EXHIBIT 10.3
AMENDMENT NO. 1 (this "Amendment"), dated as of May 12, 2003, to the
Warrant to purchase 82,500 shares of Common Stock, par value $0.001 per share,
of Cambridge Heart, Inc., a Delaware corporation (the "Company"), issued as of
September 14, 2000 (the "Warrant") to The Tail Wind Fund Ltd. (the
"Warrantholder").
WHEREAS, the Company and the Warrantholder desire to amend the Warrant as
set forth below;
NOW, THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged by each of the Company and the
Warrantholder, the Company and the Warrantholder hereby agree as follows:
1. The exercise price of $3.50 in the first sentence of the first
paragraph of the Warrant is hereby deleted and replaced with the exercise price
of $0.34.
2. Except as set forth herein, the Warrant shall remain in full force and
effect without modification.
3. This Amendment may be executed in more than one counterpart and as so
executed shall constitute a single instrument, notwithstanding that all of the
parties have not signed the same counterpart.
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IN WITNESS WHEREOF, the Company and the Warrantholder have executed this
Amendment as of the date first above written.
THE TAIL WIND FUND LTD.
By: /s/ ▇▇▇▇▇ ▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇▇▇▇▇
Title:
CAMBRIDGE HEART, INC.
By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇
Title: President and Chief Executive Officer