FIRST LEASE AMENDMENT

Exhibit 10.2

FIRST LEASE AMENDMENT

THIS FIRST LEASE AMENDMENT (“Amendment”) made as of the 28th day of May, 2019 (the “Effective Date”) by and between DS400OWNER, LLC (“Owner”), having an office at ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ and REGENXBIO INC. (“Tenant”), having an office at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇.

W I T N E S S E T H:

WHEREAS, pursuant to that certain Agreement of Lease, dated as of May 16, 2016, by and between 400 Madison Holdings, LLC (“Prior Owner”), predecessor-in-interest to Owner, as landlord, and Tenant, as tenant (the “Existing Lease”), Prior Owner did demise and let to Tenant and Tenant did hire and take from Prior Owner, a portion of the eighth (8^th) floor, designated by Prior Owner as Suite 8F (the “Existing Premises”), which the parties deem to comprise approximately 3,865 square feet of rentable area (but such measurement shall not constitute a representation or warranty of any kind by Owner as to the actual square footage of the Existing Premises, rentable or otherwise, nor shall such measurement be subject to confirmation), in the building known as ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, in the Borough of Manhattan, City and State of New York (the “Building”) for a term to expire on October 31, 2020 (the “Current Expiration Date”); and

WHEREAS, Owner desires to lease to Tenant and Tenant desires to hire from Owner, in addition to the Existing Premises, certain space consisting of the balance of the rentable portion of the eighth (8^th) floor of the Building, which the parties deem to comprise approximately 6,635 square feet of rentable area (but such measurement shall not constitute a representation or warranty of any kind by Owner as to the actual square footage of additional portion of the 8^th floor of the building, rentable or otherwise, nor shall such measurement be subject to confirmation), as more particularly described in Exhibit A attached hereto and made a part hereof, but excluding elements of the Building which penetrate through the floor and janitor and electrical closets (the “Additional Premises”); and

WHEREAS, the parties hereto desire to (i) add the Additional Premises to the Existing Premises, on the terms and conditions of the Existing Lease, except as otherwise set forth herein, (ii) extend the Current Expiration Date as set forth in this Amendment and (iii) further amend the Existing Lease as set forth herein. The Existing Lease, as amended by this Amendment, is hereinafter referred to as the “Lease”.

NOW THEREFORE, in consideration of the premises and other good and valuable consideration, the mutual receipt and legal sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

1. Defined Terms. For purposes of this Amendment, capitalized terms shall have the meanings ascribed to them in the Existing Lease, unless otherwise defined herein.

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2. Additional Premises.

(a) Effective as of the earlier to occur of (i) Owner’s First Amendment Work Substantial Completion Date (as hereinafter defined) and (ii) the date on which Tenant or anyone acting by, through or under Tenant takes possession of the Additional Premises for any purpose other than for the performance of Pre-possession Activities (the earlier of such dates being herein referred to as the “Additional Premises Adjustment Date”), the Additional Premises shall be added to the Existing Premises, as if originally included in the demise under the Existing Lease. Effective from and after the Additional Premises Adjustment Date and continuing until the Extension Period Expiration Date (as hereinafter defined), (i) the term “Demised Premises”, “demised premises” or “Premises” as used herein and in the Existing Lease shall be deemed to include both the Existing Premises and the Additional Premises and (ii) the parties deem the Demised Premises to comprise approximately 10,500 square feet of rentable area (but such measurement shall not constitute a representation or warranty of any kind by Owner as to the actual square footage of the Demised Premises, rentable or otherwise, nor shall such measurement be subject to confirmation), as more particularly described in Exhibit A-1 attached hereto and made a part hereof, but excluding elements of the Building which penetrate through the floor and janitor and electrical closets. Owner does hereby demise and let to Tenant and Tenant does hereby hire and take from Owner the Additional Premises subject and subordinate to each Superior Lease and Superior Mortgage as provided in the Lease and upon and subject to all of the covenants, agreements, terms and conditions of the Lease. Promptly after the occurrence of the Additional Premises Adjustment Date, Owner and Tenant shall confirm the occurrence thereof and confirm the Extension Period Expiration Date (as defined in Section 3 below) by executing an instrument provided by Owner and reasonably satisfactory to Tenant; provided, that, the failure by Owner or Tenant to execute such an instrument shall not affect the occurrence of such dates as provided in this Amendment.

(b) Notwithstanding the provisions of Section 2(a) above, Tenant may have access to the Additional Premises prior to the Additional Premises Substantial Completion Date solely for the performance of Pre-possession Activities in the Additional Premises as and to the extent provided in, and subject to the provisions of, Section 37(a)(ii) of the Existing Lease, it being agreed that, with respect to the Additional Premises, references in said Section to (i) the “Demised Premises” shall be deemed to refer to and mean the Additional Premises, (ii) the “Substantial Completion Date” shall be deemed to refer to and mean the Owner’s First Amendment Work Substantial Completion Date, (iii) the “Owner’s Initial Work” shall be deemed to refer to and mean Owner’s First Amendment Work, and (iv) the “Commencement Date” shall be deemed to refer to and mean the Additional Premises Adjustment Date.

3. Extension Period. The term of the Lease is hereby extended for an additional period (the “Extension Period”) to commence on November 1, 2020 (the “Extension Period Commencement Date”) and to expire (unless the Lease shall be sooner terminated in accordance with the terms of the Lease or pursuant to law) on the day immediately preceding the seventh (7^th) anniversary of the Additional Premises Rent Commencement Date (as hereinafter defined), or if the Additional Premises Rent Commencement Date is not the first day of a calendar month, on the last day of the calendar month in which the seventh (7^th) anniversary of the Additional Premises Rent Commencement Date shall occur (as applicable, the “Extension

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Period Expiration Date”), upon and subject to all the covenants, agreements, terms, conditions and provisions set forth in the Existing Lease, except as otherwise provided herein, with the same force and effect as if said term, as hereby extended, were the term originally granted with respect to the Demised Premises, under the Existing Lease. “Additional Premises Rent Commencement Date” means the seven (7) month anniversary of the Additional Premises Adjustment Date. From and after the date of this Amendment, the term “expiration date” or “Expiration Date” as used herein and in the Existing Lease shall be deemed to refer to the Extension Period Expiration Date. Tenant acknowledges that it shall have no right to extend the term of the Lease beyond the Extension Period Expiration Date.

4. Fixed Rent.

(a) (i) Effective from and after the Additional Premises Adjustment Date and continuing until the Extension Period Expiration Date, the rental rates per annum payable with respect to the Additional Premises only (the “Additional Premises Fixed Rent”) shall be as set forth on Schedule A attached hereto and made a part hereof.

(ii) Upon the execution and delivery of this Amendment, Tenant shall pay Owner the amount of $43,956.88 as payment for the first month’s Additional Premises Fixed Rent as set forth in Schedule A in respect of the first monthly installment of Additional Premises Fixed Rent due under this Amendment after the expiration of the Additional Premises Abatement Period, if and as applicable (the “Initial Additional Premises Rent Payment”). If the Additional Premises Adjustment Date is other than the first day of a month, the Initial Additional Premises Rent Payment shall be appropriately prorated and applied to the first month’s Additional Premises Fixed Rent which is due following the Additional Premises Abatement Period, and any balance shall be applied to the Additional Premises Fixed Rent due for the next succeeding month.

(iii) Notwithstanding the provisions of Section 4(a)(i) above, provided that Tenant shall not then be in default in the payment of Fixed Rent and Additional Charges and Tenant shall not be in default under any of the terms, covenants and conditions contained in the Lease beyond the expiration of any applicable notice and/or cure period (or, if Tenant shall so be in default, then upon the cure of all such defaults), Tenant shall be entitled to an abatement of the Additional Premises Fixed Rent and the Tax Payment for the Additional Premises for the period (the “Additional Premises Abatement Period”) commencing on the Additional Premises Adjustment Date and ending on the seven (7) month anniversary of the Additional Premises Adjustment Date, except that during the Additional Premises Abatement Period, Tenant shall not be relieved of its obligation to pay the electric inclusion component of Additional Premises Fixed Rent payable during the Additional Premises Abatement Period, plus all Additional Charges (other than the Tax Payment) with respect to the Additional Premises) payable during the Additional Premises Abatement Period. Such abatement shall be applied to the first Additional Premises Fixed Rent due after the Additional Premises Adjustment Date. Except as specifically set forth in this Section 4(a)(iii) or in the Existing Lease, Tenant shall not be entitled to any other abatements or free rent with respect to the Additional Premises and/or the Extension Period. Owner shall promptly advise Tenant in writing of any specific default upon which Owner is relying in withholding the rent abatement to which Tenant would otherwise be entitled during the Additional Premises Abatement Period. Notwithstanding anything to the contrary contained in this Amendment, the Additional Space Abatement Period shall be extended by one (1) day for each day of Owner’s Delay (as defined in Section 10(i) below).

