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Employment Agreement

EMPLOYMENT AGREEMENT

This Employment Agreement (the ?Agreement?) is made as of this 3rd day of April, 2006, by and between Replidyne, Inc., (the ?Company?), and Nebojsa Janjic (?Employee?) (collectively, the ?Parties?).

Whereas, the Company wishes to continue to employ Employee and to assure itself of the continued services of Employee on the terms set forth herein;

Whereas, Employee wishes to be so employed under the terms set forth herein;

Whereas, Employee and the Company are parties to that certain Amended and Restated Executive Employment Agreement dated February 20, 2002;

Whereas, the Parties desire to amend and restate the Executive Employment Agreement to reflect certain additional and revised terms of Employee?s employment; and

Whereas, the Parties intend that this Agreement shall supersede and replace any similar agreements that presently exist or may have previously existed between the Parties regarding the terms of Employee?s employment with the Company.

Now, Therefore, in consideration of the mutual promises and covenants contained herein, it is hereby agreed by and between the Parties hereto as follows:

1. Employment. The Company will continue to employ Employee and Employee shall continue to serve the Company in the capacity of Chief Scientific Officer (?CSO?).

2. At-Will Employment. It is understood and agreed by the Company and Employee that this Agreement does not contain any promise or representation concerning the duration of Employee?s employment with the Company. Employee specifically acknowledges that his employment with the Company is at-will and may be altered or terminated by either Employee or the Company at any time, with or without cause and/or with or without notice. The nature, terms or conditions of Employee?s employment with the Company cannot be changed by any oral representation, custom, habit or practice, or any other writing. In addition, that the rate of salary, any bonuses, paid time off, other compensation, or vesting schedules are stated in units of years or months or weeks does not alter the at-will nature of the employment, and does not mean and should not be interpreted to mean that Employee is guaranteed employment to the end of any period of time or for any period of time. In the event of conflict between this disclaimer and any other statement, oral or written, present or future, concerning terms and conditions of employment, the at-will relationship confirmed by this disclaimer shall control. This at-will status cannot be altered except in a writing signed by Employee and approved by the Board of Directors of the Company (the ?Board of Directors?).

3. Duties. Employee shall continue to render exclusive, full-time services to the Company as its CSO. Employee shall report to the Chief Executive Officer (?CEO?).

Employee shall perform services under this Agreement primarily at the Colorado office of the Company, and from time to time at such other locations as is necessary to perform the duties of CSO under this Agreement. Subject to the terms of this Agreement, Employee?s responsibilities, working conditions and duties may be changed, added to or eliminated during his employment at the sole discretion of the Company. During Employee?s employment with the Company he shall devote his best efforts and his full business time, skill and attention to the performance of his duties on behalf of the Company.

4. Policies and Procedures. Employee agrees that he is subject to and will comply with the policies and procedures of the Company, as such policies and procedures may be modified, added to or eliminated from time to time at the sole discretion of the Company, except to the extent any such policy or procedure specifically conflicts with the express terms of this Agreement. Employee further agrees and acknowledges that any written or oral policies and procedures of the Company do not constitute contracts between the Company and Employee.

5. Base Salary. For all services rendered and to be rendered hereunder, the Company agrees to pay to the Employee, and the Employee agrees to accept a salary of $275,000 per annum (?Base Salary?) which will be paid periodically in accordance with normal Company payroll practices and shall be subject to such deductions or withholdings as the Company is required to make pursuant to law, or by further agreement with the Employee. Employee?s salary shall be subject to annual review and adjustment by the Company.

6. Stock Options. Employee was previously granted options to purchase 1,780,000 shares of Company common stock. The vesting schedule and all other terms, conditions and limitations of the options will be set forth in the Company?s 2001 Long Term Incentive Plan and in the stock option grant notices and stock option agreements approved by the Board and entered into by Employee.

7. Bonus. Employee may be eligible to receive an annual performance bonus of up to 30% of his Base Salary subject to employment taxes, withholding and deductions (?Bonus?) based upon Employee?s achievements of certain milestones and performance objectives established by the Company (?Variable Incentive Bonus Plan?). Except as expressly provided otherwise herein, Employee must remain employed with the Company throughout the applicable bonus year in order to be eligible for any Bonus. The Board of Directors, in its sole discretion, shall determine the extent to which Employee has achieved the performance targets upon which Employee?s Bonus is based, and the amount of Bonus to be paid to Employee, if any. Bonuses are not earned until they are approved in writing by the Board of Directors.

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