EXHIBIT 10.11
SUPPLEMENT TO THE LEASE AGREEMENT OF JULY 12, 1994
between
▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇, ▇▇▇▇▇▇▇-▇▇▇. ▇ A, 2560 NIDAU
- Lessor -
and
STARR SURGICAL AG, ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇
- ▇▇▇▇▇▇ -
▇. Leased Premises
Lessee leases an area of 390 m2 on the ground floor of the property
known as ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇, as a production site and office
as well as Parking Area North in front of the building.
2. Commencement of Lease:
The Lease shall commence on November 1st, 1995. For the purpose of
organizing the business, Lessee may have use of the keys starting
September 1st. immediately. There shall be no rent payable for the
period up until November 1st, 1995.
3 Term of Lease
The term of the Lease is fixed and the Lease shall expire on October 31.
2000.
3.1 Option
After expiration of the fixed-term Lease, Lessee shall have the option
to extend the Lease by 5 more years. If Lessee elects to exercise this
option, it must notify Lessor in writing no later than March 31, 2000.
If Lessee does not exercise the option and as long as neither of the
parties to the contract terminates the Lease effective October 31, 2000,
after expiration of the term the Lease shall be automatically extended
by one year at a time. In case of termination, notice must always be
given 6 months in advance.
4. Rent
4.1 Net Rent
Net rent for the production and office space shall be Sfr. 70,200.00
annually (= Sfr. 180.00 per m2 for that year) and is payable in monthly
installments of Sfr.5,850.00.
Net rent for Parking Area "Nord" shall be Sfr. 4,800.00 annually and
shall be payable in monthly installments of Sfr. 400.00.
4.1.1 After October 1st, 1997, the annual net rent of Sfr. 70,200.00/ 5,850.00
shall be tied to the consumer price index BIGA(1). The rent corresponds
to the level of the index applicable at that point in time, i.e. August
1997. Upon request by one of the parties, the net rent may be adjusted
once annually on January 1st regardless of the fixed term of the Lease,
taking into account the entire percentage of change undergone by this
index. The first adjustment may be done on 01.01.1998 at the earliest.
4.1.2 The net annual rent of Sfr. 70,200.00 / 5,850.00 is a base rent. Rent
may not fall below this amount regardless of potential adjustments.
4.2 Utilities
4.2.1 The payments on account towards expenses for heating, electricity used
for shared rooms and for the burner, water fees, possibly sewage and
garbage collection fees, expenses for janitorial services which are
billed by the manager on April 30th, shall amount to Sfr. 400.00
monthly.
4.2.2 In exchange for participation in covering the cost thereof, Lessee shall
have the opportunity to use the service elevator.
4.3 Bank Guarantee
At the time the Lease is entered into, Lessee shall deposit the sum of
Sfr. 15,000.00 as an irrevocable bank guarantee.
10. Structural Alterations
Lessor shall carry out the following structural alterations at its
expense:
- Service elevator (Palette USA) to the already leased warehouse
located in the basement, without transportation of persons.
- Stairs for persons leading to the warehouse in the basement.
- Opening in the wall with door into the stairway (as big as
possible).
- Construction of 2 walls with 2 doors for building a reception
area by the entrance (according to layout).
- Construction of two bathrooms (3 toilets each for men / 3 each
for women) and possible sewer hook-up according to layout.
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(1) Bundesamt fur Industrie, Gewerbe und Arbeit (Swiss federal bureau of
industry, business and work)
- Construction of a firm boundary along the store window front at
a railing level.
- Construction of a sliding door in store window "North".
Lessor guarantees the completion of the aforementioned work between 07.01 -
08.30.1995 as long as the definite layout is submitted by 04.30.1995 at the
latest.
Nidau, Nidau,
Lessee: Lessor:
[signature]
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STARR SURGICAL AG ▇▇. ▇. ▇▇▇▇▇▇▇▇▇
[signature]
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