AMENDMENT NO. 7 TO LEASE AGREEMENT
THIS AMENDMENT NO. 7 TO LEASE AGREEMENT ("Amendment") is dated as of
May 18, 2000, by and between ST. XXXX PROPERTIES, INC., a Delaware corporation
("Landlord") and ATS MEDICAL, INC., a Minnesota corporation ("Tenant").
W I T N E S S E T H
WHEREAS, Crow Plymouth Land Limited Partnership ("Crow"), as landlord,
and Helix BioCore, Inc. ("Helix"), as tenant, entered into that certain Lease
Agreement dated December 22, 1987 (the "Original Lease"), which Original Lease
was amended by Amendment No. 1 to Lease Agreement dated January 5, 1989 (the
"First Amendment"); and
WHEREAS, Plymouth Business Center I Partnership ("Business Center")
succeeded to Crow's interest in the Original Lease as amended by the First
Amendment; and
WHEREAS, Business Center and Helix further amended the Original Lease
by Amendment No. 2 to Lease Agreement dated January 12, 1989 (the "Second
Amendment"), Amendment No. 3 to Lease dated June 14, 1989 (the "Third
Amendment") and Amendment No. 4 to Lease Agreement dated February 10, 1992 (the
"Fourth Amendment"); and
WHEREAS, Landlord has succeeded to the interest of Business Center in
the Original Lease as amended by the First Amendment, the Second Amendment, the
Third Amendment and the Fourth Amendment; and
WHEREAS, on May 10, 1992, Helix changed its name to ATS Medical, Inc.;
and
WHEREAS, Landlord and Tenant further amended the Original Lease by
Amendment No. 5 to Lease Agreement (the "Fifth Amendment") and by Amendment No.
6 to Lease Agreement dated November 25, 1997 (the "Sixth Amendment"; the
Original Lease, as amended by the First Amendment, the Second Amendment, the
Third Amendment, the Fourth Amendment, the Fifth Amendment and the Sixth
Amendment is hereinafter, the "Lease"); and
WHEREAS, the Original Lease demised premises, as described therein (the
"Original Premises"), which Original Premises were expanded pursuant to the
First Amendment, which expansion space was surrendered pursuant to the Third
Amendment and expanded again pursuant to the Fifth Amendment and the Sixth
Amendment (the Original Premises, as so expanded are hereinafter, the "Expanded
Premises")such that, as of the date hereof, the Expanded Premises consist of
23,912 rentable square feet; and
WHEREAS, Landlord and Tenant wish further to amend the Lease to further
expand the Premises,
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NOW THEREFORE, in consideration of the premises and for good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
1. Defined Terms. Unless the context otherwise indicates, all
capitalized terms not otherwise defined herein shall have the meanings ascribed
to them in the Lease.
2. Amendment(s). Effective as of June 1, 2000:
(a) The Expanded Premises shall be further expanded to include an
additional 2,796 rentable square feet, as generally indicated
on Exhibit A attached hereto and made a part hereof, of which
2,796 square feet shall constitute an expansion of the
Expanded Premises (the "Additional Space"; the Expanded
Premises and the Additional Space may be referred to
collectively herein as the "Premises"), such that, from and
after June 1, 2000, the Premises shall consist of 26,706
square feet.
(b) The term of the lease for the Additional Premises shall
commence on June 1, 2000, and shall end on February 28, 2003.
(c) For the period beginning on June 1, 2000, base rent for the
Additional Space shall be Twenty-Eight Thousand Six Hundred
Fifty-Nine and 00/100ths Dollars ($28,659.00) per annum or
$2,388.25 per month, which base rent shall be payable in
accordance with the terms of Paragraph 2.A. of the Lease.
Accordingly, effective as of:
(i) June 1, 2000, to and including February 28, 2001,
total base rent for the Premises, including base rent
for the Additional Space shall be $232,767.00 per
annum or $19,397.25 per month; and
(ii) March 1, 2001, to and including February 28, 2003,
total base rent for the Premises, including base rent
for the Additional Space shall be $251,367.00 per
annum or $20,947.25.
all of which base rent shall be payable at the time and in the
manner set forth in the Lease for the payment of Base Rent.
(d) Paragraph 4.E. of the Lease shall be amended to increase
Tenant's "Proportionate Share" from 29.20% to 32.62% by
dividing 26,708 by 81,885.
(e) Landlord and Tenant acknowledge and agree that the time by
which Tenant was obligated to exercise the termination right
set forth in Paragraph 4 of Amendment No. 6 has passed, and,
accordingly, the parties further agree that said Paragraph 4
of Amendment No. 6 is null and void and of no further force or
effect.
(f) Effective on the date hereof, Article 24 of the Lease
"Landlord Notice Address" shall be amended as follows:
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To Landlord: To Landlord's Managing Agent:
St. Xxxx Properties, Inc. United Properties LLC
000 Xxxxxxxxxx Xxxxxx 0000 Xxxx 00xx Xxxxxx, Xxxxx 000
Xx. Xxxx, XX 00000 Xxxxxxxxxxx, XX 00000
Attn: Vice President Attn: Vice President
Asset Management Property Management
(g) Effective on the date hereof, Exhibit A to the Lease is hereby
deleted and Exhibit A attached hereto substituted therefor.
3. Tenant Work. Landlord agrees to provide, at its sole cost and
expense, the leasehold improvements to the Premises in accordance with the Work
Letter attached hereto as Exhibit B. Any additional alterations or improvements
which tenant wishes to make shall be performed only in accordance with Paragraph
7of the Original Lease.
4. No Default. Tenant represents and warrants that after giving effect
to the amendment contained herein, no Event of Default shall have occurred or be
continuing under the Lease and no event shall have occurred which, with the
serving of notice or the passage of time, shall mature into such an Event of
Default.
5. Reference to and Effect on the Lease.
(a) Upon the effectiveness of this Amendment, each reference in
the Lease to "this Lease", "hereunder", "hereof" or words of
like import referring to the Lease shall be a reference to the
Lease as amended hereby.
(b) Except as specifically set forth above, the Lease remains in
full force and effect and is hereby ratified and confirmed.
(c) Whenever there exists a conflict between this Amendment and
the Lease, the provisions of this Amendment shall control.
6. Governing Law. This Amendment shall be governed by and construed in
accordance with the laws of the State of Minnesota.
7. Headings. Section headings in this Amendment are included herein for
convenience of reference only and shall not constitute one and the same
original.
8. Counterparts. This Amendment may be executed in counterparts, all of
which, when taken together, shall constitute one and the same original.
9. Time of the Essence. Time shall be of the essence as to each and
every provision of this Amendment.
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IN WITNESS WHEREOF, this Amendment has been executed as of the date
first written above.
ST. XXXX PROPERTIES, INC. ATS MEDICAL, INC.
By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxx X. Xxxxxxxxx
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Its: Asset Manager Its: Vice President, Finance
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