EXHIBIT 10.36


 


CUMMINGS PROPERTIES, LLC


STANDARD FORM


 


LEASE EXTENSION


 


In connection with a lease
currently in effect between the parties at 233, 234, 236, 238, 240, 252 and 254
West Cummings Park, Woburn, Massachusetts, *executed on March 10, 1995 and terminating
February 28, 2004, and in consideration of the mutual benefits to be derived
herefrom , Cummings Properties, LLC, LESSOR, and Anika Therapeutics, Inc.,
LESSEE, hereby agree, effective March 1, 2004, to amend said lease as follows:    *fully


 


1.                 The lease is
hereby extended for an additional term of five (5) years ending at noon on
February 28, 2009.


 


2.                 Base rent is
hereby changed to five hundred ninety eight thousand nine hundred eighteen
(598,918) dollars per year or  
$49,909.83 per month.


 


3.                 The base month
from which to determine the amount of each annual increase in the “Cost of
Living” shall be November 2002, which figure shall be compared with the figure
for November 2003, and each November thereafter to determine the percentage
increase (if any) in the base rent to be paid during the following calendar
year except that the first such adjustment shall take place with rent due March
1, 2004.


 


4.                 Upon execution
of this Lease Extension, the security deposit shall be increased by $8,400 from
$91,600 to a new total of $100,000. LESSOR shall transfer to this lease the
$8,400 security deposit held by LESSOR under a separate lease between the
parties at 230 West Cummings Park as payment of this increase.


 


5.                 The lease,
including all terms, conditions, escalations, etc. shall be automatically
extended for additional successive periods of five (5) years each unless LESSOR
or LESSEE shall serve written notice, either party to the other, of either
party’s desire not to so extend the lease. The time for serving such written
notice shall be not more than twelve months or less than six months prior to
the expiration of the then current lease period. Time is of the essence.


 


6.                 Notwithstanding
Section 19 of the lease, in the event the entire balance of rent due under the
lease becomes due and payable as liquidated damages, said amount shall be
discounted to its net present value as of the date of LESSOR’s notice of
default, using the published prime rate then in effect. Furthermore, LESSEE’s
covenants under the lease shall be independent of LESSOR’s covenants, and
LESSOR’s failure to perform any of its covenants under the lease, including a
covenant constituting a significant inducement to LESSEE to enter into the
lease, shall not excuse the payment of rent or any other charges by LESSEE or
allow LESSEE to terminate the lease.


 


7.                 In the event
either party has employed a real estate broker, tenant representative, or other
third party on its behalf in connection with this Lease Extension and/or any
further extension, renewal, or expansion of the lease, then payment of any and
all fees or commissions shall be the sole responsibility of the party engaging
any such broker, representative, or third party. LESSEE and LESSOR agree that
the party who so engages any broker, representative, or other third party shall
indemnify the other against any and all claims for any such fees or
commissions.


 


8.                 To the extent
any inconsistency exists between this Lease Extension and the lease, including
any prior amendments, the conditions contained herein shall control and
supersede any earlier provisions. Neither the submission of this Lease
Extension, nor the prospective acceptance of any increase in the security
deposit, shall constitute a reservation of or option for the leased premises,
it being expressly understood and agreed that this Lease Extension shall not
bind either party in any manner whatsoever until it has been executed by both
parties.


 


9.                 *
Notwithstanding monthly rent as provided in Section 2 above, LESSEE may deduct
$1,497 per month from each monthly rental payment due from March 1, 2004
through August 30, 2006 (only), provided LESSOR receives each such monthly
payment on or before the first day of the month for which that rent is due and
LESSEE is not otherwise in default of the lease or in arrears of any rent or
invoice payments. Time is of the essence.


 


10.           The size of
the leased premises is hereby increased to a new total of approximately 34,546
square feet with the addition of 230 West Cummings Park (“Suite 230”).


 


11.           LESSEE
acknowledges that it is currently occupying Suite 230 under a separate lease
between the parties that expires February 28, 2004. Notwithstanding anything in
Section 26 of the within lease to the contrary, upon termination of the within
lease, LESSEE shall deliver Suite 230 in the same condition as it was at the
commencement of said separate lease and otherwise as provided in the within
lease.


 


12.           As a result of
the addition of Suite 230 to this lease, Section 3 of Amendment to Lease #3 is
hereby deleted and of no further force or effect.


