Exhibit 10.4


 


AMENDMENT


TO THE LEASE AGREEMENT (Reg.ne 39 series 3T)


 


By and between


 


FIDIA FARMACEUTICI S.P.A. with legal domicile in Abano Terme
(PD) via Ponte della Fabbrica 3/A, Italy, VAT Code 00204260285 (hereinafter “Fidia”)


 


and


 


ANIKA THERAPEUTICS S.r.l. with legal domicile in Abano Terme
(PD) via Ponte della Fabbrica 3/B, Italy, VAT Code 03641500289 (hereinafter “Anika”)


 


(which shall hereinafter be jointly referred to as the “Parties,”
and individually as a “Party”)


 


WHEREAS


 


on December 30, 2009, Fidia and Anika (formerly FAB S.r.l.) entered
into a lease agreement (the “Agreement”), subsequently amended, in respect of leasing a certain Property (as defined
in the Agreement).


 


Through this Amendment Fidia and Anika establish the following:


 


		1)	The definitions contained in the Agreement shall have the same meanings in this Amendment to the
Lease Agreement.



 


		2)	Effective January 1, 2012, Annex A to the Agreement is replaced by Annex A attached to this Amendment
to the Lease Agreement.



 


		3)	Effective January 1, 2012, recital C) of the Agreement is amended as follows:



 


			“The Lessor is the owner of the leased premises in Abano Terme (PD), via Ponte della Fabbrica
3/A and 3/B, registered in the NCT.F. 10 map 632 and NCEU F. 10 map 632, as described in the registry search and plans as attached
in Annex A hereto and identified as follows (the “Property”)



 


		(1)	a portion of the building called F2 (“Building F2 – plans 0008_59 and 0008_02”),
with 423 m2 to be used as a warehouse;



 


		(2)	a portion of the building called “Research Institute” (LR1 – plans 0005 and 0006),
with 1,174 m2 to be used as laboratories and Tissue Tech production facilities, and 1,268 m2 for office use (ground floor and first
floor);



 


 



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		4)	Effective from January 1, 2012 to March 31, 2012:



 


		a)	the table contained in Section 3.1 is replaced by the following table which takes into account
the ISTAT indexation at December 2011:



 


	Area	M2	
        Monthly rent / m2

        (euros)
	
        Monthly rent

        (euros)

	
        Research Institute

        (LR1 – plans 0005 and 0006) – Offices

        Warehouse (“Building F2 – plans 0008_59”)
	1,268	14.63	18,551
	373	5.23	1,951
	
        Warehouse

        (“Building F2 – plans 0008_02”)
	50	14.63	732
	
        Research Institute

        (LR1 – plan 0005) – Research Laboratories
	655	17.46	11,436
	
        Research Institute

        (LR1 – plan 0006) – Tissue Tech Production Facilities
	519	17.46	9,062
	Totals	2,865	 	41,732


 


and b) the total amount of
the monthly rent in line with the provisions of Section 3.1, effective from January 1, 2012 to 03.31.2012, is 41,732 euros.


 



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		5)	Effective April 1, 2012, the premises leased to Anika are reduced and therefore the spaces being
leased are the ones indicated in Annex B of this Amendment to the Lease Agreement.



 


		6)	Effective from April 1, 2012, recital C) of the Agreement is amended as follows:



 


			“The Lessor is the owner of the leased premises in Abano Terme (PD), via Ponte della Fabbrica
3/A and 3/B, registered in the NCT.F. 10 map 632 and NCEU F. 10 map 632, as described in the registry search and plans as attached
in Annex A hereto and identified as follows (the “Property”)



 


		(3)	a portion of the building called F2 (“Building F2 – plans 0008_59 and 0008_02”),
with 423 m2 to be used as a warehouse;



 


		(4)	a portion of the building called “Research Institute” (LR1 – plans 0005 and 0006),
with 1,054 m2 to be used as laboratories and Tissue Tech production facilities, and 1,125 m2 for office use (ground floor and first
floor);



 


		7)	Effective from April 1, 2012, the table contained in Section 3.1 is replaced by the following table:



 


	Area	M2	
        Monthly rent / m2

        (euros)
	
        Monthly rent

        (euros)

	
        Research Institute

        (LR1 – plans 0005 and 0006) – Offices

        Warehouse (“Building F2 – plans 0008_59”)
	1,125	14.63	16,459
	373	5.23	1,951
	
        Warehouse

        (“Building F2 – plans 0008_02”)
	50	14.63	732
	
        Research Institute

        (LR1 – plan
	535	17.46	9,341


 






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	0005) – Research Laboratories	 	 	 
	
        Research Institute

        (LR1 – plan 0006) – Tissue Tech Production Facilities
	519	17.46	9,062
	Totals	2,602	 	37,545


 


 


			Therefore, the total amount of the monthly rent in line with the provisions of Section 3.1 effective
from April 1, 2012, is 37,545 euros.



 


		8)	With the return of the R&D spaces, Anika shall reimburse Fidia the sum of €24,666.00 pursuant
to Art. 4 of the Lease Agreement of June 18, 2010.



 


		9)	The other provisions of the agreement remain unchanged.



 






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IN WITNESS WHEREOF, the Parties have signed this Amendment to the
Lease Agreement on


 


Abano Terme, April 16, 2012


 


 


FIDIA FARMACEUTICI S.P.A.


 


By: /s/ Antonio Germani


Antonio Germani, Managing Director


 


ANIKA THERAPEUTICS S.r.l.


 


By: /s/ Charles H. Sherwood, Ph.D.


Charles Sherwood, President


 


 


 


 


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