EX-10.78 3 a2204336zex-10_78.htm EX-10.78

Exhibit 10.78

 

CONTRACT AMENDMENT

 

BUSINESS:

NewLink Genetics Corporation

MASTER CONTRACT #:

06-54

FUNDING AGREEMENT#

06-HQJC-017

AMENDMENT #:

Three

EFFECTIVE DATE:

February 17, 2011

 

THIS CONTRACT AMENDMENT is made by and between the IOWA DEPARTMENT OF ECONOMIC DEVELOPMENT, (hereafter “Department” or “IDED”), 200 East Grand Avenue, Des Moines, Iowa 50309, an agency of the State of Iowa and NewLink Genetics Corporation (hereafter “Business”), a Delaware corporation, 2901 South Loop Drive, Suite 3900, Ames, Iowa 50010.

 

WHEREAS, Business requested an extension of the Project Completion Date, and

 

WHEREAS, the IDED Board approved a one (1) year extension, effective as of the Effective Date stated above, and

 

NOW, THEREFORE, the Contract referenced above is amended as follows:

 

1.              REVISION OF ARTICLE 3.1, “PROJECT COMPLETION DATE.”  The definition of “Project Completion Date” in Article 3.1 is amended as follows:

 

“Project Completion Date” means March 18, 2012 as stated in Exhibit C, Description of the Project and Award Budget. The Project Completion Date is the date by which all Project activities shall be satisfactorily completed.

 

2.              REVISION OF HQJC FUNDING AGREEMENT ARTICLE 4.1 “JOB OBLIGATIONS.” Article 4.1 is amended as follows:

 

The Business’s Job Obligations are as detailed in Master Contract Exhibit D, “Job Obligations.” The Business shall create the Project Jobs by March 18, 2012. The Business shall maintain the Project Jobs for a period of at least two (2) years beyond the Project Creation Period, for a total contract duration of 8 years.

 

3.              REVISION OF HQJC FUNDING AGREEMENT ARTICLE 4.2 “QUALIFYING INVESTMENT.”  Article 4.2 is amended as follows:

 

By March 18, 2012, the Business shall make a qualifying investment of $2,000,000. A “qualifying investment” means an investment in real property including the purchase price of land and existing buildings and structures; site preparation; improvements to real property; building construction; long-term lease costs; and/or depreciable assets.

 

Fmt. Approved 10/08

 


 

4.              REVISION OF HQJC FUNDING AGREEMENT ARTICLE 4.5 “ADDITIONAL CONDITIONS.” Article 4.5 is amended as follows:

 

Even though the 25,000-28,000 build-to-suit facility is not being included in the project, Newlink Genetics will be required to finalize the lease terms and occupy the facility by March 18, 2012. Failure to do so will result in an event of non-compliance and NewLink Genetics will be required to re-pay all or a part of the benefits received through the High Quality Job Creation Program award.

 

5.              REVISION OF EXHIBIT C, “DESCRIPTION OF THE PROJECT AND AWARD BUDGET.” Exhibit C is amended to revise the Project Completion Date. Details of this change are reflected in the attached Revised Exhibit C which is hereby incorporated by this reference and made a part of this Contract Amendment.

 

Except as otherwise revised above, the terms, provisions, and conditions of Contract Number 06-54 remain unchanged and are in full force and effect:

 

 

FOR BUSINESS:

 

for ided:

 

 

 

 

 

 

/s/ Gordon Link

 

/s/ Deborah V. Durham

4/19/11

SIGNATURE

 

for Deborah V. Durham, Director

DATE

 

 

 

 

 

 

 

 

 

PRINT/TYPE NAME, TITLE

 

 

 

 

 

 

 

 

FOR COMMUNITY:

 

 

 

 

 

 

 

 

/s/ Ann H. Campbell

 

 

SIGNATURE

 

 

 

 

 

 

 

 

Ann H. Campbell, Mayor

 

 

PRINT/TYPE NAME, TITLE

 

 

 


 

DESCRIPTION OF THE PROJECT AND AWARD BUDGET

(EXHIBIT C)— Revised 2/17/2011

 

Name of Business:

NewLink Genetics Corporation

 

 

Contract Number:

06-54

 

PROJECT DESCRIPTION

 

NewLink Genetics Corporation will develop a campus for its operations at the ISU Research park in Ames, Iowa. The project involves purchases of manufacturing machinery and equipment and research and development. NewLink Genetics Corp. will create 45 full-time equivelant (FTE) jobs as a result of this project.

 

Project Completion Date:

March 18, 2012

 

 

Job Maintenance Period:

March 18, 2014

 

AWARD BUDGET

 

Source of Funds

 

Amount

 

 

 

Use of Funds

 

Cost

 

IDED Programs

 

 

 

 

 

 

 

 

 

HQJC Program Benefits

 

*see below

 

 

 

*Mfg Machinery and Equipment

 

$

2,000,000

 

 

 

 

 

 

 

Research and Development

 

$

20,000,000

 

City of Ames

 

$

200,000

 

Forgivable loan

 

 

 

 

 

AEDC

 

$

200,000

 

Forgivable loan

 

 

 

 

 

NewLink Genetics Corp.

 

$

21,600,000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SUB TOTAL

 

$

22,000,000

 

 

 

SUB TOTAL

 

$

22,000,000

 

 

 

*Included as capital investment if awarded tax credit program

 

 

 

 

 

 

 

 

 

 

 

 

 

SUB TOTAL

 

$

0

 

 

 

SUB TOTAL

 

$

0

 

TOTAL ALL FUNDS

 

$

22,000,000

 

 

 

 

 

$

22,000,000

 

 

*HQJC Program Benefits

 

$414,200 (estimated value)

 

 

Apr. 09