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EXHIBIT 10.4
THIRD LEASE AMENDMENT
THIS THIRD LEASE AMENDMENT (the "Amendment") is executed this 23rd day
of August, 2000, by and between DUKE-WEEKS REALTY LIMITED PARTNERSHIP, an
Indiana limited partnership ("Landlord"), and VASCULAR SOLUTIONS, INC., a
Minnesota corporation ("Tenant").
W I T N E S S E T H :
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WHEREAS, Massachusetts Mutual Life Insurance Company, as predecessor in
interest to Landlord (formerly known as Duke Realty Limited Partnership), and
Tenant entered into a certain lease dated February 11, 1998 as amended June 9,
1999 and October 24, 1999 (collectively the "Lease"), whereby Tenant leased from
Landlord certain premises consisting of approximately 16,743 rentable square
feet of space (the "Original Premises")and approximately 7,248 rentable square
feet of space (the "Additional Space") for a total of approximately 23,991
rentable square feet located in an office/warehouse building commonly known as
Plymouth Office/Tech Center, 0000 Xxxxxx Xxxx Xxxxx, Xxxxxxxx, Xxxxxxxxx 00000;
WHEREAS, Landlord and Tenant desire to expand the Original Premises and
Additional Space by approximately 4,833 rentable square feet (the "Second
Additional Space"). Collectively, the Original Premises, Additional Space and
Second Additional Space shall hereinafter be referred to as the "Premises"; and
WHEREAS, Landlord and Tenant desire to amend certain provisions of the
Lease to reflect such expansion;
NOW, THEREFORE, in consideration of the foregoing premises, the mutual
covenants herein contained and each act performed hereunder by the parties,
Landlord and Tenant hereby enter into this Amendment.
1. Incorporation of Recitals. The above recitals are hereby
incorporated into this Amendment as if fully set forth herein.
2. Amendment of Cover Page to Lease. Commencing September 1, 2000, the
cover page of the Lease is hereby amended as follows:
Occupancy: Reference to Base Rent "at the rate of $7,936.64 per
month" is deleted and replaced with "at the rate
identified in Third Amended Exhibit F".
Base Rent: See Third Amended Exhibit F, payable in advance
on or before the 1st day of each month during the
Lease Term at NW 7210, X.X. Xxx 0000, Xxxxxxxxxxx,
Xxxxxxxxx 00000-0000, or such other place as Landlord
may from time to time designate in writing.
Premises: The space cross-hatched on Second Amended Exhibit B
attached hereto (the "Premises") consisting of
approximately 28,824 rentable square feet in the
building (the "Building") constructed on the tract of
land (the "Land") located in the City of Plymouth,
County of Hennepin, State of Minnesota (the "Land").
3. Amendment of Section 2. Acceptance of Premises. Section 2 of the
Lease is hereby amended by adding the following:
Tenant has personally inspected the Second Additional Space and accepts
the same "as is" without representation or warranty by Landlord of any
kind and with the understanding that Landlord shall have no
responsibility with respect thereto except to construct in a good and
workmanlike manner the improvements designated as Landlord's
obligations as per mutually agreed upon plans and specifications and
which shall be attached hereto as Second Amended Exhibit E. Tenant has
personally inspected the Leased Premises and accepts the same "AS-IS"
without representation or warranty by Landlord of any kind and with the
understanding that Landlord shall have no responsibility with respect
thereto, except Landlord shall provide an allowance for the direct
costs of tenant finish improvements to the Leased Premises in an amount
up to Nine Thousand Dollars ($9,000.00) (the "Allowance") to be used by
Tenant prior to the Commencement Date. The Allowance shall be used
exclusively to construct and pay for the tenant finish improvements set
forth in Exhibit B (the "TFI"), that are directly related to the
construction of the Leased Premises. Tenant shall reimburse Landlord
for any cost or expense attributable to the tenant finish improvements
which exceed the Allowance no later than thirty (30) days after receipt
of an invoice from Landlord for such costs or expenses. Any Allowance
not used by Tenant prior to the Commencement Date shall be forfeited by
Tenant. Such tenant
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finish improvement work shall be performed at Tenant's sole cost and
expense and in accordance with plans and specifications prepared at
Tenant's sole cost, which shall be reasonably agreed upon by both
Landlord and Tenant upon prior to the commencement of the TFI. Tenant
shall perform the TFI work in a good and workmanlike manner, in
accordance with all applicable laws, regulations and building codes and
Landlord's approvals which shall not be unreasonably withheld or
delayed. The parties agree that it shall not be unreasonable for
Landlord to withhold approval if, in Landlord's reasonable opinion, the
proposed TFI plans and specifications do not match the existing
architectural design and style of the Building or the proposed
materials are not of equal or greater quality than existing Building
standard. Landlord shall have the right to approve Tenant's contractor
and all subcontractors performing such work, taking into consideration
the quality of work and timeliness of performance. Tenant shall pay
Landlord a fee for its supervision of the project, including review and
approval of space plans and construction documents, equal to three
percent (3%) of the total project cost. Within two business days of
Tenant's receipt thereof, Tenant shall forward all invoices for TFI
from contractors and subcontractors for the TFI to Landlord for payment
from the Allowance and Landlord shall promptly process such invoices
for payment until the amount of the Allowance is exhausted. Thereafter
the payment of such bills and charges shall be Tenant's sole liability.
