exv10w37






Exhibit
10.37



FIRST AMENDMENT TO LEASE




     This First Amendment to Lease (“Amendment”)made and entered into this 13th day of March, 2009,
by and between RADNOR PROPERTIES-SDC, L.P., hereinafter referred to as “Landlord” and QLIKTECH,
INC., hereinafter referred to as “Tenant”.



     WHEREAS, Landlord leased certain premises consisting of 12,266 rentable square feet of space
commonly referred to Suite E220 (“Original Premises”) located at 150 Radnor-Chester Road, Radnor,
Pennsylvania 19087 (“Building”), to Tenant pursuant to that certain Lease dated November 15, 2005,
hereinafter referred to as “Lease,” the Premises being more particularly described therein; and



     WHEREAS, Tenant desires to expand the size of the Premises by adding an additional 5,064
rentable square feet (“RSF”) of space under the Lease;



     WHEREAS, Landlord and Tenant wish to amend the Lease as follows;



     NOW, THEREFORE, in consideration of these present and the agreement of each other, Landlord
and Tenant agree that the Lease shall be and the same is hereby amended as follows:



     1. Incorporation of Recitals. The recitals set forth above, the Lease referred to
therein and the exhibits attached hereto are hereby incorporated herein by reference as if set
forth in full in the body of this Amendment. Capitalized terms not otherwise defined herein shall
have the meanings given to them in the Lease.



     2. Lease of Additional Premises.



          (a) The Lease is hereby amended to provide that Landlord hereby demises and lets unto Tenant,
and Tenant hereby leases and hires from Landlord, all that certain space on the second floor of the
Building containing approximately 5,064 RSF of space (the “Additional Premises”), as shown on
Exhibit “A” and made a part hereof. The term of the Lease for the Additional Premises
shall commence upon the later of (i) March 15, 2009, and (ii) substantial completion of the
Landlord’s Work (as defined in subparagraph (b) hereof) (“Additional Premises Commencement Date”).
The Additional Premises shall be deemed substantially completed when the Landlord’s Work has been
completed to the extent that the Additional Premises may be occupied by Tenant for its Permitted
Uses, subject only to completion of minor finishing, adjustment of equipment, and other minor
construction aspects, and Landlord has procured a temporary or permanent certificate of occupancy
permitting the occupancy of the Premises. It is the mutual intention of Landlord and Tenant that
the Additional Premises shall be leased to and occupied by Tenant on and subject to all of the
terms, covenants and conditions of the Lease except as otherwise expressly provided to the contrary
in this Amendment, and to that end Landlord and Tenant hereby agree that from and after the
Additional Premises Commencement Date the word “Premises”, as defined in the Lease, shall mean and
include both the Original Premises and the Additional Premises, containing a total of 17,330 RSF,
unless the context otherwise requires.




          (b) Landlord shall construct and do such other work in the Additional Premises (collectively,
the “Landlord’s Work”) in substantial conformity with the plans and outline specifications of the
plan, SK-1, prepared by Polek Schwartz Architects dated November 18, 2009, which
have been initialed by the parties, and which are herein incorporated by reference. If any
material revision or supplement to Landlord’s Work is deemed necessary by Landlord, those revisions
and supplements shall be submitted to Tenant for approval, which approval shall not be unreasonably
withheld or delayed. If Landlord shall be delayed in such “substantial completion” as a result of
(i) Tenant’s failure to furnish plans, specifications or other reasonably requested information for
the furtherance of Landlord’s Work within five (5) business days following Landlord’s written
request to Tenant for the same; (ii) Tenant’s request for materials, finishes or installations
other than Landlord’s standard; (iii) Tenant’s changes in said plans; (iv) the performance or
completion of any work, labor or services by a party employed by Tenant; or (v) Tenant’s failure to
approve final plans, working drawings or reflective ceiling plans within five (5) business days
following Landlord’s written request to Tenant for the same (each, a “Tenant’s Delay”); then the
Additional Premises Commencement Date and the payment of Fixed Rent hereunder shall be accelerated
by the number of days of such delay . If any change, revision or supplement to the scope of the
Landlord’s Work is requested by Tenant then such increased costs associated with such change,
revision or supplement shall be paid by Tenant upfront and such occurrence shall not change the
Additional Premises Commencement Date of the Term and shall not alter Tenant’s obligations under
this Lease. Notwithstanding anything to the contrary stated in Article 2(a) above, the
Term shall commence on the date the Additional Premises would have been delivered to Tenant but for
Tenant’s Delay or Tenant’s change order. Landlord’s Work constitutes an Alteration under
Article 8 of the Lease. Notwithstanding anything to the contrary contained herein, if the
entire Tenant Allowance is not spent by Tenant on Landlord’s Work, the balance may be spent by
Tenant for furniture, fixtures, or equipment.







