exv10w29



 




EXHIBIT 10.29



FIRST AMENDMENT TO LEASE




     This First Amendment to Lease (this “Amendment”), dated as of July 23, 2003, by and between
iSTAR SUNNYVALE PARTNERS, L.P., a Delaware limited partnership (“Landlord”), and SILICON IMAGE,
INC., a Delaware corporation (“Tenant”), amends and
forms a part of the Lease, dated December 12, 2002, by and
between Landlord and Tenant (the “Lease”).



RECITALS




     A. Capitalized terms used herein and not defined herein have the meanings specified in the Lease.



     B. Landlord and Tenant have agreed upon the precise allocation of interior space within the 1070/1080 East Arques building and, accordingly, desire to amend the Lease as provided below.



AGREEMENTS




     Now, therefore, for good and valuable consideration, the receipt and sufficiency of
which is hereby acknowledged, Landlord and Tenant hereby agree as follows:



     1. Lease References. Article 1 of the Lease is hereby deleted in its
entirety and replaced with the following:



“ARTICLE 1




REFERENCE




     1.1 References. All references in this Lease (subject to any further clarifications contained in this Lease) to the following terms shall have the following meaning or refer to the respective
address, person, date, time period, amount, percentage, calendar year or fiscal year as below set forth:



	 	 	 
	Tenant’s Address for Notice:

	 	Silicon Image, Inc.
1060
East Arques Avenue
Sunnyvale,
California 94085
Attention:
Chief Financial Officer
	 
	 	 
	Tenant’s Representative:

	 	Richard Zyhylij 
	 
	 	 
	Landlord’s Address for Notices:

	 	c/o iStar Financial, Inc.
One
Embarcadero Center
Suite 3300
San
Francisco, CA 94111
Attn:
Asset Management
	 
	 	 
	Landlord’s Representative:

	 	Erich Stiger 
	 
	 	 
	Phone Number:

	 	(415) 391-4300 
	 
	 	 
	Lease Commencement Date:

	 	August 1, 2003 
	 
	 	 
	Lease Term:

	 	Seven (7) years 






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	Lease Expiration Date:

	 	Seven (7) Years from the Lease Commencement Date (as hereinabove defined), or such earlier date on which
termination occurs in accordance with the terms of this Lease. 
	 
	 	 
	Options to Renew:

	 	None.
	 
	 	 
	Rights of First Refusal:

	 	As provided in Article 15.
	 
	 	 
	First Month’s Prepaid Rent:

	 	$77,558.00 
	 
	 	 
	Tenant’s Security Deposit:

	 	$152,045.00 
	 
	 	 
	Late Charge Amount:

	 	Five Percent (5%) of the delinquent amount.
	 
	 	 
	Tenant’s Required Liability Coverage:

	 	$3,000,000 combined single limit 
	 
	 	 
	Tenant’s Broker(s):

	 	Ted Eyre of BT Commercial.
	 
	 	 
	Property:

	 	That certain real property situated in the City of Sunnyvale, County of Santa Clara, State of California,
together with all buildings, easements and improvements thereon, which real property is shown on the Site Plan
attached hereto as Exhibit “A” and is commonly known as or otherwise described as follows: 1060-1090 East
Arques Avenue, Sunnyvale, California.
	 
	 	 
	Building:

	 	Those certain buildings within the Property in which the Leased Premises are located, which buildings are
designated on Exhibit “A” hereto (collectively, the “Building”) and are commonly known as or otherwise
described as follows: 1060 East Arques Avenue and 1070/1080 East Arques Avenue, Sunnyvale, California.
	 
	 	 
	Outside Areas:

	 	The “Outside Areas” shall mean all areas within the Property which are located outside the buildings, such
as pedestrian walkways, parking areas, landscaped area, open areas and enclosed trash disposal areas.
	 
	 	 
	Leased Premises:

	 	(1) All the interior space within the 1060 East Arques building, including stairwells, connecting walkways, and
atriums, consisting of approximately 50,819 square feet and, for purposes of this Lease, agreed to contain said
number of square feet and (2) that portion of the interior space within the 1070/1080 East Arques building shown
on Exhibit “A-1” hereto, including stairwells, connecting walkways, and atriums within such portion, consisting of
approximately 30,821 square feet and, for purposes of this Lease, agreed to contain said number of square
feet.






