Exhibit 10.14
FIRST AMENDMENT OF LEASE
THIS FIRST AMENDMENT OF LEASE ("AMENDMENT") is made and entered into effective
as of September 23, 2002 by and between CSM INVESTORS, INC., a Minnesota
corporation, ("Landlord") and SYNOVIS LIFE TECHNOLOGIES, INC., formerly
Bio-Vascular, Inc., a Minnesota corporation, ("Tenant").
RECITALS
A. Landlord and Tenant are parties to a Lease dated February 28, 1995 (the
"Lease") pursuant to which Tenant leases from Landlord the Premises,
consisting of approximately 36,027 square feet within the WESTGATE
BUSINESS CENTER PHASE IV ("Building"), located at 0000 XXXXXXXXXX
XXXXXX XXXX, XXXXX 000, XX. XXXX, XXXXXXXXX, as more particularly
described in the Lease.
B. The parties wish to amend certain terms and conditions of the Lease as
more particularly set forth herein.
NOW, THEREFORE, in consideration of the foregoing recitals, the mutual covenants
herein contained, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, Landlord and Tenant agree that the
Lease is hereby amended as follows:
AGREEMENT
1. SECTION 1.2 PREMISES.
A. Effective October 15, 2002, the area of the original Premises
("Original Premises") shall be increased by 4,865 square feet
of office space in the Building in the area marked "First
Expansion Area" on REVISED EXHIBITS A AND B attached hereto,
from 36,027 square feet to 40,892 square feet.
B. Effective as of the date Landlord notifies Tenant in writing
that CSM Corporation has vacated the approximately 28,826
square foot area in the Building in the area marked "Second
Expansion Area" on REVISED EXHIBITS A AND B (which shall be no
earlier than January 1, 2004), the area of the Premises shall
be increased by the 28,826 square foot Second Expansion Area
(consisting of approximately 19,712 square feet of first floor
office space, 4,690 square feet of mezzanine office space, and
4,424 square feet of warehouse space), from 40,892 square feet
to 69,718 square feet.
The lease of the Second Expansion Area shall include Tenant's
right to utilize certain existing furniture, fixtures and
other furnishings ("Furnishings") remaining in the Premises
after CSM Corporation vacates therefrom which are the property
of Landlord. Upon termination or expiration of the Lease,
Tenant shall surrender possession of the Furnishings to
Landlord in as good as condition as of the Commencement Date,
ordinary wear and tear excepted. An inventory of such
Furnishings which the parties reasonably anticipate to remain
in the Premises
after CSM Corporation vacates is attached hereto as EXHIBIT G.
The parties will confirm the inventory when Tenant takes
possession of the Second Expansion Area.
C. After Tenant's lease of the Second Expansion Area commences,
Tenant shall promptly vacate the First Expansion Area.
Effective as of the date of Tenant's vacation of the First
Expansion Area (projected to be February 1, 2004), the area of
the Premises shall be reduced by 4,865 square feet, from
69,718 square feet to 64,853 square feet. Tenant shall remain
responsible for payment of Rent on the First Expansion Area
until it vacates and surrenders possession thereof to Landlord
broom-clean, in as good as condition that existed on October
15, 2002, ordinary wear and tear excepted, and with all of
Tenant's belongings removed. In any event, Tenant shall vacate
the First Expansion Area in accordance with the terms of this
Amendment no later than thirty (30) days after taking
occupancy of the Second Expansion Area.
2. SECTION 1.3 IMPROVEMENTS. Except as set forth herein, Tenant shall
accept the First Expansion Area and the Second Expansion Area in "As
Is" condition. For the period of November 1, 2002 until the date of
delivery of the Second Expansion Space, Landlord agrees to provide
Tenant with a temporary weather shelter in the form of a walkway and
canopy or scaffold structure spanning from the current Synovis
pedestrian warehouse door to the outside door accessing the First
Expansion Space. Furthermore, Landlord agrees to provide Tenant an
allowance of up to $50,000.00 toward the cost of improvements to the
Second Expansion Area, payable to Tenant upon receipt of paid invoice
receipts and/or completed lien waivers from the contractor(s)
performing the work.
3. SECTION 1.4 LEASE TERM. The term of the Lease will be extended for an
additional forty-one (41) month period commencing August 1, 2005 and
expiring December 31, 2008.
4. SECTION 1.6 BASE RENT. Commencing October 1, 2002, the Base Rental rate
shall be comprised of the following amounts:
A. ORIGINAL PREMISES:
MONTHLY PER RENTABLE
PERIOD BASE RENT SQUARE FOOT
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10/1/02 - 07/31/05 $21,286.76 $7.09
08/1/05 - 12/31/08 market market
Option Term: 01/1/09 - 12/31/11 market market
B. FIRST EXPANSION AREA:
MONTHLY PER RENTABLE
PERIOD BASE RENT SQUARE FOOT
------ --------- -----------
10/15/02 - 01/31/04* $3,851.46 $9.50
* Subject to adjustment per the terms of
Paragraph 1.C. of this Amendment. In the
event that RESPEC vacates the First Expansion
Area earlier than October 14, 2002, Tenant may
occupy the First Expansion Area as of the date of
vacation, under
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the same terms and conditions contained herein,
exclusive of Rent and Operating Expenses.
C. SECOND EXPANSION AREA:
MONTHLY PER RENTABLE
PERIOD BASE RENT SQUARE FOOT
------ --------- -----------
01/1/04* - 12/31/06 $26,370.46 $10.978
08/1/07 - 12/31/08 $27,511.03 $11.452
* Subject to adjustment per the terms of
Paragraph 1.C. of this Amendment.