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          (c) From and after the Additional Premises Commencement Date, Tenant’s Share shall be 5.10%.




          (d) The Additional Premises Commencement Date shall be confirmed by Landlord and Tenant by the
execution of a Confirmation of Lease Term in the form attached hereto as Exhibit “B”. If
Tenant fails to execute or object to the Confirmation of Lease Term within ten (10) business days
of its delivery, Landlord’s determination of such dates shall be deemed accepted.




     3. Term: The Lease Term for the Additional Premises shall commence the Additional
Premises Commencement Date and terminate on September 30, 2011, coterminously with the Lease.



     4. Fixed Rent:



          (a) From and after the Additional Premises Commencement Date (“APCD”), Tenant shall pay to
Landlord Fixed Rent for the Additional Premises (5,064 RSF) as follows:




	 	 	 	 	 	 	 	 	 	 	 	 	 
	TIME	 	PER	 	MONTHLY	 	ANNUAL
	PERIOD	 	RSF	 	INSTALLMENT	 	FIXED RENT
	APCD-02/28/10
	 	$	27.00	*	 	$	11,394.00	 	 	$	136,728.00	 
	03/01/10-02/28/11
	 	$	27.50	*	 	$	11,605.00	 	 	$	139,260.00	 
	03/01/11-09/30/11
	 	$	28.00	*	 	$	11,816.00	 	 	$	141,792.00	 









 




			
	* 	 	Plus costs associated with Article 4 and Article 5 of the Lease.





          (b) Notwithstanding anything in the Lease to the contrary, Tenant shall pay to Landlord
without notice or demand, and without set-off, except as set forth in this Lease, the annual Fixed
Rent payable in the monthly installments of Fixed Rent as set forth above, in advance on the first
day of each calendar month during the Term by Term by (i) check sent to Landlord, P.O. Box
8538-363, Philadelphia, PA 19171 or (ii) wire transfer of immediately available funds to the
account at Wachovia Bank, Salem NJ account no. 2030000359075 ABA #031201467; such transfer to be
confirmed by Landlord’s accounting department upon written request by Tenant. All payments must
include the following information: Building #590 and Lease #          . Such numbers shall be provided
by Landlord within a reasonable time following execution of this Amendment.




     5. Notice Addresses: All notices under the Lease shall be sent to Landlord at the
following address:



	 	 	 
	 

	 	with a copy to
	 
	 	 
	Brandywine Operating Partnership, L.P.

	 	Brandywine Realty Trust
	555 East Lancaster Avenue, Suite 100

	 	555 East Lancaster Avenue, Suite 100
	Radnor, PA 19087

	 	Radnor, PA 19087
	Attn: H. Jeffrey DeVuono, Senior Vice President

	 	Attn: Brad A. Molotsky, General Counsel
	Phone No.: 610-325-5600

	 	Phone No.: 610-325-5600
	Fax No.: 610-325-5622

	 	Fax. No.: 610-832-4928
	E-Mail:
jeff.devuono@bdnreit.com

	 	E-Mail:
brad.molotsky@bdnreit.com






     6. Early Termination. Article 28 of the Lease is hereafter null and void and
of further force or effect.



     7. OFAC/Patriot Act Compliance. Tenant represents, warrants and covenants that Tenant
is not (i) listed on the Specially Designated Nationals and Blocked Persons List maintained by the
Office of Foreign Asset Control, Department of the Treasury (“OFAC”) pursuant to Executive Order
No. 13224, 66 Fed. Reg. 49079 (Sept. 25, 2001) (“Order”) and all applicable provisions of Title /II
of the USA Patriot Act (Public Law No. 107-56 (October 26,2001)); (II) listed on the Denied Persons
List and Entity List maintained by the United States Department of Commerce; (iii) listed on the
List of Terrorists and List of Disbarred Parties maintained by the United States Department of
State, (iv) listed on any list or qualification of “Designated Nationals” as defined in the Cuban
Assets Control Regulations 31 C.F.R. Part 515; (v) listed on any other publicly available list of
terrorists, terrorist organizations or narcotics traffickers maintained by the United States
Department of State, the United States Department of Commerce or any other governmental authority
or pursuant to the Order, the rules and regulations of OFAC (including without limitation the
Trading with the Enemy Act, 50 U.S.C. App. 1-44; the International Emergency Economic Powers Act,
50 U.S.C. §§ 1701-06; the unrepealed provision of the Iraq Sanctions Act, Publ.L. No. 101-513; the
United Nations