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(b) (i) Effective until the Current Expiration Date, the Fixed Rent for the Existing Premises shall be as set forth in the Existing Lease and, except as otherwise expressly set forth in this Amendment, shall not be amended or modified hereby.

(ii) Effective from and after the Extension Period Commencement Date and continuing until the Extension Period Expiration Date, the rental rates per annum payable with respect to the Existing Premises only (the “Existing Premises Fixed Rent”) shall be as set forth on Schedule A-1 attached hereto and made a part hereof.

(iii) Effective from and after the Additional Premises Adjustment Date and continuing through the Extension Period Expiration Date, references in the Lease to “Fixed Rent” shall be to the sum of the Existing Premises Fixed Rent plus the Additional Premises Fixed Rent.

(iv) Notwithstanding the foregoing, for the period commencing on the date that Tenant actually vacates the Existing Premises pursuant to Section 8(d)(iii) below and ending on the later to occur of (i) the Additional Premises Adjustment Date and (ii) the seven (7) month anniversary of the Existing Premises Required Vacate Date (as hereinafter defined), all Rent payable with respect to the Existing Premises shall be abated.

5. Taxes. With respect to the Tax Payment provided for in Article 38 of the Lease:

(a) Effective from and after the Additional Premises Adjustment Date,

(i) With respect to the Additional Premises only, Tenant’s Percentage as set forth in Section 38(a)(iv) of the Existing Lease shall be 3.627%, which represents the fraction, expressed as a percentage, calculated by using the deemed rentable square footage of the Additional Premises as provided in the Recitals as the numerator and a denominator of 182,930, which the parties deem to be the rentable square footage of the Building (but such measurement shall not constitute a representation or warranty of any kind by Owner as to the actual square footage of the Building, rentable or otherwise, nor shall such measurement be subject to confirmation).

(ii) With respect to the Additional Premises only, the Base Taxes set forth in Section 38(a)(v) of the Existing Lease shall be average of (1) the Taxes payable for the Tax Year commencing July 1, 2018 and ending June 30, 2019 and (2) the Taxes payable for the Tax Year commencing July 1, 2019 and ending June 30, 2020 (the “Additional Premises Base Taxes”).

(b) (i) Tenant’s Percentage for the Existing Premises only shall be as set forth in the Existing Lease and shall not be amended or modified by this Amendment.

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(ii) Until the Current Expiration Date, the Base Taxes for the Existing Premises shall only be as set forth in the Existing Lease and shall not be amended or modified by this Amendment. Thereafter, the Base Taxes for the Existing Premises shall be the Additional Premises Base Taxes.

(c) Tenant’s payment of Tax Payments with respect to the Additional Premises shall be calculated and paid pursuant to Article 38 of the Existing Lease, as though Owner and Tenant had entered into separate leases with respect to the Existing Premises and the Additional Premises, using the above-described Tenant’s Percentage and the Base Taxes for the Additional Premises.

6. Electricity.

(a) Effective from and after the Additional Premises Adjustment Date and through and including the Extension Period Expiration Date, Owner shall furnish electrical energy to the Additional Premises in the same manner and subject to the same terms that it furnishes electrical energy to the Existing Premises; provided, that, from and after the Additional Premises Adjustment Date, the “Base Electric Charge” (as defined in Section 42(a) of the Existing Lease) with respect to the Additional Premises only (the “Additional Premises Base Electric Charge”) shall be $23,222.50 per annum, which sum shall be subject to adjustment as and to the extent provided in the Existing Lease.

(b) The Base Electric Charge for the Existing Premises shall be as set forth in the Existing Lease and shall not be amended or modified hereby; provided, however, that such Base Electric Charge shall remain subject to adjustment as to and the extent provided in the Existing Lease.

7. Security Deposit. Owner and Tenant confirm that Owner is currently holding Tenant’s current security deposit in the form of an L/C in the amount of Two Hundred Twenty-Four Thousand Six Hundred Fifty-Three and 00/100 Dollars ($224,653.00) (the “Security Deposit”). It is agreed that no increased or additional Security Deposit shall be required in connection with this Amendment, the addition of the Additional Premises to the Existing Premises and/or the Extension Period, but the foregoing shall not affect Tenant’s replenishment obligations with respect to the Security Deposit as and to the extent set forth in the Lease.

8. Owner’s First Amendment Work.

(a) Tenant agrees to accept the Additional Premises “as is” on the Additional Premises Adjustment Date and agrees that, except as expressly set forth in this Amendment, Owner shall not be required to perform any work, supply any materials, contribute any funds or incur any expense to prepare the Additional Premises for Tenant’s initial occupancy, but, except as may otherwise be expressly provided in this Amendment, nothing contained in this Amendment shall be deemed to waive or reduce Owner’s repair, maintenance, restoration and/or legal compliance obligations under the Lease with respect to the Additional Premises.

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(b) Notwithstanding anything to the contrary contained in Section 8(a) above, subject to the terms and conditions set forth below, Owner, through its designated contractor(s), shall, commencing promptly after the date that the existing tenant of the Additional Premises as of the date of this Amendment (the “Existing Additional Premises Tenant”) shall vacate the Additional Premises, perform the work set forth on Exhibit B attached hereto and made a part hereof (“Owner’s First Amendment Work”). Owner’s First Amendment Work shall be performed only once, it being understood that Owner’s obligation to perform Owner’s First Amendment Work is a single, non-recurring obligation.

(c) As used in this Amendment, the term “Owner’s First Amendment Work Substantial Completion Date” means the date on which Owner’s First Amendment Work is substantially completed or would have been substantially completed but for any delay that Owner may encounter in commencing or performing Owner’s First Amendment Work (or any portion thereof) by reason of any act (including, but not limited to, Tenant’s failure to vacate the Existing Premises on or prior to the Existing Premises Required Vacate Date), neglect, failure or omission by Tenant, its agents, servants, employees, contractors or subcontractors, or Tenant’s failure to perform its obligations under the Lease or in timely providing information reasonably necessary to enable Owner to complete Owner’s First Amendment Work each, a “First Amendment Work Tenant’s Delay”), it being understood that substantial completion shall occur notwithstanding the fact that minor details, balancing or adjustments may not then have been completed; provided, that, such uncompleted work shall not materially interfere with Tenant’s performance of the Tenant’s First Amendment Work (as hereinafter defined). Notwithstanding the foregoing, the taking of possession of the Additional Premises by Tenant for any purpose other than for the conduct of Pre-possession Activities shall be deemed delivery of the Additional Premises by Owner, substantial completion of Owner’s First Amendment Work and an acceptance by Tenant of the Additional Premises, subject to the existence of latent defects and the completion of any minor punch list work. Promptly following delivery of possession of the Additional Premises to Tenant, Owner’s designated general contractor and Tenant’s authorized construction representative shall jointly walk through the Premises and develop a punch list of such minor uncompleted details, balancing or adjustments of Owner’s First Amendment Work, whereupon Owner’s contractors shall promptly complete same in coordination with Tenant and its contractors so as to minimize any material interference with the performance of Tenant’s First Amendment Work, but Owner shall not be required to perform work on an overtime or premium rate basis.

(d) (i) Tenant hereby acknowledges that the Additional Premises Adjustment Date is indeterminate and shall occur only as provided in Section 2 above and Tenant, therefore, waives any right to rescind this Amendment or the inclusion of the Additional Premises in the premises demised under the Lease under any applicable law, including, without limitation, Section 223(a) of the Real Property Law of the State of New York. Except as expressly set forth below, Tenant further waives any claim or damages which may result from any delay in the Additional Premises Substantial Completion Date or the delivery of possession of the Additional Premises on or by any particular day or dates.

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(ii) Promptly following Tenant’s vacating of the Existing Premises and the Additional Temporary Space (as hereinafter defined), but no earlier than the Existing Premises Required Vacate Date, Owner shall commence, and thereafter diligently perform, Owner’s First Amendment Work, using its commercially reasonable efforts to complete the Owner’s First Amendment Work in an expeditious manner, but in no event, except as otherwise expressly provided in this Section 8(d)(ii), shall Owner have any liability, nor shall Tenant’s obligations under the Lease be affected by Owner’s failure to complete the Owner’s First Amendment Work on or prior to any particular day or dates. Notwithstanding the foregoing, if Owner fails to cause the Owner’s First Amendment Work Substantial Completion Date to occur on or prior to January 1, 2020 (as such date shall be extended for each day of First Amendment Work Tenant’s Delay or Force Majeure Delay (as hereinafter defined), the “Additional Premises Delivery Outside Date”), then, provided that Tenant is otherwise ready and able to commence Tenant’s First Amendment Work but for such failure by Owner, as Tenant’s sole and exclusive remedy for such failure by Owner, the Additional Premises Abatement Period shall be extended by one (1) day for each day beyond the Additional Premises Delivery Outside Date that such failure continues. “Force Majeure Delay” means a delay occasioned wholly or in part by reason of (1) the failure of the Existing Additional Premises Tenant to vacate the Additional Premises in accordance with the applicable provisions of the Existing Additional Premises Tenant’s lease, but not more than 90 days from September 1, 2019, or (2) acts of God, strikes, lockouts or labor troubles, explosion, sabotage, accident, riot or civil commotion, acts of war, terrorism or bio-terrorism, fire or other casualty, or any other cause whatsoever beyond Owner’s reasonable control, including, but not limited to, government preemption or restrictions or by reason of any rule, order or regulation of any department or subdivision of any government agency or by reason of the conditions which have been or are affected, either directly or indirectly, by war or other emergency. Owner agrees to diligently enforce the applicable provisions of the Existing Additional Premises Tenant’s lease if the Existing Additional Premises Tenant shall not timely vacate in accordance with such provisions, including the prompt commencement and diligent prosecution of customary and reasonable legal proceedings.

