First Amendment To Lease

EXHIBIT 10.39


FIRST AMENDMENT TO LEASE


THIS FIRST AMENDMENT TO LEASE, is made this 24/th/ day of October, 2000 by and between EAGLEVIEW TECHNOLOGY PARTNERS ("Landlord") and 3-DIMENSIONAL PHARMACEUTICALS, INC. ("Tenant") amending that certain Amended and Restated Lease for Combination Office/Laboratory/Light Manufacturing space dated December 12, 1997 ("Original Lease") pertaining to 30,411 square feet of space located in Eagleview Corporate Center located on Lot 28, 665 Stockton Drive, Uwchlan Township, Chester County, Pennsylvania ("Original Leased Space").


BACKGROUND


Landlord and Tenant are parties to the Original Lease for the Original Leased Space.


Tenant desires to temporarily expand the Original Leased Space by 10,420 square feet ("Temporary Space") as depicted on Exhibit "A" attached hereto and made a part hereof upon the termination and vacation of that space by Bentley Systems, Incorporated ("Bentley") pursuant to a Third Lease Amendment Agreement between Landlord and Bentley ("Bentley Lease") being executed contemporaneously with this Amendment. Landlord has agreed to this request subject to the terms and conditions of this First Amendment.


NOW THEREFORE, the parties hereto each intending to be legally bound hereby agree that the Original Lease is hereby amended and modified as follows:


1. Leased Space. Paragraph 1 of the Original Lease is hereby amended
------------ so that during the "Temporary Tenancy Term" (as hereinafter defined), the Leased Space shall be increased by 10,420 square feet. The term "Leased Space" as used in the Original Lease shall be 40,831 square feet during the Temporary Tenancy Term.


2. Term. The term that Tenant has tenancy of the Temporary Space shall
---- be known as the "Temporary Tenancy Term". Tenant's obligations to pay rent for the Temporary Space and the Temporary Tenancy Term shall commence the date that the Bentley Lease terminates and Bentley has vacated the Temporary Space. Landlord shall endeavor to deliver possession to Tenant of the Temporary Space ("Delivery Date") by November 24, 2000. The Delivery Date shall be when Landlord has substantially completed that work described in Exhibit "B" attached hereto and made a part hereof. The Temporary Tenancy Term shall end on June 30, 2001, unless renewed or terminated sooner as provided for herein.


1


3. Rent.
----


(a) Paragraph 3(a)(i) of the Original Lease is hereby modified so that during the Temporary Tenancy Term, Tenant's Proportionate Share shall be one hundred (100%) percent.


(b) Paragraph 3(b) of the Original Lease is hereby modified by adding that during the Temporary Tenancy Term Tenant shall pay Landlord Minimum Annual Rent for the Temporary Space equal to $13.00 per square foot per annum or $135,460.00, based on a full year, or appropriately pro-rated for less then a full year or for the month of October, 2000.


4. Condition of Temporary Space. Tenant acknowledges and agrees
---------------------------- that it shall take the Temporary Space in "as is" condition, except as specified in Exhibit "B".


5. Renewal. Provided that there has occurred no event of default by
------- Tenant under this Lease, nor any event which following the issuance of notice, the passage of time or both would be an event of default, Tenant shall have the right, by giving written notice to Landlord not less tha ...