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Participation Act, 22 U.S.C. § 2349 as-9; The Cuban Democracy Act, 22 U.S.C. §§ 6001-10; The
Cuban Liberty and Democratic Solidarity Act, 18 U.S.C. §§ 2332d and 233; and The Foreign Narcotic
Kingpin Designation Act, Publ. L. No. 106-120 and 107-108, all as may be amended from time to
time); or any other applicable requirements contained in any enabling legislation or other
Executive Orders in respect of the Order (the Order and such other rules, regulations, legislation
or orders are collectively called the “Orders”); (vi) engaged in activities prohibited in the
Orders; or (vii) (and has not been) convicted, pleaded nolo contendere, indicted, arraigned or
custodially detained on charges involving money laundering or predicate crimes to money laundering,
drug trafficking, terrorist-related activities or other money laundering predicate crimes or in
connection with the Bank Secrecy Act (31 U.S.C. §§ 5311 et. seq.). Tenant further represents,
warrants and covenants that Tenant shall conduct its business operations in compliance with the
forgoing laws, rules, orders and regulations. Tenant hereby agrees to defend, indemnify, and hold
harmless Landlord from and against any and all claims, damages, losses, risks, liabilities, and
expenses (including attorney’s fees and costs) arising from or related to any breach of the
foregoing representations, warranties and covenants. The breach of either of the above
representations, warranties and covenants by Tenant shall be an Event of Default under this Lease.




     8. Tenant Representations: Tenant hereby confirms that (i) the Lease is in full force
and effect and Tenant is in possession of the Original Premises; (ii) Landlord has performed all
outstanding Tenant Improvements and Landlord’s Work obligations, except as provided in Article
2(b) above; (iii) Tenant has no knowledge of any defaults by Landlord under the Lease.



     9. Brokerage Commission. Landlord and Tenant mutually represent and warrant to each
other that they have not dealt, and will not deal, with any real estate broker or sales
representative in connection with this proposed transaction. Each party agrees to indemnify,
defend and hold harmless the other and their directors, officers and employees from and against all
threatened or asserted claims, liabilities, costs and damages (including reasonable attorney’s fees
and disbursements) which may occur as a result of a breach of this representation.



     10. Binding Effect. Except as expressly amended hereby, the Lease remains in full
force and effect in accordance with its terms. Tenant specifically acknowledges and agrees that
Article 18 of the Lease concerning Confession of Judgment is and shall remain in
full force and effect In accordance with its terms.



     11. Condition Precedent. This Amendment shall not become effective against Landlord
until Landlord successfully terminates the lease for the existing tenant of the Additional
Premises. In the event Landlord has not successfully terminated the existing tenant within
thirty (30) days following execution of this Amendment, Tenant shall have the option of terminating
this Amendment without penalty by written notice delivered to Landlord.



(SIGNATURES ON NEXT PAGE)








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     IN WITNESS WHEREOF, Landlord and Tenant have duly executed this agreement on the date first above



	 	 	 	 	 
	 	LANDLORD:

RADNOR PROPERTIES-SDC, L.P.
 	 
	 	By:  	Radnor GP-SDC, L.L.C., its general partner

 	 
	WITNESS: 
	 	 	 
	/S/ Authorized Signatory  
	By:  	/S/  Daniel Palazzo
 	 
	 	 	Name:  	DANIEL PALAZZO 	 
	 	 	Title:  	VICE PRESIDENT — ASSET MANAGER 	 
	 
	 	TENANT:

QLIKTECH, INC.

 	 
	 	By:  	/S/  William Sorenson
 	 
	 	 	Name:  	William Sorenson 	 
	 	 	Title:  	CFO 	 
	 



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