(iii) Tenant shall vacate (and remove all of Tenant’s personal property, furniture, fixtures and equipment (collectively, “Tenant’s Property”) from, and deliver to Owner possession of, the Existing Premises and the Additional Temporary Space on or prior to the date (the “Existing Premises Required Vacate Date”) that is fourteen (14) days after receiving notice from Owner (the “Existing Premises Vacate Notice”). Each day beyond the Existing Premises Required Vacate Date that Tenant shall fail to vacate the Existing Premises and/or the Additional Temporary Space shall constitute a day of First Amendment Work Tenant’s Delay. Tenant shall confirm in writing its vacating of the Existing Premises and Additional Temporary Space and no such vacating of the Existing Premises and Additional Temporary Space shall be deemed to have occurred unless and until such confirmation has been delivered to Owner. Any Tenant’s Property remaining in the Existing Premises or Additional Temporary Space after Tenant shall have vacated such spaces shall be deemed abandoned and Owner may dispose of the same in any manner it may elect, without liability or accountability to Tenant or any third-party.

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9. Temporary Spaces.

(a) Temporary Space.

(i) Commencing on Tenant’s receipt of the Existing Premises Vacate Notice and continuing through the earlier to occur of (1) the Tenant’s First Amendment Work Substantial Completion Date (as hereinafter defined) and (2) the date that is nine (9) months after the Existing Premises Required Vacate Date (the “Temporary Space Term”), Owner shall demise to Tenant and Tenant shall lease from Owner the entire 18^th floor of the Building, designated by Owner as Suite 1800, which the parties deem to comprise approximately 4,500 square feet of rentable area (but such measurement shall not constitute a representation or warranty of any kind by Owner as to the actual square footage of such space, rentable or otherwise, nor shall such measurement be subject to confirmation), substantially as shown on Exhibit C attached hereto and made a part hereof (but excluding elements of the Building which penetrate through the floor and janitor and electrical closets) (the “Temporary Space”). On the Existing Premises Required Vacate Date, Tenant shall vacate the Existing Premises pursuant to Section 8(d)(iii) above and relocate its offices from the Existing Space to the Temporary Space. Tenant shall accept the Temporary Space in its “as-is” condition on the Existing Premises Required Vacate Date and Owner shall not be required to perform any work, supply any materials, contribute any funds or incur any expense to prepare the Temporary Space in connection with Tenant’s occupancy thereof, except that Owner shall deliver the Temporary Space vacant and in broom-clean condition, free of debris and personal property and free of hazardous substances and materials (including mold) the presence of which violates applicable laws, with all utilities connected thereto, with all Building-standard systems servicing the Temporary Space in working order and in compliance with all applicable laws the violation of which materially interferes with Tenant’s ability to occupy the Temporary Premises for the use permitted pursuant to Article 2 of the Existing Lease. During the Temporary Space Term, the term “Demised Premises”, “demised premises” or “Premises” as used herein and in the Existing Lease with respect to the Temporary Space shall be deemed to include only the Temporary Space, which Tenant agrees to occupy in accordance with the provisions of the Lease. Notwithstanding the foregoing, Tenant may have access to the Temporary Space after receipt of the Existing Premises Required Vacate Notice to perform Pre-Possession Activities in the Temporary Space as and to the extent provided in, and subject to the provisions of, Section 37(a)(ii) of the Existing Lease, it being agreed that, with respect to the Temporary Space, references in said Section to (1) the “Demised Premises” shall be deemed to refer to and mean the Temporary Space, (2) the “Substantial Completion Date” shall be deemed to refer to and mean the first day of the Temporary Space Term, (3) the term “Owner’s Initial Work” shall not be applicable, and (4) the “Commencement Date” shall be deemed to refer to and mean the first day of the Temporary Space Term. Notwithstanding anything to the contrary contained in this Amendment, the Temporary Space Term shall be extended by one (1) day for each day of (1) Owner’s Delay and/or (2) Force Majeure Delay of the nature described in Section 8(d)(ii)(2) that Tenant may encounter in commencing or performing Tenant’s First Amendment Work (or any portion thereof), such Force Majeure Delay not to exceed ninety (90) days in the aggregate.

(ii) Tenant’s moves from the Existing Premises to the Temporary Space and from the Temporary Space to the Premises shall be at Tenant’s sole cost and expense; provided, that, Tenant may use the Free Freight (as hereinafter defined) in connection with such moves, provided that Free Freight is used in increments of no less than 4 hours.

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(iii) During the Temporary Space Term, the provisions of the Lease shall apply to the Temporary Space in the same manner that they would have applied to the Existing Premises, mutatis mutandis, except that, Tenant shall pay Fixed Rent (which includes all charges for electricity used in the Temporary Space) at the annual rate of $270,000.00 ($22,500.00 per month).

(iv) In the event that Tenant shall hold over in the Temporary Space after the expiration of the Temporary Space Term, then Owner shall have all of the rights under, and the provisions of Article 48 of the Existing Lease shall apply to, such holdover in the same manner that they would apply to a holdover of the Premises at the expiration of the term of the Lease, mutatis, mutandis, except that the use and occupancy charge payable by Tenant with respect to the Temporary Space shall be $30,000 for each month (or portion thereof) of such holdover.

(b) Additional Temporary Space.

(i) Commencing on the Effective Date and continuing through the Existing Premises Required Vacate Date (the “Additional Temporary Space Term”), Owner shall demise to Tenant and Tenant shall lease from Owner a portion of the 8^th floor of the Building, designated by Owner as Suite 8B, which the parties deem to comprise approximately 2,502 square feet of rentable area (but such measurement shall not constitute a representation or warranty of any kind by Owner as to the actual square footage of such space, rentable or otherwise, nor shall such measurement be subject to confirmation), substantially as shown on Exhibit C-1 attached hereto and made a part hereof (but excluding elements of the Building which penetrate through the floor and janitor and electrical closets) (the “Additional Temporary Space”). Tenant shall accept the Additional Temporary Space in its “as-is” condition on the Effective Date and Owner shall not be required to perform any work, supply any materials, contribute any funds or incur any expense to prepare the Additional Temporary Space in connection with Tenant’s occupancy thereof, except that Owner shall deliver the Additional Temporary Space vacant and in broom-clean condition, free of debris and personal property (except for the FF&E as provided in subsection (b)(v) below). During the Additional Temporary Space Term, the term “Demised Premises”, “demised premises” or “Premises” as used herein and in the Existing Lease with respect to the Additional Temporary Space shall be deemed to include only the Existing Premises and the Additional Temporary Space, which Tenant agrees to occupy in accordance with the provisions of the Lease.

(ii) Tenant’s moves from the Existing Premises to the Additional Temporary Space and from the Additional Temporary Space to the Temporary Space shall be at Tenant’s sole cost and expense; provided, that, Tenant may use the Free Freight (as hereinafter defined) in connection with such moves, provided that Free Freight is used in increments of no less than 4 hours.

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(iii) During the Additional Temporary Space Term, the provisions of the Lease shall apply to the Additional Temporary Space in the same manner that they would have applied to the Existing Premises, mutatis mutandis, except that, Tenant shall pay Fixed Rent (which includes all charges for electricity used in the Additional Temporary Space) for the entire Additional Temporary Space Term in the amount of $20,000.00 which shall be payable at the time Tenant executes and delivers this Amendment.

(iv) In the event that Tenant shall hold over in the Additional Temporary Space after the expiration of the Additional Temporary Space Term, then Owner shall have all of the rights under, and the provisions of Article 48 of the Existing Lease shall apply to, such holdover in the same manner that they would apply to a holdover of the Premises at the expiration of the term of the Lease, mutatis, mutandis, except that the use and occupancy charge payable by Tenant with respect to the Additional Temporary Space shall be $20,000 for each month (or portion thereof) of such holdover.

