EXHIBIT 10.3
FIRST LEASE AMENDMENT
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THIS FIRST LEASE AMENDMENT (the "Amendment") is executed this 9th day of
June, 1999, by and between DUKE REALTY LIMITED PARTNERSHIP, an Indiana limited
partnership ("Landlord"), and VASCULAR SOLUTIONS, INC., a Minnesota corporation
("Tenant").
W I T N E S S E T H :
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WHEREAS, Massachusetts Mutual Life Insurance Company, as predecessor in
interest to Landlord, and Tenant entered into a certain lease dated February 11,
1998 (the "Lease"), whereby Tenant leased from Landlord certain premises
consisting of approximately 16,743 rentable square feet of space (the "Original
Premises") located in an office/warehouse building commonly known as Plymouth
Office/Tech Center, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇;
WHEREAS, Landlord and Tenant desire to expand the Original Premises by
approximately 7,248 rentable square feet (the "Additional Space").
Collectively, the Original Premises and Additional Space shall hereinafter be
referred to as the "Premises"; and
WHEREAS, Landlord and Tenant desire to amend certain provisions of the
Lease to reflect such expansion;
NOW, THEREFORE, in consideration of the foregoing premises, the mutual
covenants herein contained and each act performed hereunder by the parties,
Landlord and Tenant hereby enter into this Amendment.
1. Incorporation of Recitals. The above recitals are hereby incorporated
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into this Amendment as if fully set forth herein.
2. Amendment of Cover Page to Lease. Commencing July 1, 1999, the cover
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page of the Lease is hereby amended as follows:
Landlord: Duke Realty Limited Partnership, an Indiana limited
partnership
Occupancy: Reference to Base Rent "at the rate of $7,936.64 per month" is
deleted and replaced with "at the rate identified in Amended Exhibit
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F".
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Base Rent: See Amended Exhibit F, payable in advance on or before the 1st
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day of each month during the Lease Term at NW 7210, ▇.▇. ▇▇▇ ▇▇▇▇,
▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, or such other place as Landlord may
from time to time designate in writing.
Premises: The space cross-hatched on Amended Exhibit B attached hereto
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(the "Premises") consisting of approximately 23,991 rentable square
feet in the building (the "Building") constructed on the tract of land
(the "Land") located in the City of Plymouth, County of Hennepin,
State of Minnesota (the "Land").
3. Amendment of Section 2. Acceptance of Premises. Section 2 of the
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Lease is hereby amended by adding the following:
Tenant has personally inspected the Additional Space and accepts the same
"as is" without representation or warranty by Landlord of any kind and with
the understanding that Landlord shall have no responsibility with respect
thereto except to construct in a good and workmanlike manner the
improvements designated as Landlord's obligations as per mutually agreed
upon plans and specifications and which shall be attached hereto as Amended
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Exhibit E in an amount not to exceed Seven Thousand Two Hundred forty-eight
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Dollars ($7,248.00) ("Landlord's Allowance"). Landlord and Tenant hereby
agree that all costs for tenant finish improvements which exceed Landlord's
Allowance shall be amortized over the term of the Lease at eleven percent
(11%) per annum. Landlord and Tenant agree that all work on the initial
and any subsequent tenant finish improvements may, at Tenant's option, be
performed by Duke Construction Limited Partnership or a subsidiary or
affiliate of Landlord ("Duke") which shall receive a construction
management fee as Landlord's construction manager or general contractor.
In the event Tenant elects to use another contractor other than Duke,
Tenant hereby agrees to pay Landlord a construction management fee equal to
five percent (5%) of the total project cost.
4. Amendment of Section 17. Notices. Section 17 of the Lease is hereby
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amended to provide that Landlord's notice address is ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇,
▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇.
