd day
of January, 2007, by and between BRANDYWINE OPERATING
PARTNERSHIP, L.P., a Delaware limited partnership ("Landlord"), and
CLINFORCE, INC., a Delaware corporation with its principal place of
business at 4815 Emperor Boulevard, Durham, NC 27713
("Tenant").
WHEREAS, Landlord leased
certain premises consisting of 4739 rentable square feet of space
commonly referred to Suite 200 (“Original Premises”)
located at 321 Norristown Road, Ambler, PA,
19002 (“Building”), to Tenant pursuant to that certain
Lease dated August, 2006, hereinafter referred to as
“Lease,” the Premises being more particularly described
therein; and
WHEREAS, Tenant desires
to expand the size of the Premises that they Lease by adding an
additional 2,979 rentable square feet (“RSF”) of space
on the second floor of the Building (Suite 205) under the
Lease;
WHEREAS, Landlord and
Tenant wish to amend the Lease as follows;
NOW, THEREFORE, in
consideration of these present and the agreement of each other,
Landlord and Tenant agree that the Lease shall be and the same is
hereby amended as follows:
1.
Incorporation of
Recitals .
The recitals set forth above, the Lease referred to therein
and the exhibits attached hereto are hereby incorporated herein by
reference as if set forth in full in the body of this Amendment.
Capitalized terms not otherwise defined herein shall have the
meanings given to them in the Lease.
2.
Lease of Additional
Premises .
(a)
The Lease is hereby amended to
provide that Landlord hereby demises and lets unto Tenant, and
Tenant hereby leases and hires from Landlord, all that certain
space on the second floor of the Building (Suite 205) containing
approximately 2,979 RSF of space (the “Additional
Premises”), as shown on Exhibit “A” which
is attached hereto and made a part hereof. The term of the
Lease for the Additional Premises shall commence on the
date which is the earlier of (i) when Tenant, with Landlord's prior
consent, assumes possession of the Additional Premises for its
Permitted Uses, or (ii) upon substantial completion of the
improvements required to be made by Landlord, if any under
Article 2(b ) below (“Additional Premises Commencement
Date”). Substantial completion means that the
initial improvements called for by this First Amendment have been
completed to the extent that the Additional Premises may be
occupied by Tenant for its Permitted Use, subject only to
completion of minor finishing, adjustment of equipment, and other
minor construction aspects, and Landlord has procured a temporary
or permanent certificate of occupancy permitting the occupancy of
the Additional Premises, if required by law (hereafter,
“substantial completion”). It is the mutual
intention of Landlord and Tenant that the Additional Premises shall
be leased to and occupied by Tenant on and subject to all of the
terms, covenants and conditions of the Lease except as otherwise
expressly provided to the contrary in this First Amendment, and to
that end Landlord and Tenant hereby agree that from and after the
Additional Premises Commencement Date the word
“Premises”, as defined in the Lease, shall mean and
include both the Original Premises and the Additional Premises,
containing a total of 7,718 RSF, unless the context otherwise
requires.
(b)
The Additional Premises shall be
delivered to Tenant on an “As Is” basis except as
indicated on the mutually agreed upon Plan/Construction Scope of
Work which shall be completed using building standard finishes
(“Landlord’s Work”), which is attached
hereto, made a part hereof and marked as Exhibit
“B”. Upon completion of
Landlord’s Work, Landlord and Tenant shall schedule a
pre-occupancy inspection of the Additional Premises at which time a
punchlist of outstanding items, if any, shall be completed.
Landlord shall use reasonable efforts to complete the items
on the punchlist within thirty (30) days, or if the nature of the
items requires additional time, within such additional time as is
reasonable necessary.
(c)
The Additional Premises
Commencement Date shall be confirmed by Landlord and Tenant by the
execution of a Confirmation of Lease Term in the form attached
hereto as Exhibit "C" . If Tenant fails to execute or
object to the Confirmation of Lease Term within ten (10) business
days of its delivery, Landlord’s determination of such dates
shall be deemed accepted.
1
3.
Term
:
The Lease Term for the
Additional Premises shall commence on the Additional Premises
Commencement Date and terminate coterminously with the
Lease.
4.
Fixed
Rent:
(a)
From and after the
Additional Premises Commencement Date, Tenant shall pay to Landlord
Fixe
