Exhibit 10.7
SUBLEASE BUYOUT AGREEMENT
This Sublease Buyout Agreement (“Agreement”) is entered into as of the latest dated signature below by and between United Fire & Casualty Co. (doing business as United Fire Group), an Iowa corporation, with an address at 118 Second Ave. SE, Cedar Rapids, IA 52401 (“Sublandlord”), and FibroBiologics, Inc., a Delaware corporation with an address at 455 E. Medical Center Blvd., Houston, Texas 77598 (“Subtenant”). Sublandlord and Subtenant may be referred to individually as a “Party” and collectively as the “Parties.”
1. Background
A. Sublandlord and Subtenant entered into that certain Sublease Agreement, effective as of October 5, 2022 (“Sublease”), pursuant to which Sublandlord subleased to Subtenant certain premises located at the third floor of 455 E. Medical Center Blvd, Webster, County of Harris, Texas 77598 (“Premises”).
B. The term remaining on the Sublease is twenty months from April 1, 2026 through November 30, 2027 (“Sublease Term”).
C. The Sublease is subordinate to that certain Lease Agreement, entered into on April 9, 2013, as amended by that certain First Amendment to Lease Agreement – Lease Extension, made as of November 22, 2019, by and between Galaxy II Leasing, LLC and Sublandlord (together, the “Master Lease”).
D. The Parties desire to terminate the Sublease, subject to and contingent upon the termination of the Master Lease, on the terms set forth below.
2. Contingent Termination
The termination of the Sublease pursuant to this Agreement is expressly contingent upon and shall occur only upon the termination of the Master Lease for any reason (the “Master Lease Termination”).
If the Master Lease does not terminate, this Agreement shall be null and void, and the Sublease shall remain in full force and effect. Furthermore, if the Master Lease does not terminate by April 7, 2026, then this Agreement shall be null and void.
3. Effective Date of Termination
Upon the occurrence of the Master Lease Termination, the Sublease shall automatically terminate as of the same effective date as the Master Lease Termination (the “Termination Date”), without further action by either Party. The Master Lease Termination is expected to occur on or about April 2, 2026.
4. Surrender of Premises
Within thirteen (13) days of the Termination Date, Subtenant shall vacate and surrender the Premises in its current “as-is” condition, provided that Subtenant may remove any of its IT equipment, any signage, and any furniture or other items it purchased. All other furniture shall remain in the Premises.
5. Subtenant Buyout Offer