Exhibit 10.20
AGREEMENT ON BOARD
REPRESENTATION
This agreement (“Agreement”) is
entered into as of the 16 th day of February 2006
between Enpath Medical Inc., a Minnesota corporation formerly known
as Medamicus, Inc. (“Enpath”), and BIOMEC Inc., an Ohio
corporation (“Biomec”).
RECITALS :
1.
Enpath and Biomec entered into that certain Asset Purchase
Agreement, dated as of July 21, 2003 which closed on October 23,
2003 (the “Asset Purchase Agreement”), under which
Enpath purchased assets of Biomec and agreed to circumstances under
which Biomec’s Chair would serve on the Enpath Board of
Directors.
2.
Biomec and Enpath entered into an Amendment to Asset Purchase
Agreement dated as of March 14, 2005 (the “2005
Amendment”) and a Letter Agreement dated as of March 15, 2005
(the “2005 Letter Agreement”) (collectively “2005
Agreements”).
3.
Under the terms of the 2005 Amendment, Enpath agreed that it would
continue to nominate and solicit proxies for the re-election of the
Chairman of Biomec to the Enpath Board until such time as Biomec
and its affiliates held less than 5% in the aggregate of Enpath
stock.
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