EXHIBIT 10.11(A)
AMENDMENT TO LEASE
This Amendment to Lease, made this 28th day of February, Two Thousand (2000), by
and between 580 Lancaster Associates, L.P., a general limited partnership
organized and existing under the Law of Pennsylvania whose present address is
0000 Xxxxxxxxx Xxxxx, Xxxxx 000, Xxxxxx, XX 00000, hereafter called "Landlord",
and Animas Corporation, a corporation organized and existing under the law of
Delaware, whose present address is 000 Xxxxxxxxx Xxxxxx, Xxxxxxx, XX 00000
hereinafter called "Tenant".
WITNESSETH THAT:
WHEREAS, Landlord and Tenant hereto entered into an Agreement of Lease dated
September 25, 1998 providing for the leasing of office space by Tenant at 000
Xxxxxxxxx Xxxxxx, Xxxxxxx, XX 00000; and
WHEREAS, Tenant desires to extend the Term and expand the Lab Space and both
parties have agreed to the following changes and that effective August 1, 2000
("Effective Date"), the Agreement of Lease will be amended as follows:
1. The Term shall be extended three years, ending December 31,
2004.
2. Provided the work required to be performed by Landlord as
outlined in Article 5 of this Amendment to Lease is
substantially completed, then Article 35 shall be deleted in
its entirety and replaced with the following. Landlord will
use its best efforts to substantially complete the Lab Space
on or before August 1, 2000. The Lab Space shall be deemed
"Substantially Complete" and ready for occupancy on the date
which the work to be performed by Landlord in the Lab Space in
accordance with this Lease shall have been substantially
completed notwithstanding that insubstantial details of
construction, mechanical adjustment, or decoration remain to
be performed, the noncompletion of which would not interfere
with Tenant's use of the Premises. If for any reason
whatsoever the Lab Space is not Substantially Complete on or
before September 1, 2000, then Landlord shall xxxxx Fixed Rent
one day for each day beyond September 1, 2000 the Lab Space is
not Substantially Complete and shall xxxxx Fixed Rent two days
for each day beyond September 15, 2000 the Lab Space is not
Substantially Complete. Notwithstanding anything to the
contrary herein, Tenant may terminate this Lease by written
notice to Landlord given at any time after October 1, 2000 if
the Premises are not Substantially Complete.
LAB SPACE.
(a) DEMISE. In addition to the area defined in Article 2
of this Lease, Landlord does hereby lease and demise to Tenant
and Tenant does hereby hire and take from Landlord, for the
term and subject to the provisions hereof, the space
(hereinafter, together with all fixtures, equipment,
improvements, installations and appurtenances which at the
commencement of or during the term of this Lease are thereto
attached, referred to as the "Lab Space") cross-hatched on the
floor plan (the "Floor Plans") attached hereto as Exhibit "D".
To identify the obligations and responsibilities of Landlord
and Tenant with regard to the Lab Space, the Lab Space is
included within the definition of the "Premises". The Lab
space is approximately 24,000 square feet.
(b) USE. Landlord represents that Tenant may use the Lab
Space for computer operations, laboratory, warehouse and
distribution and light assembly and testing.
(c) RENT. The minimum fixed annual rent for the Lab Space
shall be the sum of Two Hundred Forty Five Thousand Seven
Hundred Forty Nine and 92/100 Dollars ($245,749.92) lawful
money of the United States of America, payable in equal
monthly installments in advance and without demand, notice,
set-off or deduction, except as otherwise expressly provided
in this Lease, in the sum of Twenty Thousand Four Hundred
Seventy Nine 16/100 Dollars ($20,479.16) on the first day of
each and every month during the Term. The Fixed Rent for the
Lab Space for the first Extended Term shall be Two Hundred
Forty One Thousand Nine Hundred Twenty Dollars ($241,920.00)
per year.
3. Retail Space.
(a) Demise. In addition to the area defined in Article 2
and Article 35 of this Lease, Landlord does hereby lease and
demise to Tenant and Tenant does hereby hire and take from
Landlord, for the term and subject to the provisions hereof,
the space (hereinafter, together with all fixtures, equipment,
improvements, installations and appurtenances which at the
commencement of or during the term of this Lease are thereto
attached, referred to as the "Retail Space") cross-hatched on
the floor plan (the "Floor Plans") attached hereto as Exhibit
"D". To identify the obligations and responsibilities of
Landlord and Tenant with regard to the Retail Space, the
Retail Space is included within the definition of the
"Premises". The Retail Space is approximately 6,000 square
feet. The Retail Space will be made available for Tenant's
occupancy at the same time as the Lab Space.
