THIS AMENDMENT NO.
3 TO LEASE (“Amendment”) made as of April 30,
2008, by and between ST. PAUL PROPERTIES, INC., a Delaware
corporation (“Landlord”) and ATS MEDICAL, INC., a
Minnesota corporation (“Tenant”).
WHEREAS, Landlord
and Tenant are parties to that certain Lease dated April 29,
2000 (the “Original Lease”), for premises described
therein, which premises were expanded pursuant to the terms of
Paragraph 1 thereof (such premises, as expanded, the
“Original Premises”); and
WHEREAS, Landlord
and Tenant entered into a certain Amendment No. 1 to Lease
dated May 1, 2001 (the “First
Amendment”);
WHEREAS, Landlord
and Tenant entered into a certain Amendment No. 2 to Lease
dated September 1, 2006 (the Original Lease, the First Amendment
and the Second Amendment are collectively, hereinafter the
“Lease”); and
WHEREAS, Landlord
and Tenant wish to amend the Lease to reflect certain additional
agreements between them.
NOW, THEREFORE, in
consideration of the Premises and for good and valuable
consideration, the parties agree as set forth below.
1.
Defined Terms . Unless otherwise indicated, capitalized
terms shall be defined in the manner set forth in the Original
Lease.
2.
Expansion of Premises .
(a) Effective on
May 1, 2008 (the “Expansion Space Commencement
Date”), the Original Premises shall be expanded to include an
additional 2,465 rentable square feet, as generally indicated on
Exhibit A attached hereto and made a part hereof, (the
“Expansion Space”; the Original Premises and the
Expansion Space may be referred to collectively herein as the
“Premises”), such that from and after the Expansion
Space Commencement Date”) through and including July 31,
2010 (the period from the Expansion Space Commencement Date through
and including July 31, 2010 is hereinafter the
“Expansion Term”), the Premises (including the
Expansion Space) shall consist of approximately 25,374 rentable
square feet.
(b)
(i) Commencing on the Expansion Space Commencement Date and
ending on July 31, 2008, Base Rent for the Premises shall be
$132,452.28 per annum ($11,037.69 per month);
(ii) Commencing on
August 1, 2008, through and including July 31, 2009, Base
Rent for the Premises shall be $134,482.20 per annum ($11,206.85
per month); and
(iii) Commencing
on August 1, 2009, through and including July 31, 2010,
Base Rent for the Premises shall be $137,273.34 per annum
($11,439.45 per month),
all of which
Base Rent shall, in all cases, be paid at the time and in the
manner set forth in the Lease for the payment of Base Rent, it
being understood and agreed that, during the Expansion Term, each
and every use of the term “Base Rent” in the Lease
shall mean Base Rent as amended in this subparagraph
(b).
3.
Amendments . From and after the Expansion Space Commencement
Date:
(a) Tenant’s
Proportionate Share as shown on the Data sheet shall be
18.19%;
(b) Exhibit A
attached to the Original Lease shall be deleted and
Exhibit A attached to this Amendment substituted
therefor.
4. Additional
Agreements .
(a) The parties
agree that, to the extent Tenant timely and properly exercises the
renewal option granted by Paragraphs 5(d) and (e) of the
Second Amendment, the lease of the Expansion Space shall be renewed
as well, such that, during such renewal term, the Premises shall
consist of approximately 25,374 rentable square feet.
(b) Replacement
of Tank; Restoration of Premises . Pursuant to Paragraph 3
of the Original Lease, Tenant installed an above-ground liquid
nitrogen storage tank adjacent to the Premises, referred to in the
Original Lease as the &
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