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	Base Monthly Rent:

	 	The term “Base Monthly Rent” shall mean the following:
$77,558.00 per month from the Lease Commencement Date for a period of 12 months. On the first day following
the end of such 12 month period, and on the same date during each subsequent year of the Lease Term (each an
“Adjustment Date”), Base Monthly Rent shall be increased to an amount equal to one hundred three
percent (103%) of the Base Monthly Rent in effect immediately prior to such Adjustment Date.
	 
	 	 
	Use:

	 	General office, research & development, marketing, light storage and all other legal uses, subject to
Paragraph 4.2.
	 
	 	 
	Tenant’s Project Proportionate Share:

	 	37.89% 
	 
	 	 
	Tenant’s Building Proportionate Share:

	 	100% of the 1060 East Arques building; 52.25% of the 1070/1080 East Arques building 
	 
	 	 
	Exhibits:

	 	The term “Exhibits” shall mean the Exhibits of this Lease which are described as follows: 
	 
	 	 
	 

	 	Exhibit “A” — Site Plan showing the Property.
	 
	 	 
	 

	 	Exhibit “A-1” — Area Plan for the 1070/1080 East Arques building delineating the portion of such building
leased to Tenant hereunder.
	 
	 	 
	 

	 	Exhibit “B” — Form of Tenant Estoppel.”






     2. Area Plan for 1070/1080 East Arques Building. Exhibit “A-1” attached to this
Amendment is the Area Plan for the 1070/1080 East Arques building delineating the portion of
such building leased to Tenant under the Lease and shall constitute
Exhibit “A-1” to the
Lease.



     3. Conflicts; No Other Amendment. In the event of a conflict between the provisions
of this Amendment and the provisions of the Lease, the provisions of this Amendment shall control.
Except as set forth in this Amendment, the provisions of the Lease remain in full force and effect.



     4. Entire Agreement. The Lease, as modified by this Amendment, constitutes the entire
agreement between the parties hereto pertaining to the subject matter hereof and may be further
modified only by a writing signed by the parties hereto.



     5. Facsimile; Counterparts. This Amendment may be signed in multiple counterparts
which, when signed by all parties, shall constitute a binding agreement. Landlord and Tenant agree
that the delivery of an executed copy of this Amendment by facsimile shall be legal and binding and
shall have the same full force and effect as if an original executed copy of this Amendment had
been delivered.



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     In Witness Whereof, the parties have caused this Amendment to be duly executed as of the date
first above set forth.



	 	 	 	 	 
	 	 	iSTAR SUNNYVALE PARTNERS, L.P., a
Delaware limited partnership, Landlord
	 
	 	 	 	 
	 

	 	By:
	 	Erich Stiger
	 

	 	 	 	 
	 
	 	 	 	 
	 

	 	Its:
	 	Vice President
	 

	 	 	 	 
	 
	 	 	 	 
	 	 	SILICON IMAGE, INC., a Delaware corporation,
Tenant
	 
	 	 	 	 
	 

	 	By:
	 	Robert G. Gargus
	 

	 	 	 	 
	 
	 	 	 	 
	 

	 	Its:
	 	Robert G. Gargus
	 

	 	 	 	 





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EXHIBIT A-1






Area Plan for 1070/1080 East Arques Building











 









 








Exhibit
10.29





Exhibit B




FORM OF TENANT ESTOPPEL CERTIFICATE




TENANT ESTOPPEL CERTIFICATE




	 	 	 	 	 	 	 
	To:	 	iStar Sunnyvale Partners, L.P.	 	 
	 	 	c/o iStar Financial, Inc.	 	 
	 	 	One Embarcadero Center, Suite 3300	 	 
	 	 	San Francisco, CA 94111	 	 
	 	 	ATTN: Asset Management	 	 
	 
	 	 	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 	 	 
	 

	 	ATTN:	 	 	 	 
	 

	 	 	 	 

	 	 






