EXHIBIT 10.2
GUARANTY
FOR VALUE RECEIVED, Xxxxxx X. Xxxxxx hereby absolutely and
unconditionally guarantees to Cardia, Inc., a Minnesota corporation (the
"Company") that in the event the Company fails to obtain subscriptions for at
least 400,000 shares of the Company's common stock, $0.01 par value per share,
in the Company's Rights Offering of 500,000 shares of its common stock, he will
subscribe for and purchase, at the subscription price set forth in the
prospectus describing the Rights Offering, that number of shares of the
Company's common stock necessary to reach subscriptions for an aggregate of
400,000 shares in the Rights Offering.
This Guaranty shall be binding upon Xxxxxx X. Xxxxxx and his executors,
heirs, successors and assigns. Any invalidity or unenforceability of any
provision of this Guaranty shall not affect other lawful provisions of it and,
to this end, the provisions of this Guaranty are declared to be severable. This
Guaranty shall be governed by the internal laws of the State of Minnesota
without regard to the choice of law provisions of any jurisdiction. This
Guaranty shall expire at such time as the Rights Offering has expired.
Dated: January 27, 1999 /s/ Xxxxxx X. Xxxxxx
----------------------------------------
Xxxxxx X. Xxxxxx