5. Amendment of Exhibit G. Tenant's Right to Early Termination. The
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third and fourth sentences of Paragraph 2 of
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Tenant's Right to Early Termination are hereby deleted and the following
substituted in lieu thereof:
With Tenant's six (6) months' written notice and as a condition of Tenant's
termination, Tenant will pay to Landlord as a termination fee in bank
funds, the sum of the following items (i) one month's gross rent based on
monthly billing at the time notice is given; plus (ii) the unamortized
portion of the leasing commissions Thirty-six Thousand Five Hundred Eighty-
four Dollars and Fifty-eight Cents ($36,584.58) paid by Landlord to United
Properties Corporation in connection with the Lease; plus (iii) the
unamortized portion of the leasing commissions in connection with this
Amendment in the amount of Two Thousand Five Hundred Forty-nine Dollars and
Seventy-three Cents ($2,549.73); plus (iv) the unamortized cost of the
tenant finish improvements Five Thousand Dollars ($5,000.00) (without
consideration of any salvage value) made by Landlord pursuant to the Lease;
and (v) the unamortized cost of the tenant finish improvements Seven
Thousand Two Hundred Forty-eight Dollars ($7,248.00) for the Additional
Space, as of the Termination Date. The amortization of the total costs as
set forth above will be on a straight-line basis, using an eleven percent
(11%) interest rate over the initial sixty (60) month term of the Lease
with respect to subparts (ii) and (iv) and over the balance of the Lease
Term remaining with respect to subparts (iii) and (v). See Amended Exhibit
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H for the amortization schedule.
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6. Financial Statements. During the Lease Term and any extensions
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thereof, Tenant shall provide to Landlord on an annual basis, within ninety (90)
days following the end of Tenant's fiscal year, a copy of Tenant's most recent
certified and audited financial statements prepared as of the end of Tenant's
most recent fiscal year. Such financial statements shall be prepared in
conformity with generally accepted accounting principles, consistently applied.
7. Tenant's Representations and Warranties. The undersigned represents
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and warrants to Landlord that (i) Tenant is duly organized, validly existing and
in good standing in accordance with the laws of the state under which it was
organized; (ii) all action necessary to authorize the execution of this
Amendment has been taken by Tenant; and (iii) the individual executing and
delivering this Amendment on behalf of Tenant has been authorized to do so, and
such execution and delivery shall bind Tenant. Tenant, at Landlord's request,
shall provide Landlord with evidence of such authority.
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8. Examination of Amendment. Submission of this instrument for
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examination or signature to Tenant does not constitute a reservation or option,
and it is not effective until execution by and delivery to both Landlord and
Tenant.
9. Definitions. Except as otherwise provided herein, the capitalized
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terms used in this Amendment shall have the definitions set forth in the Lease.
10. Incorporation. This Amendment shall be incorporated into and made a
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part of the Lease, and all provisions of the Lease not expressly modified or
amended hereby shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
on the day and year first written above.
LANDLORD:
DUKE REALTY LIMITED PARTNERSHIP,
an Indiana limited partnership
By: Duke Realty Investments, Inc.,
its general partner
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Vice President and General Manager
Minnesota Industrial Group
TENANT:
VASCULAR SOLUTIONS, INC.,
a Minnesota corporation
By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇
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Printed: ▇▇▇▇▇▇ ▇. ▇▇▇▇
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Title: CEO
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STATE OF MINNESOTA )
) SS:
COUNTY OF HENNEPIN )
Before me, a Notary Public in and for said County and State, personally
appeared ▇▇▇▇▇▇ ▇. ▇▇▇▇, by me known and by me known to be the CEO of Vascular
Solutions, Inc., a Minnesota corporation who acknowledged the execution of the
foregoing "First Lease Amendment" on behalf of said corporation.
WITNESS my hand and Notarial Seal this 4th day of June, 1999.
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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Notary Public
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(Printed Signature)
My Commission Expires: 1-31-00
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My County of Residence: ▇▇▇▇▇▇
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AMENDED EXHIBIT F
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Base Rent Schedule
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Original Premises:
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Term Monthly Base Rent
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04/01/98 - 03/31/00 $7,935.64
04/01/00 - 03/31/03 $8,340.26
Additional Space:
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Term Monthly Base Rent
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07/01/99 - 04/30/01 $4,097.17
05/01/01 - 03/31/03 $4,299.01