exv10w29






Exhibit 10.29




Assignment




     Whereas, Medtronic, Inc., a Minnesota corporation, having its principal place of business at
710 Medtronic Parkway, NE, Minneapolis, MN 55432 (hereinafter “Assignor”), holds certain
rights in the United States and foreign patents and patent applications identified on the attached
Schedule 1; and



     Whereas, Kips Bay Medical, Inc., a Delaware corporation, having its principal place of
business at 3405 Annapolis Lane, Suite 200, Minneapolis, MN 55447 (hereinafter “Assignee”),
desires to acquire the entire right, title and interest in and to the United States and foreign
patents and patent applications identified on the attached Exhibit A and in and to the inventions
described and claimed therein (hereinafter the “Patents”);



     Whereas, Assignor agrees to assign the Patents to Assignee;



     In exchange for good and valuable consideration, the receipt of which is hereby acknowledged,
Assignor hereby irrevocably assigns to Assignee, and its successors and assigns:




	 	(1)	 	The entire right, title and interest to the Patents; and
	 
	 	(2)	 	The right to apply for patents in foreign countries in its own name and to
claim any priority rights to which such foreign applications are entitled under
international conventions, treaties or otherwise; and
	 
	 	(3)	 	The right to enforce patent rights to such Patents, as fully and entirely as
the same would have been held and enjoyed by the Assignor if this assignment had not
been made; together with all claims by Assignor for damages by reason of past
infringement or for provisional rights and including the right to sue for, and collect
the same for its own use and benefit, and for the use and benefit of its successors,
assigns, and other legal representatives.





     Assignor agrees that all Patents shall belong exclusively to Assignee, with Assignee having
the right to obtain and to hold in its own name such patents, or such other perfection,
registration, certification, or protection as may be obtained or applicable to the subject matter,
and any extensions and renewals thereof.



     Assignor hereby authorizes and requests the Commissioner of Patents to issue to Assignee any
patents that may be granted in accordance with this Assignment.



     This Agreement may be executed in one or more counterparts, all of which shall be considered
one and the same agreement. The signatures from each counterpart may be combined with a copy of
the Agreement to constitute the entire Agreement.



 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 

	 	 	 	 	 	 	 	 	MEDTRONIC, INC.	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Date: 10/10/07

	 	 	 	 	 	 	 	By:

Name:
	 	/s/ Robert S. White
 

Robert S. White
	 	 
	 

	 	 	 	 	 	 	 	Title:
	 	Vice President, Corp. Dev’t	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	STATE OF MINNESOTA

	 	 	)	 	 	 	 	 	 	 	 	 
	 

	 	 	)	 	 	ss.	 	 	 	 	 	 
	COUNTY OF ANOKA

	 	 	)	 	 	 	 	 	 	 	 	 






     On this 10th day of October, 2007, before me appeared Robert S. White to me known to be the
same person described in and who executed the foregoing instrument, and acknowledged that she
executed the same as a free act and deed with authority to do so.



	 	 	 	 	 
	 	 	 
	 	     /s/ Lorna Korrine Johnson
 	 
	 	Notary Public 	 
	 	 	 



 









 







Schedule 1




	 	 	 	 	 	 	 	 	 	 	 	 	 
	Docket No.	 	Country	 	Status	 	Application No.	 	Date
	P0011467.00
	 	United States	 	Inactive	 	 	10/654,583	 	 	 	09/03/03	 
	P0011467.01
	 	United States	 	Filed	 	 	10/656,855	 	 	 	09/04/03	 
	P0011467.02
	 	Patent Coop. Treaty	 	Filed	 	US	04/028925	 	 	 	09/02/04	 
	P0011467.03
	 	European Pat. Conv.	 	Filed	 	 	4783239.9	 	 	 	09/02/04	 
	P0011467.04
	 	Canada	 	Filed	 	 	2,537,781	 	 	 	09/02/04	 
	P0011467.05
	 	Japan	 	Filed	 	 	525495/06	 	 	 	09/02/04	 
	P0011467.06
	 	United States	 	Filed	 	 	11/402,509	 	 	 	04/12/06	 
	P0011467.07
	 	Hong Kong	 	Filed	 	 	60105418.7	 	 	 	05/09/06	 
	P0020805.00
	 	United Stated	 	Filed	 	 	11/071,597	 	 	 	03/02/05	 
	P0020805.01
	 	United States	 	Filed	 	 	11/367,006	 	 	 	03/02/06	 
	P0020805.02
	 	Patent Coop. Treaty	 	Filed	 	US	06/007479	 	 	 	03/02/06	 
	P0020805.03
	 	United States	 	Filed	 	 	11/515,344	 	 	 	07/23/02