exv10w8d



 








Exhibit 10.8D




THIRD AMENDMENT TO THE

BASIC LEASE INFORMATION AND

CANYON PARK TECHNOLOGY CENTER

OFFICE BUILDING LEASE AGREEMENT




     This Third Amendment (this “Third Amendment”) to the Basic Lease Information and Canyon Park
Technology Center Office Building Lease Agreement (the “Lease”) is entered into by and between
TCU PROPERTIES I, LLC, a Utah limited liability company (“Landlord”), and OMNITURE, INC., a
Delaware corporation (“Tenant”), having an office at 550 East Timpanogos Circle, Orem, Utah 84097.



Recitals




     A. Landlord and Tenant are parties to the Lease, together with the First Amendment and Second
Amendment to the Lease, for certain office space in Canyon Park Technology Center (“CPTC” formerly
Timpanogos Technology Park) in Orem, Utah, defined in the Lease and in the respective Amendments as
the “Premises.” Tenant desires to expand the Premises to include additional space in Building G at
CPTC.



     B. Tenant desires to expand the Premises to include an additional 28,940 rentable
square feet (“RSF”) of space in Building G, Suites G-11, G-12, G-21 and G-22 at CPTC.



Agreement




     Therefore, Landlord and Tenant agree as follows:




	1.	 	Premises. The definition of “Premises” under the Lease is amended by
adding approximately 28,940 rentable square feet located on the first and
second floors of Building G as outlined below:





	 	 	 	 	 
	 

	 	i.  G-11 and G-12
	 	14,420 RSF
	 
	 	 	 	 
	 

	 	ii. G-21 and G-22
	 	14,520 RSF






The Premises are shown cross-hatched on the floor plan attached hereto as Exhibit A.





	2.	 	Basic Rent. Tenant agrees that the Basic Rental fee (as further
described below) for the Unoccupied Premises shall be $5.50 per rentable square
foot per year, effective April 1, 2005. Upon occupation of the premises, the Basic
Rental fee shall be as further described below.





	 	 	 	 	 	 	 	 	 	 	 
	Unoccupied Premises	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Date:

	 	Premises:
	 	Monthly Fee:
	 	Annual Fee:

	 
	 	 	 	 	 	 	 	 	 	 
	April 1-Sep 30, 2005

	 	G-21 and G-22
	 	$	6,655	 	 	$	79,860	 
	 

	 	 	 	 	 	 	 	 	 	 





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	Unoccupied Premises	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Apr 1, 2005-Mar 31, 2006

	G-11 and G-12
	$	6,609	 	 	$	79,310	 
	 

	 	 	 	 	 	 	 	 	 	 





	 	 	 	 	 	 	 	 	 	 	 
	Occupied Premises	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	Date:

	 	Premises:
	 	Monthly Fee:
	 	Annual Fee:

	 
	 	 	 	 	 	 	 	 	 	 
	October 1, 2005

	 	G-21 and G-22
	 	$	18,025	 	 	$	216,300	 
	 

	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 
	April 1, 2006

	 	G-11 and G-12
	 	$	18,150	 	 	$	217,800	 
	 

	 	 	 	 	 	 	 	 	 	 





     Monthly Rent for the 3rd Amendment Space shall be due in accordance with the
payment terms specifically set forth in the Lease.




	3.	 	Commencement. The Commencement Date shall be as follows:





	 	 	 	 	 	 	 
	 

	 	a.
	 	Unoccupied Premises G-11, 12, 21 and 22:
	 	April 1, 2005
	 
	 	 	 	 	 	 
	 

	 	b.
	 	Occupied Premises Building G-21 and G-22:
	 	October 1, 2005
	 
	 	 	 	 	 	 
	 

	 	c.
	 	Occupied Premises Building G-11 and G-12:
	 	April 1, 2006






     At Tenant’s option, Tenant can move the Commencement Date ahead by giving Landlord
written notice of Tenant’s desire to expand into the Premises earlier than as specified
above.




	4.	 	Rentable Area. The “Rentable Area” of the Premises shall increase from
63,060 RSF to 91,940 RSF.






	5.	 	Annual Increases. Basic Rental shall increase $0.50 per
rentable square foot on each one-year anniversary of Lease Commencement Date.






	6.	 	Deposit. An additional security deposit equal to the last months’ Rent
of $39,793.00 shall be paid to Landlord by Tenant upon execution of this
Amendment.






	7.	 	Tenant Improvements. Landlord agrees to provide Tenant with a Tenant
Improvement Allowance of $4.00 per rentable square foot per year.