(v) During the Additional Temporary Space Term, Tenant shall have use of Owner’s existing furniture, fixtures and equipment currently located in the Premises (the “FF&E”), at no additional charge. Tenant shall accept possession of the FF&E in its “as is, where is” condition on the Effective Date and shall return the FF&E to Owner at the expiration of the Additional Temporary Space Term in the same condition as existed on the Effective Date, reasonable wear and tear and damage due to casualty, condemnation and/or the acts of Owner, it agents, employees and contractors, excepted.

10. Tenant’s First Amendment Work. Promptly following the Owner’s First Amendment Work Substantial Completion Date, Tenant shall, at Tenant’s sole cost and expense, but subject to reimbursement of Tenant as and to the extent set forth in Section 11 below, commence and thereafter diligently prosecute to completion, the buildout of an office installation in the entire Premises pursuant to Tenant’s Plan (as hereinafter defined) therefor and be performed in accordance with the provisions of the Lease, including, without limitation, this Section 10 (“Tenant’s First Amendment Work”). Accordingly, supplementing the provisions of Article 3 of the Existing Lease (and in the event of any conflict or inconsistency between the provisions of Article 3 of the Existing Lease and the provisions of this Section 10, the provisions of this Section 10 shall control):

(a) Prior (and as a condition) to commencing Tenant’s First Amendment Work, Tenant shall submit to Owner three (3) prints of complete and coordinated final drawings, plans and specifications and all other information reasonably requested by Owner and necessary in order for Owner to make a decision regarding its approval, if applicable, for Tenant’s First Amendment Work (collectively, “Tenant’s Plan”). Tenant shall, simultaneously with such submission, submit to Owner an electronic version of Tenant’s Plan in “CAD” format. Tenant’s Plan shall be detailed and shall show dimensions, shall not be in conflict with the basic plans for the Building and shall not be in violation of any laws, orders, rules or regulations of any governmental department or bureau having jurisdiction of the Demised Premises. Tenant’s First Amendment Work shall be performed only by contractors or mechanics selected by Tenant and approved by Owner (and Owner hereby approves DPR Construction as Tenant’s general contractor); provided, that, Owner shall not unreasonably withhold, condition or delay its approval thereof, but (1) in no event shall Owner be prohibited from disapproving any of the contractors or materialmen listed on Exhibit E attached hereto and made a part hereof, or any of

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their respective affiliates, (2) Tenant shall use Firecom, Inc. for any work affecting the Building’s fire alarm system due to the proprietary nature of such system and (3) if expediting services are required, Tenant shall employ Metropolis to provide NYC Building Department building expediting and special inspections services to Tenant to the extent that such expediter and special inspections consultant shall perform such work at competitive rates (taking into account all relevant factors, including, without limitation, the scope of the work in question, the experience level of the expediter and special inspections consultant engaged to perform such work and the scope and extent of other projects in the Building for which Owner has retained such expediter and special inspections consultant). Notwithstanding anything to the contrary contained in the Lease, with respect to Tenant’s First Amendment Work the following shall apply:

(i) Owner’s consent shall be required with respect to Tenant’s First Amendment Work, but such consent shall not be unreasonably withheld, conditioned or delayed with respect to Tenant’s First Amendment Work, which, in the sole, but reasonable, opinion of Owner, shall not (1) affect the proper functioning of the Building’s mechanical, electrical, sanitary, plumbing, heating, air-conditioning, ventilating, utility or any other service systems (except for systems located within and exclusively serving the Demised Premises), (2) result in a violation of, or require a change in, any certificate of occupancy applicable to the Demised Premises or the Building, (3) affect in any way the outside appearance of the Building or any part thereof, (4) weaken or impair (temporarily or permanently) the structure of the Demised Premises or the Building either in the course of the making of Tenant’s First Amendment Work or upon its completion, (5) physically affect any part of the Building outside of the Demised Premises or (6) be visible from the outside of the Building.

(ii) Tenant acknowledges that Owner’s damages resulting from any breach of the provisions of this Section 10 are difficult, if not impossible to ascertain and concedes that among other remedies for such breach permitted by law or the provisions of the Lease, Owner shall be entitled to enjoin Tenant from any violation of said provisions.

(b) (i) After submission to Owner of Tenant’s Plan, Owner shall, within fifteen (15) Business Days of Owner’s receipt thereof either (1) approve the same (such approval shall be granted or withheld in accordance with the foregoing provisions of this Section 10), subject to the last sentence of this Section 10(b)(i), may be withheld by Owner), or (2) set forth in writing the particulars in which Owner does not approve same, in which latter case Tenant shall return to Owner appropriate corrections thereto. Such corrections shall be subject to Owner’s approval, to be granted or withheld in accordance with the foregoing provisions of this Section 10. Tenant shall pay to Owner, promptly upon being billed and as Additional Charges, the actual, reasonable out-of-pocket charges or expenses Owner may incur in employing outside consultants (as Owner may, in a commercially reasonable manner and to a commercially reasonable extent, deem advisable) to review Tenant’s Plan or any changes thereto as provided in Section 10(c) below whether or not the lease term shall have commenced. Tenant agrees that any review or approval by Owner of Tenant’s Plan is solely for Owner’s benefit and without any representation or warranty whatsoever to Tenant with respect to the adequacy, legality, correctness or efficiency thereof or otherwise.

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(ii) If, Tenant shall have requested that Owner advise Tenant of Owner’s approval or disapproval of any proposed Tenant’s Work and Owner shall fail to respond to Tenant within fifteen (15) Business Days following receipt of such request and Owner’s receipt of Tenant’s Plan (or ten (10) Business Days following Owner’s receipt of the corrected Tenant’s Plan (but only to the extent that Tenant’s Plan, as resubmitted, does not make changes other than those necessary to address the corrections required by Owner)), Tenant may issue a Second Request Notice (as hereinafter defined) as set forth below; provided that, when the initial request (i.e., the initial submission of Tenant’s Plan or the initial submission of the corrected Tenant’s Plan, as applicable) shall have been delivered to Owner, it shall have borne the following legend typed in bold, capital letters at the top and in a font size of not less than 14 point: “IF OWNER SHALL FAIL TO NOTIFY TENANT WHETHER OWNER APPROVES OR DISAPPROVES TENANT’S PLAN ENCLOSED HEREWITH WITHIN 15 BUSINESS DAYS FOLLOWING OWNER’S RECEIPT OF THIS NOTICE (OR WITHIN 10 BUSINESS DAYS FOLLOWING OWNER’S RECEIPT OF THIS NOTICE WITH RESPECT TO A CORRECTED TENANT’S PLAN), SUCH FAILURE SHALL ENTITLE TENANT TO ISSUE A SECOND REQUEST NOTICE, AND IF OWNER SHALL NOT NOTIFY TENANT WHETHER OWNER APPROVES OR DISAPPROVES THE TENANT’S PLAN WITHIN 5 BUSINESS DAYS AFTER RECEIPT OF SUCH SECOND REQUEST NOTICE, SUCH PROPOSED TENANT’S PLAN SHALL BE DEEMED APPROVED.” If Owner shall fail to notify Tenant of Owner’s approval or disapproval of Tenant’s Plan within five (5) Business Days after Owner’s receipt of a separate written notice (a “Second Request Notice”) delivered by Tenant of the existence of such failure, then such Tenant’s Plan shall be deemed approved; provided, that the Second Request Notice shall specify Owner’s failure to respond to the initial notice and shall bear the following legend typed in bold, capital letters at the top and in a font size of not less than 14 point: “IF OWNER SHALL FAIL TO NOTIFY TENANT WHETHER OWNER APPROVES OR DISAPPROVES TENANT’S PLAN ENCLOSED HEREWITH WITHIN 5 BUSINESS DAYS FOLLOWING OWNER’S RECEIPT OF THIS NOTICE, SUCH PROPOSED TENANT’S PLAN SHALL BE DEEMED APPROVED.”

(c) If Tenant makes any changes in Tenant’s Plan subsequent to its original submission or after its approval by Owner, Tenant shall promptly deliver a revised Tenant’s Plan to Owner and Owner shall have the same consent rights with respect to such changed Tenant’s Plan as it maintains for the original submission of Tenant’s Plan. If the Tenant’s First Amendment Work in question requires Owner’s consent, Owner shall have the right to consent to any such changes, which consent shall be granted or withheld within ten (10) Business Days after Owner’s receipt of such changed Tenant’s Plan on the basis of the same criteria set forth in Section 10(a) above.

