EXHIBIT 10.9(e)
FIFTH AMENDMENT TO LEASE
THIS FIFTH AMENDMENT TO LEASE (hereinafter "Amendment") is made this thirtieth
day of September 2000, by and between XxXXXXXXXX LIMITED, a California limited
partnership (Landlord") and NOVACEPT, a California corporation formerly known as
Envision Surgical Systems, Inc. ("Tenant").
RECITALS
A. Tenant currently leases from Landlord approximately eleven thousand
four hundred and sixty-one (11,461) square feet of space (the "Premises") of
which approximately eight thousand six hundred and fifty (8,650) square feet of
space is located at 0000 Xxxxxx Xxxxx, Xxxx Xxxx, Xxxxxxxxxx (the "1047 Xxxxxx
Space") and approximately two thousand eight hundred and eleven (2,811) square
feet of additional space is located at 0000 Xxxxxx Xxxxx, Xxxx Xxxx (the "1056
Xxxxxx Space") pursuant to that certain lease dated August 26, 1993 as amended
by the First Amendment To Lease dated July 8, 1996, the Second Amendment To
Lease dated May 13, 1998, the Third Amendment To Lease dated July 13, 1999 and
the Fourth Amendment To Lease dated August 4, 2000 ("Lease").
B. The term of the Lease expires on September 30, 2000 and Tenant
desires to extend the term of the Lease for three additional months.
C. Landlord is willing to so extend the term of the Lease on the terms
and conditions set forth herein.
NOW, THEREFORE, in consideration of the above recitals and the mutual covenants
and agreements contained herein and other good and valuable consideration the
receipt and sufficiency of which are hereby acknowledged, the parties hereby
agree as follows:
1. Term. The term of the Lease is hereby extended for three (3)
additional months, so that the term of the Lease shall extend to and include
December 31, 2000. The period commencing on October 1, 2000 and ending on
December 31, 2000 is referred to herein as the Fifth Extended Term.
2. Basic Rent. Commencing on October 1, 2000, the monthly basic rent as
described in Paragraphs 4 (a) and 5 of the Lease shall increase from $45,844.00
per month to $63,035.50 per month. The calculation for such increased basic rent
is reached by multiplying 11,461 square feet by $5.50 per square foot.
3. Common Area Charges. Tenant shall continue to pay its proportionate
share of common area charges as set forth in paragraphs 5 (b) and 16 of the
Lease and paragraph 5 of the Second Amendment To Lease.
4. Brokers. Each party represents that it has not had any dealings with
any real estate broker, finder or other person with respect to this Amendment,
and that there are no leasing commissions to be paid by Landlord or Tenant in
connection with this transaction. Each party hereto shall hold harmless the
other party from all damages, loss or liability resulting from any claims that
may be asserted against the other party by any broker, finder or other person
with whom such party has dealt, or purportedly has dealt, in connection with
this transaction.
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5. Restatement of Other Lease Terms. Except as specifically modified
herein, all other terms, covenants and conditions of the Lease, including
Tenant's obligation to pay common area charges, shall remain in full force and
effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
day and year first above written.
LANDLORD:
XxXXXXXXXX LIMITED,
a California limited partnership
By: /s/ XXXXXX X. XXXXXX
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Xxxxxx Xxxxxx, as Trustee under the March 17, 1998 Restatement
of the Xxxxxxx X. XxXxxxxxxx and Xxxx X. XxXxxxxxxx Inter Vivos
Trust Agreement dated January 25, 1977, as amended by amendments
dated April 14, 1998 and July 27, 1999, a General Partner
TENANT:
NOVACEPT, a California corporation formerly known
as Envision Surgical Systems, Inc.
By: /s/ XXXXX X. XXXXXXX
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(Signature)
XXXXX X. XXXXXXX
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(Printed Name)
President & C.E.O.
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(Title)
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