Amendment No. 1 to the New Haven Lease



 Exhibit 10.13 

WE 150 Munson LLC 

c/o Winstanley Enterprises LLC 

150 Baker Avenue Extension, Suite 303 

Concord, MA 01742 
 June 11,
2009 
 Mark Volchek 
 Higher One, Inc.

 New Haven, CT 06511 
  

	Re:	Amendment to Lease 

 Dear Mr. Volchek,

 Please find enclosed one (1) executed Lease Amendment for the property located at 150 Munson Street in New Haven, CT. 

If there is anything you need from us please do not hesitate to contact our office. 

 

	
	Sincerely,
	
	/s/ Pamela D’Ambrosio
	Pamela D’Ambrosio
	Administrative Assistant

 Enclosure 







 AMENDMENT NO. 1 TO LEASE 

THIS AMENDMENT NO. 1 TO LEASE (this “Amendment”) is made and entered into as of the 5th day of June, 2009 by and between
Landlord and Tenant named below: 
  

			
	 LANDLORD:
	  	 WE 150 Munson LLC
 c/o
Winstanley Enterprises LLC
 150 Baker Avenue Extension, Suite 303

Concord, Massachusetts 01742

		
	 TENANT:
	  	 Higher One, Inc.
 150 Munson
Street
 New Haven, Connecticut 06511

		
	 BUILDING:
	  	 150 Munson Street
 New
Haven, Connecticut 06511


 WHEREAS, Landlord and Tenant executed a lease dated as of November 1,
2007 (the “Lease”), by which Tenant leased approximately 45,871 rentable square feet in the Building and designated as Tenant 2A – Higher One, Tenant 3A – Higher One, Tenant 3B – Higher One (as defined in the Lease).
The Rentable Square Footage of the Building is deemed to be 264,463 square feet; and 
 WHEREAS, Landlord and Tenant
agree to correct certain provisions of the Lease to reflect the actual Rentable Square Footage of the Premises, expand the Premises, provide for a tenant improvement allowance, adjust Tenant’s Base Rent, Pro Rata Share, and extend the term of
the Lease accordingly, under the terms and conditions set forth herein. 
 NOW, THEREFORE, for good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, Landlord and Tenant hereby agree as follows: 
  

	 	1.	Capitalized terms used but not defined herein shall have the meaning ascribed to each in the Lease. 


 

	 	2.	Section 1. (e) is hereby amended as follows: 


“Premises” means together, the Original Premises, the Expansion Premises, and the Additional Expansion Premises with an
aggregate total rentable square footage of 51,150 rentable square feet.” 
  

	 	3.	Section 1. (f) is hereby amended as follows: 


“Section 1. (f) Original Premises means the area shown on Exhibit A and Exhibit B attached hereto,
consisting of approximately 29,270 rentable square feet and designated as “Tenant 2A – Higher One” on Exhibit A and as “Tenant 3A – Higher One” on Exhibit B, subject to the right of
remeasurement as set forth in the Lease.” 








	 	4.	Section 1. (g) is hereby amended as follows: 


“1. (g) Expansion Premises and Additional Expansion Premises” (collectively the “Total Expansion
Premises”) means the area shown on Exhibit B attached hereto consisting of approximately 17,489 square feet known as the Expansion Premises and designated as “Tenant 3B – Higher One” and the area shown on
Exhibit B consisting of approximately 4,391 square feet and known as the Additional Expansion Premises and designated as “Tenant 3D”, collectively the total Expansion Premises. The total rentable square footage of the Total
Expansion Premises is deemed to be 21,880 rentable square feet, both subject to the right of remeasurement as set forth in the Lease.” 
  

	 	5.	The Commencement Date for the Additional Expansion Space, “Tenant 3D”, shall be December 1, 2009. 


 

	 	6.	Section 1. (h) is hereby amended as follows: 


“1. (h) The “Rentable Square Footage of the Premises” is deemed to be 51,150 rentable square feet, as it may
hereafter be adjusted.” 
  