(b) Use. Landlord represents that Tenant may use the
Retail Space for offices, computer operations, laboratory,
warehouse and distribution and light assembly and testing.
(c) Rent. The minimum fixed annual rent for the Retail
Space shall be the sum of Eighty Four Thousand Four Hundred
Eighty Dollars ($84,480.00) lawful money of the United States
of America, payable in equal monthly installments in advance
and without demand, notice, set-off or deduction, except as
otherwise expressly provided in this Lease, in the sum of
Seven Thousand Forty Dollars ($7,040.00) on the first day of
each and every month during the Term. The Fixed Rent for the
Retail Space for the first Extended Term shall be Eighty Eight
Thousand Five Hundred Dollars ($88,500.00) per year.
4. Articles 37 and 38 shall be deleted, in their entirety.
5. Landlord shall, at Landlord's cost, complete the improvements
outlined below on or before the Effective Date of this
Amendment to Lease:
a) Landlord shall install, in the warehouse space, HVAC
in sufficient quality and quantity to maintain
acceptable temperature and air quality for Tenant's
use as a office area. Such quantity and quality shall
not be less than that existing in the existing office
area. Such HVAC shall include base units, reasonable
quantities of duct, diffusers, and thermostat
controls.
b) Landlord shall provide electrical panels wired to the
main distribution panel throughout the warehouse
space in locations mutually determined by Landlord
and Tenant with the cost therefore not to exceed
$3,500.00.
c) Landlord shall at its own expense, complete the
parking area as outlined on Exhibit G. Such parking
shall be expanded to not less that 180 parking spaces
and will be for Tenant's exclusive use at all times.
6. In addition to Landlord's work as provided in Article 5 above,
Tenant shall perform work at its own expense to prepare the
"Lab Space" for its use. Tenant agrees to install the ceiling
with 3 1/2 inches of insulation at a height of 12 feet.
Tenant shall not be responsible to remove the improvements at
the end of the Term.
7. Option to Terminate. Tenant shall have the option to terminate
this Lease ("Option to Terminate") upon the following terms
and conditions:
a) Tenant shall give Landlord not less than nine months
written notice ("Notice to Terminate") provided such
notice shall not been given prior to March 31, 2001.
b) In addition to any amounts owed in accordance with
this Lease, Tenant shall pay the sum of $3,472.22
multiplied by the remaining months of the Term. Such
payment shall be due ninety days prior to the
effective date of the termination ("Termination
Fee"). (i.e. Notice to Terminate: November 1, 2002;
Termination Date: July 31, 2003; Termination Fee:
$59,027.74 (17 x $3,472.22); Date Due: April 30,
2003.)
c) In the event Tenant exercises its Option to Terminate
and pays the Termination Fee as required above, the
Lease shall terminate as if the date were the date
originally set forth herein for the expiration of the
Term.
8. Access. With reasonable prior notice, Tenant shall have
access, after the execution of this Amendment to Lease, to the
expansion Lab and Retail Space for its architects, engineers,
and construction representatives to enable Tenant to prepare
plans and specifications for its work in the expansion space.
Such reasonable access shall not interfere with the existing
Tenant's use of the space.
9. All Capitalized terms in this Amendment will have the meaning
set forth in the Lease, except as specifically amended hereby.
10. All of the terms, conditions, and provisions of the Lease are
incorporated herein by reference as fully as though set forth
in this Agreement.
11. All other lease terms and conditions to remain the same.
IN WITNESS WHEREOF, the parties hereto have executed this
Amendment to Lease on the day and year aforesaid.
Landlord:
580 LANCASTER ASSOCIATES, L.P.
0000 XXXXXXXXX XXXXX
XXXXXX, XX 00000
By: /s/ Xxxxx Xxx
--------------------------------
Attest: ____________________________
Tenant:
ANIMAS CORPORATION
a Delaware Corporation
By: /s/ XXXXXXXXX X XXXXXXXX
--------------------------------
Attest: /s/ Xxxx Xxxxxxx