(d) Following compliance by Tenant with its obligations under the foregoing paragraphs of this Section 10, Tenant shall timely commence Tenant’s First Amendment Work. Tenant’s First Amendment Work shall be diligently pursued and shall be performed in a good and workmanlike manner. Tenant’s First Amendment Work shall be performed at Tenant’s sole cost and expense, but subject to reimbursement from Owner’s Contribution as and to the extent provided in Section 11 below. Tenant shall endeavor, in a commercially reasonable manner, to complete same prior to the expiration of the Temporary Space Term. In performing Tenant’s First Amendment Work, Tenant shall comply with all

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current and future reasonable Building-standard rules and regulations promulgated by Owner or to which Owner is subject with respect to the performance of alterations in and about the Building, the current version of which is attached hereto as Exhibit D, provided that except as may be required to comply with applicable law, Owner shall not promulgate any modifications or additions to such current rules and regulations that would have the effect of materially increasing the cost or time required to perform Tenant’s First Amendment Work (the “Building-Standard Rules”). Upon the completion of Tenant’s First Amendment Work, Tenant shall furnish Owner with a complete set of record drawings therefor, in electronic CAD format and a standard construction “close-out” binder which includes equipment cuts, submittals, final architect sign-off and equipment user manuals (“Close-out Binder”). The “Tenant’s First Amendment Work Substantial Completion Date” means the date on which Tenant’s First Amendment Work is substantially completed, notwithstanding the fact that minor details, balancing or adjustments may not then have been completed; provided, that, such uncompleted work shall not either materially interfere with Tenant’s use of the Premises for the use permitted under the Lease or prevent Tenant from legally occupying the Premises for such use.

(e) Subject to Tenant’s compliance with the Building-Standard Rules and the ordinary operation, maintenance and repair procedures of the Building, Owner agrees that Owner shall, at no unreasonable additional cost to Owner, use commercially reasonable efforts to minimize interference with Tenant’s performance of Tenant’s First Amendment Work in the Demised Premises, but nothing shall require Owner to perform work on an overtime or premium basis. Tenant agrees that in the performance of Tenant’s First Amendment Work (i) neither Tenant nor its agents or employees shall interfere with work being done by Owner and its agents and employees in the Demised Premises or in or about the Building (subject to Owner’s scheduling obligations pursuant to clause (ii) below) or the proper and normal operation of the Building, (ii) Tenant shall comply with any reasonable work schedule proposed by Owner, its agents or employees and, subject to the provisions of this Section 10(e), Owner shall reasonably cooperate with Tenant in scheduling Tenant’s First Amendment Work and in the performance of any work being performed by Owner and or its contractors that would materially interfere with the performance of Tenant’s First Amendment Work, but the foregoing shall not require Owner to perform any work on an overtime or premium rate basis, (iii) the labor employed by Tenant shall be harmonious and compatible with the labor employed by Owner in the Building, it being agreed that if in Owner’s commercially reasonable judgment any labor employed by Tenant is causing labor disharmony at the Building, Tenant shall forthwith upon Owner’s demand withdraw such labor from the Demised Premises, (iv) supplementing the obligations of Tenant to provide insurance pursuant to the provisions of Article 41 of the Existing Lease, Tenant shall cause Tenant’s contractors to procure worker’s compensation, commercial general liability, property damage and such other insurance policies in connection with Tenant’s First Amendment Work as specified on Exhibit F attached hereto and made a part hereof, shall upon Owner’s request cause Owner and each Superior Mortgagee and Superior Lessee, if any, to be named as an additional insured thereunder (except with respect to worker’s compensation coverage) and shall deliver to Owner certificates evidencing such insurance, (v) Tenant shall hold Owner harmless from and against any and all claims arising from or in connection with any act or omission of Tenant or its agents or employees, (vi) Tenant’s First Amendment Work shall be performed substantially in accordance with the approved Tenant’s Plan (or other plans approved by Owner in writing) and in compliance with the laws, orders, rules and regulations of any governmental department or bureau having jurisdiction of the Demised Premises and (vii) Tenant shall timely pay for Tenant’s First Amendment Work in full and shall not permit any lien to attach to the Demised Premises or the Building.

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(f) All fixtures and equipment installed by Tenant in the Demised Premises shall be fully paid for by Tenant and shall not be subject to leases, conditional bills of sale, chattel mortgage or other title retention agreements.

(g) Without limiting the provisions of Article 3 of the Existing Lease, on or prior to the Expiration Date or sooner termination of the term of the Lease:

(i) Tenant shall, at Tenant’s expense, (1) remove all of Tenant’s property and, unless otherwise directed by Owner, remove any alterations installed as part of Tenant’s First Amendment Work or otherwise during the Lease term that are identified by Owner at the time Owner approves Tenant’s Plan of a type that would result in Owner having to pay a cost for the demolition of such improvements that exceeds the cost for the demolition of typical administrative office improvements (“Specialty Alterations”) and (2) restore the Common Corridor (as defined in Exhibit B) to its condition existing on the date of this Amendment, including, without limitation, installation and commissioning of all HVAC, electrical, life-safety and other Building systems serving the Common Corridor. Specialty Alterations include, by way of example only, a safe or vault, kevlar walls, escalators, elevators, built-in cabinets and displays, rolling-file systems, raised flooring systems and the associated installations thereto, showers, gym and/or fitness areas.

(ii) Tenant shall, at Tenant’s expense, repair and restore, in a good and workmanlike manner, all damage to the Demised Premises or the Building caused by Tenant’s removal of Specialty Alterations and/or Tenant’s property, or by the closing of any slab penetrations and the removal of the Common Corridor. If Tenant fails to properly perform its removal and restoration obligations under this Section 10, Owner may do so and in such event Tenant shall, within thirty (30) days after demand (which demand shall be accompanied by reasonably detailed backup), reimburse Owner for Owner’s reasonable, out-of-pocket cost of restoring the Premises and repairing such damage. All Specialty Alterations and/or Tenant’s property not removed on or prior to the Expiration Date or sooner termination of the term of the Lease shall be deemed abandoned and Owner may either retain the same as Owner’s property or remove and dispose of the same, and repair and restore any damage caused thereby, at Tenant’s cost and without accountability to Tenant. The restoration and repair work as may be required to be done with respect to the Common Corridor pursuant to this Section 10(g) is herein referred to as the “Common Corridor Restoration Work”.

Notwithstanding the foregoing, provided and upon condition that, (1) Tenant shall have otherwise satisfied its end of term obligations under the Lease and vacated the Premises, (2) Tenant shall promptly commence and thereafter diligently perform the Common Corridor Restoration Work and (3) at Owner’s option, Tenant shall coordinate the Common Corridor Restoration Work with any work Owner may elect to perform in the Premises concurrently therewith, the outside date for Tenant’s completion of the Common Corridor Restoration Work shall be the sixtieth (60^th) day after the Expiration Date and during such period, Tenant shall not be considered to be holding over and shall not be obligated to pay rent, but the remaining provisions of the Lease shall otherwise apply.

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(h) Tenant shall pay Owner, as Additional Charges, the actual, reasonable, out-of-pocket charges incurred by Owner to third-parties in reviewing any Tenant’s Plan submitted to Owner (or changes thereto) including, without limitation, the Initial Tenant Work Plan. Tenant shall pay the amounts hereunder within thirty (30) days after written demand from Owner, which demand shall be accompanied by reasonable supporting documentation.

(i) “Owner’s Delay” means delay that Tenant may encounter in commencing or performing Tenant’s First Amendment Work (or any portion thereof) by reason of the willful misconduct by Owner, its agents, employees or contractors and/or any intentional refusal by Owner to perform its obligations under the Lease, including, for example, Owner’s refusal to make the freight elevator available to Tenant pursuant to the applicable provisions of the Lease, but expressly excluding any Owner’s delay in providing a response to Tenant’s submission to Owner for Owner’s approval of Tenant’s Plan for Tenant’s First Amendment Work (the remedy for which is expressly provided in Section 10(b)(ii) above).

11. Owner’s Contribution.

(a) Provided that Tenant is not in default in the payment of Fixed Rent and Additional Charges and Tenant is not in default under any of the other terms of the Lease beyond the expiration of applicable notice and cure periods (or, if Tenant shall so be in default (monetary or otherwise), following the cure of all such defaults), Owner shall contribute an amount up to, but not to exceed, the sum of Six Hundred Eighty-Two Thousand Five Hundred and 00/100 Dollars ($682,500.00) (“Owner’s Contribution”) towards the Tenant’s First Amendment Work Cost (as hereinafter defined). As used in the Lease, “Tenant’s First Amendment Work Cost” shall mean the sum of all costs incurred by Tenant in designing, permitting and performing the Tenant’s First Amendment Work (as hereinafter defined), including, without limitation, general contractor’s fee, project manager’s fee, general conditions costs, insurance costs, direct cost reimbursable expenses incurred by Tenant, all charges and fees of general and trade contractors, material suppliers charges, and “soft costs” such as, by way of example only, design fees, architectural and engineering fees and expediting charges, and the cost of obtaining permits; provided, however, that no more than 20% of Owner’s Contribution may be used to reimburse Tenant for soft costs. Tenant shall furnish Owner with a copy of the accepted bid of the general contractor selected by Tenant to perform Tenant’s First Amendment Work (the “Bid Amount”).

