In re Vyaire Medical — First Amendment to Lease (Quad DBC Holdings and Vyaire Medical)
- Date
- 2025-04-07
Summary
Exhibit A to Doc 1056 in In re Vyaire Medical, Case 24-11217-BLS, filed April 7, 2025, reproducing a First Amendment to Lease between Quad DBC Holdings LLC as landlord and Vyaire Medical, Inc. as tenant. The amendment, dated July 31, 2018, modifies a lease entered on October 3, 2017 for two buildings at 510 Technology and 520 Technology in Irvine, California. It sets the lease Commencement Date at November 12, 2018, permits early floor-by-floor occupancy without Basic Rent, and addresses phased construction of tenant improvements in the 520 Technology Building. It provides that the Letter of Credit is not eligible for reduction until those phased improvements are substantially completed. The amendment closes with general terms and signature blocks for both parties.
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Case 24-11217-BLS Doc 1056-1 Filed 04/07/25 Page 1 of 3
Exhibit A
DocuSign Envelope ID: D0E11DD3-029F-4E4F-BB80-022328262454
Case 24-11217-BLS Doc 1056-1 Filed 04/07/25 Page 2 of 3
FIRST AMENDMENT TO LEASE
I. PARTIES AND DATE.
This First Amendment to Lease (“Amendment”) dated 7/31/18
[[FinalExecutionDate]], is by and between
QUAD DBC HOLDINGS LLC, a Delaware limited liability company (“Landlord”), and VYAIRE MEDICAL,
INC., a Delaware corporation (“Tenant”).
II. RECITALS.
On October 3, 2017, Landlord and Tenant entered into a lease (“Lease”) for all of the leasable
space in two buildings located at 510 Technology and 520 Technology, Irvine, California (“Premises”).
Landlord and Tenant each desire to modify the Lease to make such modifications as are set forth
in “III. MODIFICATIONS” next below.
III. MODIFICATIONS.
A. Commencement Date. Section 3.1 of the Lease is hereby deleted in its entirety and the
following substituted therefor:
“3.1. GENERAL. The term of this Lease (“Term”) shall be for the period shown in Item 5 of
the Basic Lease Provisions. The Term shall commence (“Commencement Date”) on
November 12, 2018.”
B. Early Occupancy. In addition to the early access to the Premises provided for by Section II.H
of the Work Letter, Tenant shall be permitted to occupy part of the Premises, on a floor-by-floor basis, in
order that it may commence its regular business activities therein prior to the Commencement Date,
provided that the Tenant Improvements for such floors have been substantially completed and a
certificate of occupancy therefor, if applicable, has been issued, and further provided that Tenant has
made payment of all deposits due under the Lease and delivered proper evidence of insurance pursuant
to Exhibit D of the Lease. Tenant’s occupancy of such floors of the Premises for its regular business
activities prior to the Commencement Date shall be subject to all of the terms and obligations of the
Lease, including the indemnity provisions thereof, except that Tenant shall not be required to pay Basic
Rent for such floors of the Premises during that period but shall be required to pay Tenant’s Share of
Operating Expenses and any other charges (e.g., after-hours HVAC) as provided in the Lease for those
floors that Tenant elects to occupy. It is agreed that, for purposes of the immediately preceding sentence,
the occupancy of any portion of any floor of the Premises for Tenant’s regular business activities shall be
deemed to be occupancy of the entire floor.
