Exhibit 10.18
SECOND AMENDMENT TO OFFICE LEASE
This Second Amendment to Office Lease ("Second Amendment") is made and
entered into on this 4th day of August 2006 between ▇▇▇▇▇ REAL ESTATE HOLDINGS
FOURTEEN, a Washington Limited Liability Company, whose address is ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ (hereinafter, the "Lessor") and ISILON
SYSTEMS, INC., a Delaware Corporation, whose address is ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇,
▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ (hereinafter, the "Lessee").
A. Recitals
1. Lessor is the owner of the ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Building, located at ▇▇▇▇
▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (hereinafter, referred to as the
"Building").
2. On or about November 11, 2005, Lessor entered into an office lease (the
"Master Lease") with Lessee whereby Lessee leased 43,950 rentable square feet
situated on the entire 5th and 6th floor levels of the Building (the "Initial
Premises"), and on or about December 2, 2005, Lessor and Lessee amended the
lease to include an additional 21,613 rentable square feet ("First Expansion
Premises") of raised floor/ mechanical space located on the "C" Level of the
Building (hereinafter, the "Premises").
3. Lessee wishes to lease additional space of approximately 21,975
rentable square feet being the entire 7th floor of the Building; Lessor and
Lessee hereby agree to amend the Lease to include the additional premises on the
terms and conditions set forth below.
B. Agreement
1. Additional Leased Premises: The additional premises leased by Lessee
pursuant to this Second Amendment consist of approximately 21,975
rentable square feet of office space (hereinafter, the "Second
Expansion Premises") located on the 7th floor of the Building and
more specifically depicted on the attached Exhibit "A". The exact
amount of rentable square footage constituting the Second Expansion
Premises shall be measured by Lessor's architect in compliance with
1996 BOMA Standards. Such measurements shall be subject to
confirmation by Lessee's architect within ten (10) days after Lessor
provides Lessee with its measurements. Paragraph 1 of the Master
Lease, DESCRIPTION, shall be changed from the original leased space
of 43,950 rentable square feet to 65,925 rentable square feet
(which, together with the First Expansion Premises, shall constitute
the "Premises").
2. Term: The term of the lease of the Second Expansion Premises shall
be seven (7) years and five (5) months to commence January 1, 2007
and shall expire June 30, 2014. Additionally, the term for the
Initial Premises shall be extended through June 30, 2014.
3 Delivery of Second Expansion Premises: Lessor shall deliver the
Second Expansion Premises to Lessee in turnkey condition prior to
January 1, 2007 subject to Paragraph 6 below. In the event the
Second Expansion Premises are not ready for occupancy on the date
set forth above, whether occasioned by Lessor or Lessee, the lease
term shall be extended in such a manner as to reflect the delay
occasioned by the failure of the Second Expansion Premises to be
ready for occupancy. Notwithstanding anything to the contrary
herein, and provided that Lessor has received final approval and
signed off construction documents not later than the close of
business October 1, 2006, if Lessor has not delivered the Second
Expansion Premises to Lessee as substantially complete by March 1,
2007, except to the extent that such delay was caused by events of
Force Majeure or Tenant Delay, then Lessee shall be entitled to two
(2) day of free rent for each day that the Second Expansion Premises
are not ready for occupancy after March 1, 2007.
4. Base Rental: Base Rental payable by Lessee for the Second Expansion
Premises shall be as follows:
Months Base Rental/RSF
------ ---------------
January 1, 2007- June 1, 2007: $ 0.00
July 1, 2007 - March 31, 2008: $23.60
April 1, 2008 - March 31, 2009: $24.60
April 1, 2009 - March 31, 2010 : $26.10
April 1, 2010 - March 31, 2011 : $27.60
April 1, 2011 - March 31, 2012 : $29.10
April 1, 2012 - March 31, 2013 : $30.60
April 1, 2013 - June 30, 2014 : $32.10
Base Rental for the Initial Premises extended term (April 1,
2013 - June 30, 2014 shall be $32.10/RSF.
5. Design Services: Lessor shall, at Lessor's expense provide for all
space planning, design, documentation and contract administration in
connection with all work to be done in the Second Expansion Premises
in order to prepare the Second Expansion Premises for Lessee's
effective occupancy. Lessor will be responsible for the
architectural fees and expenses for the above work. Lessor will
furthermore contract with and pay for the design and engineering
services pertaining to structural, mechanical, electrical, and fire
protection. Lessor shall, at Lessor's expense, furnish to Lessee,
for Lessee's approval, all drawings necessary for the preparation of
the Second Expansion Premises for Lessee's use and occupancy.
6. Finish Work: The space would be completed on a turn-key basis in
accordance with mutually approved working drawings prepared by SKB
Architects. The turnkey improvement package shall include all hard
construction costs and all other miscellaneous costs (including but
not limited to required permits, architectural fees and engineering
fees ). Such
improvements shall include finishes to match the Initial Premises
based on a general office configuration that is substantially
similar to that currently occupied by Lessee on the 5th floor of the
Building.
Except as provided for above, Lessor shall not be responsible for
the payment, including installation costs, of any of Lessee's
built-in furniture, trade fixtures, or other "custom-made"
improvements. Lessor shall not be responsible for installation of
telephone and computer equipment.
7. Parking: Lessee shall be provided parking for twenty (20) additional
cars inside the Building garage and an additional ten (10) stalls
outside the Building, all at market rate subject to the cap set
forth in Paragraph 39 of the Master Lease.
8. Space Pocket: Of this additional space for the Second Expansion
Premises, Lessee shall have the option to designate up to 5,475
rentable square feet as a space pocket. The pocketed area may be
comprised of space located in various areas throughout the Second
Expansion Premises. Lessee shall not pay rent on the space pocketed
area as long as the space remains unused. Lessor and Lessee agree
that this 5,475 square foot pocket shall be incorporated into
rentable area upon commencement of month ten (10) of the lease term
for the Second Expansion Premises, i.e. September 1, 2007, or upon
the actual use thereof if such use occurs between June 1, 2007 and
August 31, 2007.
9. Agency/Commission: Lessor recognizes that GVA ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
represents Lessee in this transaction and agrees to pay a real
estate commission equivalent to $6.00 per rentable square foot on
the 7th floor and $1.00 per rentable square foot on the Initial
Premises term extension. Said real estate commissions shall be
payable one half (1/2) upon full execution of this Second Amendment
and one half (1/2) upon commencement of the lease for the Second
Expansion Premises. If not paid by Lessor when due, the commission
amount shall be paid directly by Lessee and Lessee shall be given a
rent credit for the amount so paid.
10. Entire Agreement: This is the entire agreement between the parties
relative to the subject matter of this Second Amendment. It cannot
be modified or added without a writing signed by both parties.
Except as expressly modified herein, all other provisions of the
Master Lease remain in full force and effect.
▇▇▇▇▇ REAL ESTATE HOLDINGS ISILON SYSTEMS, INC.
FOURTEEN, LLC
By: ▇▇▇▇▇▇ ▇▇▇▇▇ By: ____________________________________
-----------------------------
Its: Managing Member Its:____________________________________
Dated:___________________________ Dated:__________________________________