(b) Owner’s Contribution shall be disbursed to Tenant upon the following terms and conditions:

(i) (1) The Tenant’s First Amendment Work Cost shall be paid by Owner and Tenant, pro-rata, with Owner paying the proportion which the amount of Owner’s Contribution bears to either (A) the Bid Amount if the Tenant-accepted bid to perform Tenant’s First Amendment Work is a guaranteed maximum price bid, or (B) Owner’s good faith estimate of the Tenant’s First Amendment Work Cost if otherwise, and Tenant paying the balance, until such time as Owner has contributed an amount equal to Owner’s Contribution.

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(2) Owner’s Contribution shall be payable to Tenant (or, at Tenant’s request, but at no cost to Owner, to Tenant’s contractors and vendors) in installments as Tenant’s First Amendment Work progresses, but in no event more frequently than monthly.

(ii) Tenant shall not then be in default under the Lease with respect to the payment of Fixed Rent and Additional Charges, and Tenant shall not be in default under the Lease beyond any applicable notice or cure period with respect to all other material obligations of Tenant hereunder, provided, however, if Tenant shall then be in default (whether monetary or otherwise), the portion of Owner’s Contribution then required to be paid by Owner shall be disbursed following the cure of all such defaults.

(iii) Upon the satisfaction of the conditions set forth in subclauses (i) and (ii) above and for so long as such satisfaction shall be continuing, Tenant shall submit requisitions to Owner for Owner’s Contribution from time to time during the performance of Tenant’s First Amendment Work, but not more frequently than monthly. With respect to each requisition, Tenant shall supply to Owner (1) evidence reasonably satisfactory to Owner establishing that all sums due and owing to contractors, subcontractors and materialmen with respect to all work performed which is not the subject of the current requisition have been paid, including final or partial lien waivers (as applicable) with respect to the sums paid to such contractors, subcontractors and materialmen, (2) a certificate from Tenant’s architect (which shall be a licensed independent architect or engineer employed by Tenant to supervise the construction and performance to Tenant’s First Amendment Work) certifying (w) the cost of the Tenant’s First Amendment Work incorporated into the Demised Premises, or, as applicable, incorporated therein since the last request, (x) the amount requested from Owner and that such amount is then due and payable from Tenant or has theretofore been paid by Tenant, (y) that the intended use thereof is for Tenant’s First Amendment Work and (z) that the Tenant’s First Amendment Work in question was performed in compliance with the provisions of the Lease and substantially in accordance with Tenant’s Plan theretofore approved by Owner. Owner shall be permitted to retain from the portion of each disbursement required to be paid from Owner’s Contribution and amount equal to 10% of such portion of the amount requested to be disbursed by Tenant (each such retained amount, a “Retainage”). The aggregate amount of Retainage shall be paid by Owner to Tenant upon the completion of the Tenant’s First Amendment Work and upon receipt from Tenant of (1) a certificate signed by Tenant’s architect and an officer of Tenant certifying that all Initial Tenant Work has been completed in accordance with the plans and specifications therefor approved by Owner, (2) all final approvals and sign-offs and inspection certificates and any permits required to be issued by the New York City Building Department or any other governmental entities having jurisdiction thereover in order for Tenant to take occupancy of the Premises, (3) evidence satisfactory to Owner establishing that all sums due and owing to all contractors, subcontractors and materialmen having performed Tenant’s First Amendment Work have been paid, (4) final lien waivers and a general release from each contractor, subcontractor and materialman having performed Tenant’s First Amendment Work releasing Owner and Tenant from all liability for any portion of the Tenant’s First Amendment Work and (5) the Close-out Binder from Tenant’s general contractor. Each installment of

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Owner’s Contribution shall be made to Tenant within 30 days next following the delivery to Owner of the documentation described above (the “Documentation”); provided that the Documentation is submitted to Owner on or before the 10^th day of a month, and in the event the Documentation is submitted at any time after the 10^th day of any given month, Owner’s payment shall be made on or before the end of the month following the month in which Tenant submits the Documentation.

(c) Owner shall promptly advise Tenant in writing of any specific default upon which Owner is relying in withholding payment of a disbursement of Owner’s Contribution to which Tenant would otherwise be entitled pursuant to the provisions of this Section 11. In the event that Tenant is entitled to receive a disbursement of the Owner’s Contribution and Tenant has satisfied all of the prerequisites to Tenant’s receipt of a disbursement of Owner’s Contribution pursuant to this Section 11, and Owner shall fail to pay such required disbursement on or prior to the outside date for such payment as provided herein, and if such failure shall continue beyond the date that is fifteen (15) days after Owner’s receipt of notice from Tenant of such failure, then, as Tenant’s sole and exclusive remedy therefor, Tenant may offset the amount of such required disbursement against the next due installments of rent due under the Lease.

(d) The right to receive Owner’s Contribution as set forth in this Section 11 shall be for the exclusive benefit of RegenXbio Inc. and any assignee of RegenXbio Inc. pursuant to an assignment of the Lease for which no consent of Owner is required because it was properly effectuated pursuant to the provisions of Section 40(b) of the Existing Lease, it being the express intent of the parties hereto that in no event shall such right be conferred upon or for the benefit of any other third party, including, without limitation, any contractor, subcontractor, materialman, laborer, architect, engineer, attorney or any other person, firm or entity.

12. Free Freight. Provided that Tenant is not in default in the payment of Fixed Rent and Additional Charges and Tenant is not in default under any of the other terms of the Lease beyond the expiration of applicable notice and cure periods (or, if Tenant shall so be in default (monetary or otherwise), following the cure of all such defaults), in connection with either Tenant’s move into the Additional Temporary Space, the relocation by Tenant from the Existing Premises and Additional Temporary Space to the Temporary Space, the relocation by Tenant from the Temporary Space to the Premises and/or the performance of Tenant’s First Amendment Work, Tenant shall be entitled to fifty (50) hours (in the aggregate) of overtime freight elevator service at no charge; provided, that, Tenant shall use such free overtime freight elevator in increments of at least four (4) hours.

13. Signage. Notwithstanding anything to the contrary contained in the Existing Lease, at any time after the Additional Premises Adjustment Date, Tenant may, at Tenant’s sole cost and expense, install, maintain, repair and replace signage that identifies Tenant in and at the entrance to the Premises, provided that Tenant shall first have obtained Owner’s prior written consent, which may not be unreasonably withheld, delayed or conditioned.

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14. Notices. Effective from and after the date of this Amendment a copy of all notices sent to Owner shall be sent to the following addresses:

DS400OWNER, LLC

▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇

▇▇▇▇▇ ▇▇▇

▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇

Attention: Myoungkuk ▇▇▇

With a copy of all notices to Owner simultaneously delivered to:

Macklowe Management LLC

▇▇▇ ▇▇▇▇ ▇▇^▇▇ ▇▇▇▇▇▇, ▇▇^▇▇ ▇▇▇▇▇

▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇

Attention: ▇▇▇▇▇ ▇▇▇▇▇▇

Effective from and after the date of this Amendment, all notices sent to Tenant shall be sent to the following address:

REGENXBIO INC.

▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇

▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇

Attention: General Counsel

With a copy by email to:

▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇

Effective from and after the date of this Amendment, all invoices sent to Tenant shall be sent to the following address:

REGENXBIO INC.

▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇

▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇

Attention: Accounting

With a copy by email to:

▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇

15. Broker. Each of Owner and Tenant represents and warrants to the other that it neither consulted nor communicated with any broker other than Macklowe Management LLC, ▇▇▇▇▇ ▇▇▇▇ LaSalle Brokerage, Inc. and Cresa NY (collectively, the “Broker”) with regard to the Additional Premises, the extension of the Existing Lease term or in connection with the negotiation and consummation of this Amendment. Owner and Tenant each covenants and agrees to hold the other harmless, defend and indemnify the other from and against any and all cost, expense (including reasonable attorney’s fees) and claims and liability for any

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compensation, commissions, fees or charges claimed by any broker or agent other than the Broker, alleging to have dealt with Owner or Tenant, as applicable, in connection with the Additional Premises, the extension of the Existing Lease term or this Amendment. Owner shall pay the Broker the compensation due to the Broker in connection with this Amendment, if any, pursuant to one or more separate agreements.

16. No Default. Tenant and Owner each represents, warrants and covenants to the other that to the best of its respective knowledge as of the date of this Amendment, neither Owner nor Tenant is in default of any of their respective obligations under the Lease and no event has occurred which, with the passage of time or the giving of notice, or both, would constitute a default by either Owner or Tenant thereunder. Additionally, Tenant represents, warrants and covenants that to the best of its knowledge, as of the date hereof, Tenant has no claim to offsets, setoffs, rebates, concessions or defenses against or with respect to the payment of Fixed Rent, Additional Charges or any other sums payable under the Lease.