C. Phased Construction; Letter of Credit. Tenant intends to construct the Tenant Improvements
for a portion of the second floor and all of third and fourth floors of the 520 Technology Building (the “520
Technology Phased Improvements”) in a later phase after completing construction of the initial Tenant
Improvements for the remainder of the Premises. Tenant has requested, and Landlord agrees, that the
entire Landlord’s Contribution shall be available for disbursement to Tenant for the initial Tenant
Improvement Work that excludes the 520 Technology Phased Improvements; provided, however, that as
a condition to Landlord’s approval of the design of the initial Tenant Improvements that excludes the 520
Technology Phased Improvements, Tenant agrees that, notwithstanding anything to the contrary in
Section 4.3 of the Lease, the amount of the Letter of Credit shall not be eligible for reduction (either
automatically or by satisfaction of the LC Reduction Conditions) unless and until the 520 Technology
Phased Improvements have been substantially completed and all governmental approvals required for
occupancy in connection therewith have been received. The design, construction, and (if applicable)
funding of the 520 Technology Phased Improvements shall be subject to all of the terms and conditions of
Sections II and III of the Work Letter, except that (i) the requirement to approve the Preliminary Plan and
Preliminary Cost Estimate for the 520 Technology Phased Improvements by the Plan Approval Date shall
not apply, (ii) the Commencement Date shall not be accelerated by Tenant Delay as set forth in Section
II.F (it being understood that the Commencement Date shall be fixed on November 12, 2018 for the entire
Premises), and (iii) if any portion of the Moving Allowance is utilized in connection with the 520
Technology Phased Improvements, the reimbursement submittal deadline shall be 6 months after the
substantial completion of the 520 Technology Phased Improvements. Tenant shall fully approve the
design and cost of the 520 Technology Phased Improvements and authorize Landlord to substantially
complete the 520 Technology Phased Improvements prior to the expiration or earlier termination of the
Lease, and the failure to do so shall constitute a Default that will permit Landlord to draw upon the Letter
of Credit to fund the cost of performing 520 Technology Phased Improvements.
IV. GENERAL.
A. Effect of Amendment. The Lease shall remain in full force and effect and unmodified except
to the extent that it is modified by this Amendment.
IOPLEGAL-4-44 7/20/18 - Lease 247733, Amendment 247733 - 1.1
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DocuSign Envelope ID: D0E11DD3-029F-4E4F-BB80-022328262454
Case 24-11217-BLS Doc 1056-1 Filed 04/07/25 Page 3 of 3
B. Entire Agreement. This Amendment embodies the entire understanding between Landlord
and Tenant with respect to the modifications set forth in "III. MODIFICATIONS" above and can be
changed only by a writing signed by Landlord and Tenant.
C. Defined Terms. All words commencing with initial capital letters in this Amendment and
defined in the Lease shall have the same meaning in this Amendment as in the Lease, unless they are
otherwise defined in this Amendment.
D. Corporate and Partnership Authority. If Tenant is a corporation or partnership, or is
comprised of either or both of them, each individual executing this Amendment for the corporation or
partnership represents that he or she is duly authorized to execute and deliver this Amendment on behalf
of the corporation or partnership and that this Amendment is binding upon the corporation or partnership
in accordance with its terms.
E. Counterparts; Digital Signatures. If this Amendment is executed in counterparts, each is
hereby declared to be an original; all, however, shall constitute but one and the same amendment. In any
action or proceeding, any photographic, photostatic, or other copy of this Amendment may be introduced
into evidence without foundation. The parties agree to accept a digital image (including but not limited to
an image in the form of a PDF, JPEG, GIF file, or other e-signature) of this Amendment, if applicable,
reflecting the execution of one or both of the parties, as a true and correct original.
V. EXECUTION.
Landlord and Tenant executed this Amendment on the date as set forth in “I. PARTIES AND
DATE.” above.
LANDLORD: TENANT:
QUAD DBC HOLDINGS LLC, VYAIRE MEDICAL, INC.,
a Delaware limited liability company a Delaware corporation
By [[Executor 1 Signature]] By [[Tenant 1 Signature]]
[[Executor
Steven M.1Case
Name]] Printed Name [[Tenant 1 Name]]
Kevin Klemz
[[Executor 1 Title Line 1]] Title [[Tenant 1 Title]]
Executive Vice President Executive Vice President, Chief Legal Officer
[[Executor 1 Title Line 2]]
Office Properties
By [[Tenant 2 Signature]]
By [[Executor 2 Signature]]
Printed Name [[Tenant 2 Name]]
David Stafford
[[Executor
Michael T.2 Bennett
Name]] Title [[Tenant 2 Title]]
Executive Vice President, Chief Financial Officer
[[Executor 2 Title Line 1]]
Senior Vice President, Operations
[[Executor 2 Title Line 2]]
Office Properties
[[ReviewerInitial1]]
IOPLEGAL-4-44 7/20/18 - Lease 247733, Amendment 247733 - 1.1
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- gov.uscourts.deb.193283.1056.1.pdf
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- SHA-256
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