 


 


[ILLEGIBLE]  LESSOR


 


[ILLEGIBLE]  LESSEE


 

















 


13.           In the event
LESSOR elects to terminate LESSEE’s use of a cluster sign pursuant to Section 8
of Amendment to Lease #2, the annual base rent for the then remaining term of
the lease shall be decreased by $3,000, and not $1,759.53 as set forth in said
amendment.


 


14.           *LESSOR
consents to LESSEE’s access to the roof of the building for maintenance of its
non-standard equipment serving the leased premises (only).  LESSEE further agrees that no other work
shall be carried on or any other equipment installed on the roof without the
prior written consent of LESSOR.  LESSEE
shall be fully responsible for, and agrees to indemnify and hold LESSOR
harmless from, any and all property damage and personal injury associated in
any way with the activities of LESSEE and LESSEE’s agents, employees and
contractors on the roof and/or the location, installation or maintenance of
LESSEE’s equipment on the roof including, but not limited to, damage to the
watertight integrity of the roof and the roof membrane from whatever cause.


 


15.           Paragraph G of
the Rider to Lease is hereby deleted and replaced by the following. Prior to
the termination date of the lease, LESSEE, at LESSEE’s sole expense, shall
engage an independent and certified industrial hygienist (“the CIH”) to prepare
a decontamination work plan of the leased premises in accordance with all CIT
professional standards and all applicable laws to address all conditions
arising out of LESSEE’s tenancy.  LESSEE
shall submit said plan to LESSOR for LESSOR’s review and consent, which consent
shall not be unreasonably withheld, conditioned or delayed.  LESSOR’s consent shall be deemed given if
LESSOR does not respond within five days after LESSOR’s receipt of said
plan.  LESSEE shall then complete all
measures specified in said plan, including, to the extent required by the plan,
testing and cleaning of all surfaces, HVAC equipment, ductwork, and other
building components recommended therein. The CIH shall certify that as of the
termination date of the lease, the entire leased premises and any extension
thereof used in any way by the LESSEE is free from any harmful chemical,
biological, radioactive or other contamination arising out of LESSEE’s tenancy,
in accordance with all applicable CIH professional standards and all applicable
laws.  Said certification shall confirm
the clean condition of all HVAC equipment, ductwork, plumbing fixtures, drains,
tanks, mechanical systems, cabinetry, casework, pH adjustment tanks, acid
neutralization equipment, all other surfaces, and the indoor air quality at the
leased premises, and shall specify that there are no restrictions on future use
and occupation by others.  This
certification and any required and recommended cleaning shall be completed
prior to the termination of the lease. 
Time is of the essence.


 


16.           LESSEE shall
notify LESSOR in writing upon LESSOR’s request and 30 days prior to the
expiration of the lease term of LESSEE’s compliance with its inspection and
maintenance obligations as set forth in Section 4 of Amendment to Lease
#3.  In addition, the reference in said
Section 4 to “Section 9 of the lease” is hereby changed to “Section 8 of the
lease.”


 


17.           The two
preceding paragraphs regarding the condition of the leased premises are a key
consideration of this Lease Extension.


 


18.           In
consideration of this Lease Extension, Sections 8 and 9 of the Lease Extension
dated November 23, 1998 are hereby deleted and of no further force or effect.


 


19.           LESSOR, if
requested to do so by LESSEE and at LESSEE’s sole expense, shall build a
handicap ramp at LESSEE’s main entrance. 
The charges for said ramp to be completed by LESSOR or LESSOR’s agents
may be incorporated into the lease by separate amendment to be attached hereto,
amortized without interest, and then paid for by LESSEE in the same manner as
base rent which shall otherwise be due.


 


All
other terms, conditions and covenants of the lease shall continue to
apply.  In Witness Whereof, LESSOR and
LESSEE have hereunto set their hands and common seals this 8th day
of October, 2003.


 


 


	
  LESSOR: CUMMINGS PROPERTIES, LLC

  	
   

  	
   

  	
  LESSEE: ANIKA
  THERAPEUTICS, INC.

  
	
   

  	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Douglas Stephens

  	
   

  	
  By:
  

  	
  /s/ William J. Knight as
  CFO

  
	
  Duly Authorized

  10-10-03

  	
   

  	
   

  	
  Duly Authorized

  
	
   

  	
   

  	
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  Name: William J. Knight