17. No Other Changes. Except as modified by this Amendment, the Existing Lease and all the covenants, agreements, terms, provisions and conditions thereof shall remain in full force and effect and are hereby ratified and affirmed. If and to the extent that there is a conflict between the provisions contained in this Amendment and the provisions contained in this Existing Lease, then the provision contained in this Amendment shall govern and be controlling to the extent necessary to resolve such conflict.

18. Unpaid Rent and Additional Charges. In addition to the rentals payable during the Extension Period, Tenant specifically acknowledges and agrees that Tenant remains liable, subject to the terms and conditions of the Lease, for the payment, as and when due, of all unpaid Fixed Rent and Additional Charges, including, without limitation, escalations for Taxes (using the applicable Base Taxes in effect for the Existing Premises during the period prior to the Extension Period) that are payable with respect to the period prior to the Extension Period Commencement Date. The extension of the term of the Existing Lease for the Extension Period shall not constitute a waiver or novation of, or otherwise affect, Tenant’s obligation to make such payments.

19. Successors and Assigns. The covenants, agreements, terms, provisions and conditions contained in this Amendment shall bind and inure to the benefit of the parties hereto and their respective successors and assigns.

20. Binding. This Amendment shall become binding on Owner and Tenant only after an original hereof, fully executed by Owner and Tenant, is delivered to Tenant.

21. Miscellaneous.

(a) This Amendment represents the entire agreement between the parties with respect to the subject matter hereof, and shall be governed by the laws of the State of New York governing agreements entered into and to be performed entirely within said State. Further, the parties hereby agree that any suit, action or proceeding seeking to enforce any provision of, or based on any matter arising out of or in connection with this Agreement, shall be brought exclusively in a court of competent jurisdiction sitting in New York City. This Amendment shall be deemed to have been jointly prepared by both of the parties hereto, and any ambiguities or uncertainties herein shall not be construed for or against either of them.

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(b) This Amendment may be signed in one or more counterparts, each of which shall be deemed an original and all of which shall be taken to be one and the same instrument, for the same effect as if each of the parties hereto had signed the same signature page. Facsimile or electronic signature pages shall be deemed and shall constitute original signature pages. Signature pages may be detached from the counterparts and attached to a single copy of this Amendment to form one (1) document.

(c) Each party covenants and represents to the other that it has the power and authority to sign and deliver this agreement without the consent or approval of any third party, or if such approval is required, such approval has been obtained.

[signature page follows]

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IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the day and year first above written.

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SCHEDULE A

Additional Premises Fixed Rent

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SCHEDULE A-1

Existing Premises Fixed Rent

EXHIBIT A

Additional Premises Floor Plan

This floor plan is annexed to and made a part of this Amendment solely to indicate the Additional Premises and its location on the 8^th floor of the Building. All areas, conditions, dimensions and locations are approximate.

[See Attached]

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EXHIBIT A-1

Premises Floor Plan

This floor plan is annexed to and made a part of this Amendment solely to indicate the entire Premises (i.e., after the addition of the Additional Premises) and its location on the 8^th floor of the Building. All areas, conditions, dimensions and locations are approximate.

[See Attached]

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EXHIBIT B

Owner’s First Amendment Work

Pursuant to Section 8 of this Amendment, Owner agrees, at its sole cost and expense (except where specifically noted), to perform the following work and installations in the Premises, all of which shall be of material, design, finish and color adopted by Owner for the Building:

Tenant shall respond within two (2) business days to each request made by Owner for additional information necessary for Owner to complete Owner’s Additional Premises Work, provided that such request is made to ▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ and ▇▇▇▇▇▇▇@▇▇▇▇▇.▇▇▇, failing which, Owner may complete the work for which such information was necessary, in the manner determined by Owner, provided that Owner shall do so in a manner consistent with good construction practice.

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EXHIBIT C

Temporary Space Floor Plan

This floor plan is annexed to and made a part of this Amendment solely to indicate the Temporary Space and its location on the 18th floor of the Building. All areas, conditions, dimensions and locations are approximate.

[See Attached]

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EXHIBIT C-1

Additional Temporary Space Floor Plan

This floor plan is annexed to and made a part of this Amendment solely to indicate the Additional Temporary Space and its location on the 8th floor of the Building. All areas, conditions, dimensions and locations are approximate.

[See Attached]

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EXHIBIT D

Alterations Rules and Regulations

[See Attached]

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▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇

RULES & REGULATIONS FOR ALTERATIONS

TENANT’S AUTHORIZED REPRESENTATIVE, RESPONSIBILITIES & COMMUNICATIONS

MEETING MINUTES AND PROJECT UPDATES

EXTERNAL TENANT WORK

No work is allowed to be performed outside of the demised premises. Any proposed work requiring access, installation or routing of materials outside the demised premises, must be submitted to the Landlord as a “Request to Access Building Locations Outside of the Leased Premises”, and consent there within may be withheld in Landlord’s sole discretion.

March 29, 2019

EXTERNAL WORK DESIGN REQUIREMENTS

DUE DILIGENCE DURING LEASE NEGOTIATIONS

SITE VISITS AND EARLY ACCESS

March 29, 2019

ARCHITECT OF RECORD/ENGINEER OF RECORD (A/EOR)

DURING THE DESIGN PHASE

DURING THE CONSTRUCTION PHASE

CONSTRUCTION MANAGER, GENERAL CONTRACTOR, SUBCONTRACTORS

March 29, 2019

PRE-CONSTRUCTION ACTIVITIES

WITHOUT LIMITATION, TENANT’S WORK SHALL NOT COMMENCE UNTIL:

CONSTRUCTION PERMITS

March 29, 2019

FIELD CHANGES AND RE-SUBMITTAL REQUIREMENTS

CONSTRUCTION PHASE

PRE-CONSTRUCTION MEETING

SPECIALIZED WORK REQUIREMENTS

PENETRATIONS, CORE DRILLING, SLAB OPENINGS, TRENCHING

March 29, 2019

STRUCTURAL ALTERATIONS

ALTERATIONS IMPACTING ROOF, FAÇADE, OR BUILDING ENVELOPE

WELDING/CUTTING TORCH USE

NOXIOUS ODORS

USE OF VARNISHES/LACQUER IN THE BUILDING

HAZARDOUS MATERIALS

March 29, 2019

Contractor shall provide to the Landlord’s representative, prior to the start of construction, a complete MSDS binder for all chemicals used on the job.

FLAMMABLE AND COMBUSTIBLE LIQUIDS

OSHA REQUIREMENTS

Contractor shall perform all work in a safe and prudent manner and shall comply fully with all OSHA requirements including:

Contractor shall provide for its employees and shall require his employees’ use of such personal protective equipment as may be required to perform their work in a safe manner.

March 29, 2019

INSURANCE REQUIREMENTS

Prior to start of work, certificates of insurance and all insurance endorsement certificates from each insurance provider are required to be delivered from all vendors, consultants, Tenant’s representatives, contractors and subcontractors, evidencing the following coverage:

Employer’s liability insurance.

Commercial general liability insurance (including contractual coverage).

Property damage, including fire.

Automobile liability.

General aggregate, including primary and umbrella policies; refer to Exhibit “B” Insurance Requirements, for site specific insurance.

GENERAL NOTES

CONSTRUCTION MATERIAL DELIVERIES

March 29, 2019

TRASH RECEPTACLE AREAS

EQUIPMENT USE PERMITS

DEMOLITION

TEMPORARY PARTITIONS

PROTECTION

DELIVERIES AND REMOVALS OF CONSTRUCTION MATERIALS AND TRASH

NOISE CREATING WORK

March 29, 2019

WORK TO LOBBIES, CORRIDORS AND RESTROOMS

REFINISHING

TIE-IN TO BUILDING SYSTEMS

HVAC TIE-IN TO MAIN DUCT SYSTEMS:

TIE-IN TO CHILLED WATER, CONDENSER WATER, AND HOT AND COLD WATER SYSTEMS:

TIE-IN TO SPRINKLER MAIN SYSTEM:

