Exhibit 10.13
SECOND AMENDMENT TO LEASE AGREEMENT
This SECOND AMENDMENT TO LEASE AGREEMENT (the "Second Amendment") is
made and entered into as of February 13, 2004, by and between SPI COMMERCE PARK,
LP, a California limited partnership ("Landlord"), and VNUS MEDICAL
TECHNOLOGIES, INC., a Delaware Corporation ("Tenant"), with reference to the
following facts:
A. Pursuant to that certain Lease (the "Original Lease") dated
January 24, 2001, as amended by that certain First Amendment
to Lease Agreement (the "First Amendment") dated August 1,
2003 between Landlord and Tenant (collectively, the "Lease"),
Landlord leased to Tenant those certain premises (the
"Premises") described in the Lease located at 2200 Zanker
Road, Xxxxxx X, Xxxxx X xxx Xxxxx X, Xxx Xxxx, Xxxxxxxxxx.
B. Landlord and Tenant now desire to amend the Lease to add the
adjacent premises known as Suite C ("Second Expansion
Premises") thereto, on the terms and conditions described
herein.
B. Except as otherwise expressed herein to the contrary, all
capitalized terms used in this Second Amendment shall have the
same meanings given such terms in the Lease.
NOW, THEREFORE, in consideration of the mutual covenants herein
contained, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereby agree as
follows:
1. EFFECTIVE DATE. This Second Amendment shall be effective on the date
the last signatory whose execution is required to make it binding on the parties
hereto shall have executed this Second Amendment.
2. AMENDMENT OF BASIC LEASE TERMS. Certain of the Basic Lease Terms are
hereby amended as follows, as of the Effective Date unless otherwise noted:
SECTION TERMS
(LEASE REFERENCE)
Section 1.20 Premises: That area consisting in the aggregate of
30,344 square feet of gross leasable area, the address
of which is 0000 Xxxxxx Xxxx, Xxxxx X (which is agreed
to be 5,048 square feet) and Suite F (which is agreed
to be 10,150 square feet), Suite D (which is agreed to
be 7,248 square feet), and Suite C (which is agreed to
be 7,898 square feet), Xxx Xxxx, Xxxxxxxxxx, 00000, as
shown on the Site Plan attached hereto as Exhibit A.
Section 1.28 Tenant's Share: 12.57%, which has been determined by
dividing the agreed square footage of the Premises by
the agreed square footage of the Project.
Section 4.5 Allocated Parking Spaces: Shall be amended to be eighty
three (83) spaces [67 spaces + 16 for Expansion
Premises].
Section 3.1 Base Monthly Rent: The Base Monthly Rent shall be
increased according to the following schedule, which is
attributable to the Second Expansion Premises.
Expansion Premises/Months Monthly Amount
------------------------- --------------
05/01/04 - 04/30/05 $5,133.70
05/01/05 - 04/30/06 $5,287.71
05/01/06 - 04/30/07 $5,446.34
05/01/07 - 06/30/07 $5,609.73
For example, per the terms of the Lease, if the Base
Monthly Rent for May 2004 is "X", then the revised Base
Monthly Rent for May 2004 shall be X + $5,133.70
3. TENANT IMPROVEMENTS. Landlord shall have no responsibility to
construct improvements to the Premises or the Project. Tenant acknowledges that
it has had an opportunity to conduct, and has conducted, such inspections of the
Premises as it deems necessary to evaluate its condition. Tenant agrees to
accept possession of the Premises in its existing condition, "as-is", including
all patent and latent defects. Landlord makes no representation or warranty
whatsoever, express or implied, concerning the fitness or suitability of the
Premises for the conduct of Tenant's business or for any other purpose. Tenant's
taking possession of any part of the Premises shall be deemed to be an
acceptance of the Premises by Tenant.
4. BROKERS. Each party hereto (a) represents and warrants to the other
that it has not had any dealings with any real estate brokers, leasing agents or
salesmen, or incurred any obligations for the payment of real estate brokerage
commissions or finder's fees which would be earned or due and payable by reason
of the execution of this Second Amendment, and (b) agrees to indemnify, defend,
and hold harmless the other party from any claim for any such commission or fees
which result from the actions of the indemnifying party.
5. ENTIRE AGREEMENT. This Second Amendment and the Lease constitute the
entire understanding and agreement of the parties with respect to the subject
matter hereof, and shall supersede and replace all prior understandings and
agreements, whether verbal or in writing. The parties confirm and acknowledge
that there are no other promises, covenants, understandings, agreements,
representations or warranties with respect to the subject matter of this
Agreement except as expressly set forth herein. If the provisions of this Second
Amendment and the provisions of the Lease are inconsistent, the provisions of
this Second Amendment shall prevail. Except as expressly modified by this Second
Amendment, the Lease shall remain in full force and effect as initially
executed.
[SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, THE PARTIES HERETO HAVE EXECUTED THIS SECOND AMENDMENT AS OF
THE DATE FIRST SET FORTH ABOVE.
LANDLORD: TENANT:
SPI COMMERCE PARK, LP VNUS MEDICAL TECHNOLOGIES, INC.
a California limited partnership a Delaware corporation
/s/ Xxxxx Xxxxxx
By: SPI Holdings, LLC, By: ____________________
a Delaware limited liability company Name: Xxxxx Xxxxxx
Its General Partner Title: President and CEO
/s/ Xxxxxx X. Xxxx
By: ____________________ /s/ Xxxxxx Xxxxx
Name: Xxxxxx X. Xxxx By: ____________________
Title: Manager Name: Xxxxxx Xxxxx
Title: CFO