	 	7.	Section 1. (i) “Base Rent” is hereby amended as follows: 


“1. (i) “Base Rent” means: 
  

										
	 Period
	  	Rent
Per RSF	  	Annual
Base Rent	  	Monthly
Installment
	 11/02/2007 – 4/30/2009
	  	$	16.00	  	$	733,936.00	  	$	61,161.00
	 (45,871 rsf)
	  			  			  		
	 5/01/2009 – 11/30/09
	  	$	16.32	  	$	748,614.72	  	$	62,384.56
	 (45,871 rsf)
	  			  			  		
	 12/01/2009 – 07/31/2011
	  	$	16.46	  	$	841,929.00	  	$	70,160.75
	 (Combined Premises consisting of 51,150 rsf)
	  			  			  		

 The Base Rent may be adjusted in the event any portion of the Excess Cost, as defined in Exhibit C to
Lease, is amortized over the initial Term.” 







 8. Section 1. (1) is hereby amended as follows: 

“1. (1) Tenant’s Pro Rata Share” means, initially, 10.95%, which shall increase to 17.34% following the
Expansion Premises Commencement Date, and 19.34% following the Additional Expansion Premises Commencement Date subject to adjustment following remeasurement of the Premises.” 

 

	 	9.	Section 1. (p) is hereby amended as follows: 


“1. (p) Termination Date” means July 31, 2011. 

10. Landlord agrees to contribute the sum of $60.00 per rentable square feet, of the 4,391 rentable square feet of the Additional
Expansion Premises, toward the cost of the Initial Alterations (the “Allowance”) and the total amount of the allowance shall be calculated once the actual rentable square footage of the Additional Expansion Premises is determined
and agreed to by Landlord and Tenant. 
 11. Landlord and Tenant represent and warrant to the other that each has full authority
to enter into this Amendment No. 1 to Lease and further agree to hold harmless, defend, and indemnify the other from any loss, costs (including reasonable attorneys’ fees), damages, or claim arising from any lack of such authority.

 12. Landlord and Tenant hereby represent and warrant to the other that each has not dealt with any broker, finder or like
agent in connection with this Amendment and each does hereby agree to indemnify and hold the other, its agents and their officers, directors, shareholders, members, partners and employees, harmless of and from any claim of, or liability to, any
broker finder or like agent claiming a commission or fee by reason of having dealt with either party in connection with the negotiation, execution or delivery of this Amendment, and all expenses related thereto, including without limitation,
reasonable attorneys’ fees and disbursements. 
 13. As modified herein, the Lease is hereby ratified and confirmed and
shall remain in full force and effect. 
 14. This Amendment constitutes the entire agreement by and between the parties hereto
and supersedes any and all previous agreements, written or oral, between the parties. No modification or amendment of this Amendment shall be effective unless the same shall be in writing and signed by the parties hereto. The provisions of this
Amendment shall inure to the benefit of, and be binding upon, the parties hereto and their respective legal representatives, successors and assigns. 

[Signature page to follow] 







 IN WITNESS WHEREOF, the LANDLORD and TENANT have signed this Amendment No. 1 to Lease as of the
day and year first above written. 
  

															
	Signed, Sealed, and Delivered
In the Presence of:	 		 	LANDLORD:
		 		 	WE 150 MUNSON LLC
					
		 	/s/ Demian Gage	 		 	By:	 	WE Science Park LLC
		 	Witness Demian Gage	 		 		 	Its Manager
						
		 	/s/ Adam D. Winstanley	 		 		 	By:	 	WE Science Park Holdings LLC
		 	Witness Adam D. Winstanley	 		 		 		 	Its Manager
							
		 		 		 		 		 	By:	 	Winstanley Enterprises LLC
		 		 		 		 		 		 	Its Manager
								
		 		 		 		 		 		 	By:	 	/s/ Carter J. Winstanley
		 		 		 		 		 		 		 	Name: Carter J. Winstanley
		 		 		 		 		 		 		 	Title: Manager

  

									
		 		 	
			
	



	 		 	
	Witness	 		 		 	
					
		 		 		 		 	
	



	 		 		 	
	Witness	 		 		 	
		 		 	TENANT:
			
		 		 	HIGHER ONE, INC.
		 		 		 	
					
		 		 		 	By:	 	/s/ Mark Volchek
		 		 		 	Name: Mark Volchek
		 		 		 	Title: CFO

 [Signature page to Amendment
No. 1 to Lease by and between 
 WE 150 Munson LLC and Higher One, Inc.]