NYC. WELDING OR SOLDERING CERTIFICATE

▇▇▇▇▇ ▇▇, ▇▇▇▇

▇▇▇. FIRE GUARD CERTIFICATE

CLEANED AND TIGHTENED FEEDER PANELS

REMOVAL OF FIRE ALARM DEVICES

BUILDING FIRE ALARM

March 29, 2019

EXHIBIT A

INSURANCE REQUIREMENTS

▇▇▇▇▇ ▇▇, ▇▇▇▇

▇▇▇▇▇ DATE (MM/DD/YY) CERTIFICATE OF LIABILITY INSURANCE PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURER A: INSURED INSURERS: INSURERC: INSURERD: [CONTRACTOR NAME] INSURER E: INSURER F: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOT WITHSTANDING ANY REQUIREMENT. TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR POLICY EFFECTIVE POLICY EXPIRATION LTR. TYPE OF INSURANCE POLICY NUMBER DATE (MM/DD/YY) DATE (MM/DD/YY) LIMITS ,...GENERAL __ LIABILITY EACH OCCURRENCE $1,000,000 ~COMMERCIAL GENERAL LIABILITY FIRE DAMAGE (ANY ONE FIRE) $100,000 ]ctAJMS MADE ~OCCUR MED EXP (ANY ONE PERSON) $5,000 PERSONAL & ADV INJURY $1,000,000 >--- CLANS MADE POLICY GENERAL AGGREGATE $2,000,000 GEl’orL AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $1,000,000 llPOLICY lxlJoB PER OCCURRENCE/AGGREGATE AUTOMOBILE LIABILITY ,...__ COMBINED SINGLE LIMIT $1 000 000 ,... X__ AfN AUTO ALL OWNED AUTOS BODILY INJURY - (Per pe~on) SCHEDULE AUTOS y HIRED AUTOS BODILY INJURY (Per a~denl) ~NON-OWNED AUTOS PROPERTY DAMAGE ltPer accldenl) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT :=JANY AUTO OTHER THAN AUTO ONLY: EACH ACCIDENT AGGREGATE EXCESS LIABILITY I UMBRELLA EACH OCCURRENCE $5,000,000 ~OCCUR OctAJMS MADE AGGREGATE $5,000,000 ~DEDUCTIBLE RETENTION s NTE S10,000 WORKERS COMPENSATION STAT UTORY FOR NY STAT E OWNED COM PANY. WC STATI.ITORY LIMITS STATUTORY IF NOT NY STATE OWNED, A STATE I OTHER ANO INSURANCE FUND CERTIFICATE MUST BE E.L. EACH ACCIDENT $600,000 PROVIDED. E.L. DISEASE - EA EMPLOYEE $600,000 EMPLOYERS” LIABILITY E.L. DISEASE - POLICY LIMIT $600,000 OTHER DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Job Site: ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ RE: WORK PERFORMED BY THE NAMED INSURED, THE FOLLOWING ARE LISTED AS ADDITIONAL INSUREDS ON THE GENERAL LIABILITY: ADDITIONAL INSURED: DAISHIN SECURITIES CO., LTD.; DAISHIN AMERICA LLC; DAISHIN AMERICA TENANT LLC; DS378WEA LLC; DA400MGR LLC; INVEST400MA LLC; DS400 LLC; DS4000WNER LLC; KOOKMIN BANK, ACTING AS TRUSTEE OF DISCOVERY US MANHATTAN 400MAFUND; MIDLAND NATIONAL LIFE INSURANCE COMPANY; ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ COMPANY LLC; MACKLOWE MANAGEMENT LLC; MACKLOWE MANAGEMENT CO., INC; AND ALL THEIR RESPECTIVE PARTNERS, OFFICERS, SHAREHOLDERS, DIRECTORS, EMPLOYEES, HEIRS, AGENTS, SUCCESSORS, ASSIGNEES, AND ANY OWNED, CONTROLLED, AFFILIATED SUBSIDIARY COMPANY OR CORPORATION NOW EXISTING, HEREAFTER CONSTITUTED, AS THEIR INTEREST MAY APPEAR, ARE ADDITIONAL INSURED, AND SUBROGATION IS WAIVED AND SUBJECT TO POLICY TERMS AND CONDITIONS. CERTIFICATE HOLDER I I ADDITIONAL INSURED; INSURER LETIER; CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Macklowe Management LLC as Agent for DATE THEREOF. THE ISSUING COMPANY WILL ENDEAVOR TO MAIL JO DAYS WRITTEN DS4000WNER LLC NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER. ITS AGENTS OR ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ REPRESENTATIVES. AUTHORIZED REPRESENTATIVIE ACOf\D211..Sf1117) ▇▇▇▇▇ CON’OAATION 1HI

EXHIBIT B

SAMPLE INSURANCE TRACKING MATRIX

March 29, 2019

SAMPLE INSURANCE TRACKING MATRIX

EXHIBIT C

OWNER’S REQUIRED VENDORS AND CONSULTANTS

Owner’s Required Vendor

Fire Alarm Vendor

Firecom Inc.

▇▇-▇▇ ▇▇^▇▇ ▇▇▇▇▇▇

▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇

(▇▇▇) ▇▇▇-▇▇▇▇

March 29, 2019

EXHIBIT D

LANDLORD’S LIST OF DISAPPROVED VENDORS

March 29, 2019

DISAPPROVED VENDORS

▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇

▇▇▇▇

EXHIBIT E

List of Prohibited Contractors

[See Attached]

- 30 -

DISAPPROVED VENDORS

▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇

▇▇▇▇

EXHIBIT F

Contractor’s Required Insurance

[See Attached]

- 31 -

▇▇▇▇▇ DATE (MM/DD/YY) CERTIFICATE OF LIABILITY INSURANCE PRODUCER THIS CERTIFICAlE IS ISSUED AS A ▇▇▇▇▇▇ OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICAlE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALlER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURER A: INSURED INSURERS: INSURERC: INSURERD: [CONTRACTOR NAME] INSURER E: INSURER F: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOT WITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR POLICY EFFECTIVE POLICY EXPIRATION LTR TYPE OF INSURANCE POLICY NUMBER DATE (MM/DD/YY) DATE (MM/DD/YY) LIMITS ~NERALLIABILITY EACH OCCURRENCE $1,000,000 - X COMMERCIAL GENERAL LIABILITY FIRE DAMAGE (ANY ONE FIRE) $100,000 - QcLAJMS MADE ~OCCUR MED EXP (ANY ONE PERSON) $5,000 PERSONAL & ADV INJURY $1,000,000 CLAJMS MADE POUc:’f GENERAL AGGREGATE $2,000,000 - GEN’l AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $1 ,000,000 !POLICY fXlJoB PER OCCURRENCE/AGGREGATE AUTOMOBILE LIABILITY - COMBINED SINGLE LIMIT $1 000 000 K.. fW( AUTO All OWNED AUTOS BODILY INJURY - (Per person) SCHEDULE AUTOS x: HIRED AUTOS BODILY INJURY (Per accldenl) K.. NON-OWNED AUTOS PROPERTY DAMAGE (Pet accldent) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT jANYAUTO OTHER THAN AUTO ONLY: EACH ACCIDENT AGGREGATE EXCESS LIABILITY I UMBRELLA EACH OCCURRENCE $6,000,000 [JoccuR Del.AIMS MADE AGGREGATE $6,000,000 :;;::iDEOUCTIBLE RETENTION s NTE $10,000 WORKERS COMPENSATION STATUTORY FOR NY STATE OWNED COMPANY. WC STATUTORY LIMITS STATUTORY IF NOT NY STATE OWNED, A STATE I OTHER AND INSURANCE FUND CERTIFICATE MUST BE E.L. EACH ACCIDENT $500,000 PROVIDED. E.L. DISEASE· EA EMPLOYEE $500,000 EMPLOYERS’ LIABILITY E.L. DISEASE · POLICY LIMIT $600,000 OTHER DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS Job Site: ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ RE: WORK PERFORMED BY THE NAMED INSURED, THE FOLLOWING ARE LISTED AS ADDITIONAL INSUREDS ON THE GENERAL LIABILITY: ADDITIONAL INSURED: DAIS HIN SECURITIES CO., LTD.; DAISHIN AMERICA LLC; DAIS HIN AMERICA TENANT LLC; DS378WEA LLC; DA400MGR LLC; INVEST400MA LLC; DS400 LLC; DS4000WNER LLC; KOOKMIN BANK, ACTING AS TRUSlEE OF DISCOVERY US MANHATTAN 400MAFUND; MIDLAND NATIONAL LIFE INSURANCE COMPANY; ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ COMPANY LLC; MACKLOWE MANAGEMENT LLC; MACKLOWE MANAGEMENT CO., INC; AND ALL THEIR RESPECTIVE PARTNERS, OFFICERS, SHAREHOLDERS, DIRECTORS, EMPLOYEES, HEIRS, AGENTS, SUCCESSORS, ASSIGNEES, AND ANY OWNED, CONTROLLED, AFFILIATED SUBSIDIARY COMPANY OR CORPORATION NOW EXISTING, HEREAFTER CONSTITUTED, AS THEIR INlEREST MAY APPEAR, ARE ADDITIONAL INSURED, AND SUBROGATION IS WAIVED AND SUBJECT TO POLICY TERMS AND CONDITIONS. CERTIFICATE HOLDER I I ADDITIONAL INSURED; INSURER LETIER: CANCELLATION SHOULD fW( OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION Macklowe Management LLC as Agent for DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITIEN DS4000WNER LLC NOTICE TOTHE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ IMPOSE NO OBLIGATION OR LIAIBILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ▇.▇▇▇> COfU”ORAl’IOH tlll