First Amendment to Lease, dated as of September 28, 2004, between the Registrant and 200 Minuteman Limited Partnership
FIRST AMENDMENT TO LEASE
This First Amendment to Lease (this Amendment) is entered into as of the 28th day of September, 2004 by and between 200 Minuteman Limited Partnership (the Landlord) and TransMedics, Inc. (the Tenant).
Landlord and Tenant have entered into that certain Lease dated as of June 25, 2004 (the Lease) for property located at 200 Minuteman Drive, Andover, Massachusetts, as more particularly described therein. Capitalized terms used and not defined herein shall have the meaning given to them in the Lease.
Under Section 26(a) of the Lease Tenant had the right to terminate the Lease if Landlord or Tenant exercised its right to terminate that certain Lease dated as of June 25, 2004 for property located at 30 Minuteman Drive (the Other Lease) pursuant to Sections 2(c)(i), 2(c)(iii) or 2(d) of the Other Lease.
As of this date, Tenant and Landlord have agreed that Landlords and Tenants rights to terminate the Other Lease under Sections 2(c)(i) and 2(c)(iii) thereof have expired without having been exercised.
Under Section 26(b) of the Lease, Tenant had the right to terminate the Lease if the existing Landlords Mortgagee did not timely agree to enter into a Subordination, Non-disturbance and Attornment Agreement in a form that met the requirements of Section 19.1 of the Lease or that was otherwise reasonably acceptable to Tenant (the SNDA ).
The existing Landlords Mortgagee timely agreed to (and actually did) enter into the SNDA with Tenant.
The parties have agreed to amend the Lease to reflect the expiration of the termination rights set forth in: (1) Section 26(a) of the Lease, as they pertain to Sections 2(c)(i) and 2(c)(iii) of the Other Lease only and not to Section 2(d) thereof; and (2) Section 26(b) of the Lease.
NOW THEREFORE, in consideration of the foregoing, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:
1. Paragraphs A through F above are incorporated herein by reference.
2. Tenants right to terminate the Lease under Section 26(a) of the Lease by reason of the termination of the Other Lease pursuant to Sections 2(c)(i) and 2(c)(iii) of the Other Lease has expired without Tenant exercising such right; provided, however, that Tenants right to terminate
the Lease (pursuant to Section 26(a) thereof) by reason of its termination of the Other Lease pursuant to Section 2(d) of the Other Lease remains in full force and effect.
3. Tenants right to terminate the Lease pursuant to Section 26(b) thereof has expired without Tenant having exercised such right to terminate.
4. Neither Landlord nor Tenant is in default under the Lease; nor are there any set of circumstances which, with the passage of time or giving of notice, or both, would constitute a default under the Lease.
5. The Lease is in full force and effect, and other than as set forth above, it remains unchanged.
EXECUTED under seal as of the first date written above.
200 Minuteman Limited Partnership
|Niuna-200 Minuteman, Inc., general partner|
/s/ Martin Spagat
/s/ Waleed Hassanein
Name: Martin Spagat
Name: Waleed Hassanein