Attached files
| file | filename |
|---|---|
| EXCEL - IDEA: XBRL DOCUMENT - HeartWare International, Inc. | Financial_Report.xls |
| EX-32.1 - EXHIBIT 32.1 - HeartWare International, Inc. | c18306exv32w1.htm |
| EX-31.1 - EXHIBIT 31.1 - HeartWare International, Inc. | c18306exv31w1.htm |
| EX-31.2 - EXHIBIT 31.2 - HeartWare International, Inc. | c18306exv31w2.htm |
| EX-32.2 - EXHIBIT 32.2 - HeartWare International, Inc. | c18306exv32w2.htm |
| 10-Q - FORM 10-Q - HeartWare International, Inc. | c18306e10vq.htm |
Exhibit 10.35
THIRD AMENDMENT TO LEASE
ATLANTIC-PHILADELPHIA REALTY LLC, LANDLORD
AND
HEARTWARE, INC., TENANT
AND
HEARTWARE, INC., TENANT
This, Third Amendment to Lease (this “Third Amendment”), dated June 30, 2011, is
entered into by and between ATLANTIC-PHILADELPHIA REALTY LLC, c/o Atlantic Management Corporation,
205 Newbury Street, Framingham, MA 01701, hereinafter referred to as “Landlord” and HEARTWARE,
INC., a Delaware corporation, hereinafter referred to as “Tenant”.
WITNESSETH:
WHEREAS, Tenant and Landlord executed a lease dated December 27, 2006 (the “Initial Lease”),
of certain premises situated on the first floor of the building and referenced as Suite 101 (the
“Original Premises”), located at 205 Newbury Street, Framingham, Massachusetts ( the “Building”);
and
WHEREAS, the Initial Lease was amended by the First Amendment to Lease dated August 19, 2008
(the “First Amendment”), by replacement of the Original Premises with new space located on the
First Floor of the Building, referred to as Suite 103 and Suite 104 as shown on Exhibit B-1
attached to and incorporated into the First Amendment, (the “Relocation Premises”) as shown on
Exhibit A-1, attached to the First Amendment to the Lease; and
WHEREAS, the Initial Lease was further amended by the Second Amendment to Lease dated August
9, 2010 (the “Second Amendment”), by re-leasing the Original Premises, together with additional
premises located on the second floor of the Building
known as Suite 204 (the “Expansion Premises”) which together with the Initial Lease, the First
Amendment, are hereinafter referred to as the “Lease”; and
WHEREAS, the Tenant has requested and the Landlord agrees to lease to the Tenant additional
space on the second floor totaling 2,760 sq ft (Suite 202 — hereinafter
“Additional Space” under the Lease; and
WHEREAS, the Landlord and Tenant have agreed to amend the defined terms and other sections of
the Lease to reflect certain agreements relating to the Premises, Rent, Tenant Improvements,
Security Deposit, Base Year for Operating and Tax Expenses regarding the Additional Space within
the building, all as hereinafter set forth;
NOW THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as
follows:
1. Effective Date. This Third Amendment shall be effective as of the Rent and Term
Commencement Date, defined in Paragraph 2(c) below.
2. Amendment of Article 1 of the Lease — Section 1.1. Section 1.1 of the
Lease is hereby amended as follows:
a. The term “TENANT SPACE” is hereby amended by adding the Additional Space Premises, as
previously defined.
b. The subject “RENTABLE FLOOR AREA OF TENANT SPACE” is hereby amended by adding 2,760
rentable square feet, being the Additional Space.
c. The subject “RENT AND TERM COMMENCEMENT DATE” is hereby amended by adding (i) relative to
the Additional Space, the date of August 1, 2011, noting that Landlord has agreed to provide Tenant
with early access to these
premises at least fourteen (14) days’ prior to the Rent and Term Commencement Date for the purpose
of installation of furniture systems, equipment, telephone, data and similar items.
d. The subject “TERM” is hereby amended with respect to the Additional Space as follows:
Beginning on the Rent and Term Commencement Date (as that date pertains to each space) and
terminating December 31, 2014.
e. The subject “TENANT’S PROPORTIONATE SHARE” is hereby amended by deleting reference to
“12.38%” and replacing it with “31.28%, which percentage shall be effective on the Rent and Term
Commencement Date with respect to the Additional Space, 4.85% ; which percentage shall be effective
on the Rent and Term Commencement Date with respect to Relocation Premises, 12.38%, which
percentage shall be effective on the Rent and Term Commencement Date with respect to the Expansion
Premises, 7.85%, which percentage shall be effective on the Rent and Term Commencement Date with
respect to the original Premises, 6.2%, “
f. The
subject “BASE YEAR FOR CALCULATING LANDLORD’S OPERATING EXPENSES” is hereby amended by
adding the following: “Relative to the Additional Space the Base Year for calculating Landlord’s
Operating Expenses shall be 2011.”
g. The
subject “REAL ESTATE TAX BASE YEAR” is hereby amended by adding the following:
“Relative to the Additional Space the Real Estate Tax Base Year shall be 2012.”
h. The subject “ANNUAL BASE RENT” is hereby amended by adding to the schedule set forth in the
Second Amendment the following:
(iv) For the Additional Space, $17.50 per rentable square foot from August 1, 2011 and
then $18.00 per rentable square foot from August 1, 2012 through December 31, 2014;
i. The subject “SECURITY DEPOSIT” is hereby amended by adding the following: “Tenant shall
deposit the sum equal to one month’s rent for the Additional Space, which shall be held along with
the initial Security Deposit of $6,324.58 in a non-interest bearing account.”
j. The subject “PARKING” is hereby amended by deleting “Tenant will receive 3.8 parking
spaces per 1,000 square feet rented, being 57 spaces, on a first-come, first-served basis” and
substituting therefore the following: “Tenant will receive 3.8 parking spaces per 1,000 square feet
rented, being 67 spaces, on a first-come, first-served basis”.
3. Further Amendment of Article 1 of the Lease. Section 1.2 Exhibits is
hereby amended by adding Exhibit B-4, showing the Additional Space.
4. Tenant Improvements. Per Exhibit A hereto and at Landlord’s expense,
Landlord does hereby agree to complete the following improvements: (i) a new Kitchen by providing 3
rows of adjustable shelves on the Kitchen Wall; install new cabinets and counter tops; provide
plumbing; water heater, drains, sinks and faucet (ii) add a 3’ X 6’ glass side light to allow
natural light into the Kitchen; (iii) Paint and carpet entire suite (except VCT in Kitchen area);
and (iv) other alterations reflected in the floor plan attached as Exhibit A.
5. Brokers. Landlord shall be responsible for the payment of all brokerage fees due
to R. W. Holmes Realty (“Holmes”) in connection with this Third Amendment pursuant to a separate
agreement between Landlord and Holmes.
[Remainder of this page intentionally left blank.]
6. No Other Amendments. Except as otherwise provided herein, the Lease is hereby
ratified and confirmed and shall remain unmodified and in full force and effect.
Executed as a sealed instrument by the duly authorized signatories of the parties hereto in
two or more counterparts as of the day and year first above written.
| LANDLORD: | TENANT: | |||||||||||||
| ATLANTIC-PHILADELPHIA REALTY, LLC | HEARTWARE, INC. | |||||||||||||
| By its Managing Agent, | ||||||||||||||
| Atlantic Management Corporation | ||||||||||||||
| By: | /s/ David Capabianco | By: | /s/ Lawrence J. Knopf | |||||||||||
| Its: | COO | Its: | SVP/General Counsel | |||||||||||
Exhibit A — Tenant Improvements Plan