	8.	 	Plans, Specifications and Permits. Both Landlord and Tenant agree to
the following timeline:






	 	a.	 	Landlord agrees to begin demolition of Premises G21 and G22
within two weeks of execution of this Amendment.
	 
	 	b.	 	Tenant agrees to provide Landlord with an architect/engineer
stamped copy of the floor plans for the new Premises under this Amendment (as
similar to G23 and G13) by the following dates:





	 	 	 
	 

	 	i.  G21 and G22 on or before May 31, 2005
	 

	 	ii. G11 and G12 on or before October 1, 2005






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	 	c.	 	Landlord shall arrange for the architect/engineer to transfer
Tenant’s stamped floor plans into blueprints for submission to the City of Orem
Building and Development Department for issuance of Building Permit(s) and
shall submit the same to the City of Orem for permit. Landlord shall seek
Tenant’s approval of the final blueprints prior to submitting the blueprints to
the City of Orem for permit.






	 	 	Landlord shall have the Premises completed and ready for Occupancy at least thirty (30)
days prior to scheduled Occupancy as noted above.
	 
	9.	 	Construction. Landlord and Tenant agree that the Construction of the
Tenant Improvements shall be completed ninety (90) days from the date of receiving a
valid building permit for the Premises from the City of Orem. In the event that
Landlord is unable to complete the Tenant Improvements within said ninety (90) day
period, Landlord will credit Tenant five hundred ($500.00) dollars per day
penalty in reduced rent or pay Tenant cash in the same amount of damages, at Tenant’s
option, until the Tenant Improvements are completed. Subject to Landlord receiving an
Occupancy Permit from the City of Orem, Tenant may occupy the Premises as described and
outlined in Section 2, and such occupancy shall not be deemed as a waiver of Landlord’s
payment penalty. Delays in Construction that are caused by Tenant change orders will
not be calculated within said ninety (90) day period. Tenant agrees that for each day
Construction is delayed by Tenant change orders, Landlord shall receive five hundred
($500.00) dollars per day penalty from Tenant.
	 
	10.	 	Change Orders. Landlord and Tenant shall approve and execute all
change orders in writing prior to commencement of any such construction.
	 
	11.	 	Bids. Tenant and Landlord shall approve and execute all bids prior to
commencement of any construction. Landlord and Tenant shall each designate two
authorized representatives to approve and execute Bids for Tenant Improvements.
	 
	12.	 	Garden Level. Tenant acknowledges that Building G has basement space
below Premises G-11 and G-12, and Landlord shall excavate and build G-01 into Garden
Level space upon Tenant’s request. Landlord hereby grants to Tenant a First Right of
Refusal to build out and lease of the Garden Level space at 85% of Tenant’s current
rate (otherwise upon the same terms and conditions governing the Lease). Landlord
agrees to provide Tenant with a Tenant Improvement Allowance of $4.00 per
rentable square foot per year of the Lease for the basement space in G-01.
Notwithstanding the above, if Tenant chooses not to exercise its First Right of Refusal
rights on the Garden Level space in G01, Landlord shall have the right to reduce the
proportionate RSF of the G12 lobby Premises to accommodate access into the basement,
provided that such reduction shall not exceed 400 RSF.
	 
	13.	 	Furniture. Landlord shall allow Tenant to use the Landlord’s Herman
Miller modular furniture at no charge to Tenant. Tenant shall not be responsible for
normal wear and tear to said furniture. Landlord agrees to provide Tenant available
furniture from




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	 	 	Canyon Park inventory free of charge, including but not limited to the use of the
following modular furniture systems from Canyon Park inventory (to be installed in the
permanent fixed wall offices within the Premises):





	 	 	 
	 

	 	a — Herman Miller pedestal file cabinets (gray and black)
	 

	 	b — White boards
	 

	 	c — Pin boards that Tenant can have recovered
	 

	 	d — Task lighting
	 

	 	e — Shelving
	 

	 	f — Desk drawers
	 

	 	g — Herman Miller work surfaces (series I and series II that are
slightly different tone and style)
	 

	 	h —H-leg supports-Landlord shall purchase the H-legs







	14.	 	Same Terms. Except as amended herein, all other terms and conditions
of the Lease, 1st and 2nd Amendments, as previously
amended, shall remain in full force and effect.





—SIGNATURE ON THE NEXT PAGE—




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	 	 	TENANT:	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	OMNITURE a Delaware Corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	/s/ Mike Herring 	 	 
	 

	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	Name: Mike Herring
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	Title: CFO
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	Date: April 30, 2005
	 
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	LANDLORD:	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	TCU PROPERTIES I, LLC	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By: Canyon Park Management	 	 
	 

	 	 	 	Company,
	 	Inc., its Manager	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	/s/ Allen Finlinson 	 	 
	 

	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	Name: Allen Finlinson
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	Title: Vice President
	 
	 	 	 	 	 	 	 	 
	 	 	 	 	Date: April 30, 2005







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