The Tenant shall provide Landlord with copies of as-built plans and
specifications upon completion of the TFI. No person shall be entitled
to any lien derived through or under Tenant for any labor or material
furnished to the Leased Premises, and nothing in this Lease shall be
construed to constitute a consent by Landlord to the creation of any
lien. If any lien is filed against the Leased Premises for work claimed
to have been done for or material claimed to have been furnished to
Tenant, Tenant shall cause such lien to be discharged of record within
thirty (30) days after filing. Tenant shall indemnify Landlord from all
costs, losses, expenses and attorneys' fees in connection with any
construction or alteration and any related lien. Tenant agrees that all
work on the initial and any subsequent tenant finish improvements shall
be performed by Duke Construction Limited Partnership or a subsidiary
or affiliate of Landlord ("Duke") which shall receive a construction
management fee as Landlord's construction manager or general
contractor.
4. Amendment of Exhibit G. Tenant's Right to Early Termination.
Tenant's Right to Early Termination is hereby amended as follows:
Provided Tenant is not in default, effective January 1, 2002 and every
six (6) months thereafter, Tenant shall have the right to terminate
this Lease by providing Landlord with six (6) months' prior written
notice and as a condition of Tenant's termination, paying to Landlord
as a termination fee in available bank funds, the sum of the following
items (i) one month's gross rent based on monthly billing at the time
notice is given; plus (ii) the unamortized portion of the leasing
commissions in the amount of Thirty-six Thousand Five Hundred
Eighty-four Dollars and Fifty-eight Cents ($36,584.58) paid by Landlord
to United Properties Corporation in connection with the Lease; plus
(iii) the unamortized portion of the leasing commissions in connection
with the First Lease Amendment in the amount of Two Thousand Five
Hundred Forty-nine Dollars and Seventy-three Cents ($2,549.73); plus
(iv) the unamortized cost of the tenant finish improvements in the
amount of Five Thousand Dollars ($5,000.00) (without consideration of
any salvage value) made by Landlord pursuant to the Lease; (v) the
unamortized cost of the tenant finish improvements of in the amount of
Seven Thousand Two Hundred Forty-eight Dollars ($7,248.00) for the
Additional Space; and (vi) the unamortized cost of the tenant finish
improvements in the amount of Thirteen Thousand Three Hundred Six and
00/100 Dollars ($13,306.00) as of the Termination Date. The
amortization of the total costs as set forth above will be on a
straight-line basis, using an eleven percent (11%) interest rate over
the initial sixty (60) month term of the Lease with respect to subparts
(ii) and (iv) and over the balance of the Lease Term remaining with
respect to subparts (iii) and (v). See Amended Exhibit H for the
amortization schedule.
5. Tenant's Representations and Warranties. The undersigned represents
and warrants to Landlord that (i) Tenant is duly organized, validly existing and
in good standing in accordance with the laws of the state under which it was
organized; (ii) all action necessary to authorize the execution of this
Amendment has been taken by Tenant; and (iii) the individual executing and
delivering this Amendment on behalf of Tenant has been authorized to do so, and
such execution and delivery shall bind Tenant. Tenant, at Landlord's request,
shall provide Landlord with evidence of such authority.
6. Examination of Amendment. Submission of this instrument for
examination or signature to Tenant does not constitute a reservation or option,
and it is not effective until execution by and delivery to both Landlord and
Tenant.
7. Definitions. Except as otherwise provided herein, the capitalized
terms used in this Amendment shall have the definitions set forth in the Lease.
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8. Incorporation. This Amendment shall be incorporated into and made a
part of the Lease, and all provisions of the Lease not expressly modified or
amended hereby shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be
executed on the day and year first written above.
LANDLORD:
DUKE-WEEKS REALTY LIMITED PARTNERSHIP,
an Indiana limited partnership
By: Duke-Weeks Realty Corporation,
its general partner
By: /s/ Xxxxx X. Xxxx
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Xxxxx X. Xxxx
Senior Vice President
Minneapolis Industrial
TENANT:
VASCULAR SOLUTIONS, INC.,
a Minnesota corporation
By: /s/ Xxxx Xxxxxxxx
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Printed: Xxxx Xxxxxxxx
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Title: Treasurer
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STATE OF Minnesota )
) SS:
COUNTY OF Hennepin )
Before me, a Notary Public in and for said County and State, personally
appeared Xxxx Xxxxxxxx, by me known and by me known to be the Treasurer of
Vascular Solutions, Inc., a Minnesota corporation, who acknowledged the
execution of the foregoing "Third Lease Amendment" on behalf of said
corporation.
WITNESS my hand and Notarial Seal this 23rd day of August, 2000.
/s/ Xxxxxxxx X. Xxxxxxx
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Notary Public
Xxxxxxxx X. Xxxxxxx
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(Printed Signature)
My Commission Expires: 1/31/05
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My County of Residence: Hennepin
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THIRD AMENDED EXHIBIT F
Base Rent Schedule
Original Premises:
Term Monthly Base Rent
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04/01/98 - 03/31/00 $7,935.64
04/01/00 - 03/31/03 $8,340.26
Additional Space:
Term Monthly Base Rent
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07/01/99 - 04/30/01 $4,097.17
05/01/01 - 03/31/03 $4,299.01
Second Additional Space:
Term Monthly Base Rent
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9/1/00 - 3/31/03 $3,318.66