Option Term: 01/1/09 - 12/31/11 market market
5. SECTION 1.9 PRORATA SHARE. Commencing October 1, 2002, Tenant's Pro
Rata Share of Operating Expenses shall be 40.28%. Commencing on the
date Tenant commences leasing the Second Expansion Area, Tenant's Pro
Rata Share of Operating Expenses shall be 69.03%. Commencing on the
date Tenant vacates and surrenders possession of the First Expansion
Area, Tenant's Pro Rata Share shall be 63.93%.
6. SECTION 1.10 ADDRESSES FOR INVOICES AND PAYMENTS:
Effective immediately, the addresses for invoices and payments shall
be:
If to Landlord: If to Tenant:
--------------- -------------
CSM Investors, Inc. Synovis Life Technologies, Inc.
SDS 12-1243 0000 Xxxxxxxxxx Xxx. X., Xxxxx 000
X.X. Xxx 00 Xx. Xxxx, XX 00000
Xxxxxxxxxxx, XX 00000-0000
Effective immediately, the addresses for legal notices shall be:
If to Landlord: If to Tenant:
--------------- -------------
CSM Corporation Synovis Life Technologies, Inc.
0000 Xxxxxxxxxx Xxx. X., Xxxxx 000 0000 Xxxxxxxxxx Xxx. X., Xxxxx 000
Xx. Xxxx, XX 00000 Xx. Xxxx, XX 00000
Attn: V.P. of Property Management
with a copy to:
CSM Corporation
0000 Xxxxxxxxxx Xxx. X., Xxxxx 000
Xx. Xxxx, XX 00000
Attn: General Counsel
Either party may change such address by written notice to the other
party.
7. SECTION 2.3 OPERATING EXPENSES. Section 2.3 of the Lease is amended to
provide that Operating Expenses shall also include (i) all real
property taxes, installments of special assessments and governmental
impositions of any kind whatsoever imposed upon
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Landlord by reason of its ownership, operation or management of the
Project, including without limitation the so called Minnesota "state
general tax", and legal fees incurred in connection with actions to
reduce the same; and (ii) all premiums, deductibles and retentions for
insurance coverages Landlord is required to carry pursuant to the Lease
or by its lender, or that Landlord otherwise deems reasonably necessary
to carry, including without limitation, property insurance, commercial
general liability insurance, and rent loss insurance.
8. SECTION 14.13 PARKING. The number of underground parking spaces
provided to Tenant at no charge shall increase from five (5) to thirty
(30) as of January 1, 2004.
9. SECTION 14.14 OPTION TO EXTEND. Landlord and Tenant acknowledge and
agree that execution of this Amendment by both parties shall constitute
Tenant's election to exercise its first of two options to extend the
term of the Lease as set forth in Section 14.14 of the initial Lease
dated February 28, 1995. Landlord shall determine the market base
rental rate for the extension term under the terms set forth in the
Lease no earlier than February 1, 2005, and no later than April 30,
2005.
10. SECTION 14.16 EXPANSION OPTION. Section 14.16 of the Lease is deleted
in its entirety and replaced with the following:
"14.16 EXPANSION OPTION. During the term of the Lease, Tenant
shall have the option to lease space contiguous to the
Premises ("Option Space"), in the "As Is" condition, as it
becomes available during the term of the Lease, at the market
base rent for the Building, as established by Landlord from
time to time, in effect at the time of Landlord's notice.
Landlord shall provide Tenant written notice of the
availability of the Option Space, and Tenant shall have
fifteen (15) days from receipt of Landlord's availability
notice within which to forward written notice to Landlord of
Tenant's irrevocable intent to lease that part of the Option
Space described in Landlord's availability notice, with a term
commencing no later than sixty (60) days following the date
the Option Space actually becomes available, and expiring
coterminous with the term of the Lease. In the event that
Tenant fails to exercise its option rights described herein,
Tenant's option rights shall be null and void. Tenant and
Landlord agree that the expiration and renewal of an existing
tenant's lease shall not trigger Tenant's rights under this
section, and a condition of Tenant's option right shall be
that Tenant is not in default under Section 11 of the Lease
and that the Lease is in full force and effect. Landlord and
Tenant agree and acknowledge that Tenant has received notice
of the availability of the 4,865 square foot First Expansion
Space and the 2,993 square foot and 4,618 square foot former
CSM Corporation space depicted on REVISED EXHIBIT B."
11. MISCELLANEOUS. Except as otherwise provided herein, all capitalized
terms used herein shall have the meaning ascribed to them in the Lease.
Except as specifically modified herein, all of the covenants,
conditions, and obligations under the Lease shall remain unchanged and
in full force and effect. In the event of a conflict between the terms
of the Lease and this Amendment, the terms of this Amendment shall
prevail. This Amendment shall be binding upon the parties hereto and
their respective successors and assigns. This Amendment may be executed
in one or more counterparts each of which when so
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executed and delivered shall constitute an original, but together said
counterparts shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the day and
year first above written.
LANDLORD: TENANT:
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CSM INVESTORS, INC. SYNOVIS LIFE TECHNOLOGIES, INC.
By: /s/ Xxxxx Xxxxxxx By: /s/ Xxxxxx Xxxxxxxx
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Print Name: Xxxxx Xxxxxxx Print Name: Xxxxxx Xxxxxxxx
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Title: Vice-President Title: Vice-President of Finance-CFO
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