	 	 	 	 	 
	 

	 	Re:           Lease,           dated           as           of          
                                        , 200     between                     
                   , a                     
                     , as tenant (the original named tenant under the Lease, together with such tenant’s successors and assigns,
being hereinafter referred to collectively as the “Tenant”), and iStar Sunnyvale Partners, L.P., a Delaware limited
partnership (“Landlord”), covering certain premises known by the street address                                          in the City of
Sunnyvale, County of Santa Clara, State of California (the “Leased Premises”), as amended as noted on attached Schedule
A (collectively, the “Lease”)
	 	   




Gentlemen:




     The undersigned Tenant hereby represents, warrants and certifies to
                                         (“                                      
   ”) and Landlord, that:



     1. The Lease has not been modified, changed, altered or amended in any respect, either orally
or in writing, except as may be indicated on Schedule A attached hereto, and constitutes the entire
agreement between Tenant and Landlord affecting Tenant’s leasing of the Leased Premises. A true and correct
copy of the Lease is attached as Schedule B. The Lease is in full force and effect and is not subject to any
contingencies or conditions not set forth in the Lease.



     2. The
term of the Lease commenced
on                                        ,                    
 and will expire
on                                        ,
                    ; the Tenant has no option to renew the Lease Term.



     3. The monthly base rent payable under the Lease as of the current month is $                     . Tenant
has paid all fixed and additional rent and other sums which are due and payable under the Lease
through the date hereof, and Tenant has not made and will not make any prepayments of fixed rent
(except first month’s rent) for more than one month in advance. To Tenant’s best knowledge, there
are no presently unexpired rental concessions or abatements due under the Lease except as set forth
on Schedule A attached hereto. To Tenant’s best knowledge, Tenant has no credits, offsets,
abatements, defenses, counterclaims or deductions against any rental or other payments due under
the Lease or with respect to its performance of the other terms and conditions of the Lease, and
has asserted no claims against Landlord.



     4. Tenant has paid to Landlord a security deposit in the amount of $                    . Landlord is the
beneficiary under a letter of Credit in the amount of $                     required by the Lease as additional security.
Tenant has not made any other payments to Landlord as a security deposit, advance or prepaid rent
(except first month’s rent).



     5. Landlord has completed, and, if required under the Lease, paid for, any and all tenant
work



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required under the Lease and Tenant has accepted the Leased Premises. Tenant is not entitled to
any further payment or credit for tenant work.




     6. To Tenant’s current actual knowledge, Landlord is not in default in the performance of any
of the terms of the Lease, nor is there now any fact or condition which, with notice or lapse of time
or both, will become such a default. Tenant has not delivered to Landlord any notice of default with respect to the
Landlord’s obligations under the Lease.



     7. Tenant is in actual possession of the entire Leased Premises and, to Tenant’s current
actual knowledge, is not in any respect in default under any of the terms and conditions of the
Lease, nor is there now any fact or condition which, with notice or lapse of time or both, will become such a default.
Tenant has not received from Landlord any notice of default with respect to the Tenant’s obligations under the Lease.



     8. Tenant has not assigned transferred, mortgaged or otherwise encumbered its interest under
the Lease, nor subleased any of the Leased Premises, nor permitted any person or entity to use the
Leased Premises, except as otherwise indicated on Schedule A annexed hereto.



     9. Except as expressly provided in the Lease Tenant:




	 	(i)	 	does not have any right to renew or extend the term of the lease,
	 
	 	(ii)	 	does not have any right to cancel or surrender the
Lease prior to the expiration of the term of the Lease,
	 
	 	(iii)	 	does not have any option or rights of first refusal or first offer to purchase or lease all or any part of the Leased
Premises or the real property of which the Leased Premises are a part,
	 
	 	(iv)	 	does not have any right, title or interest with
respect to the Leased Premises other than as lessee under the lease,
and
	 
	 	(v)	 	does not have any right to relocate into other
property owned by Landlord or any of landlord’s affiliates.





     10. There has not been filed by or, to Tenant’s current actual knowledge, against Tenant a
petition in bankruptcy, voluntary or otherwise, any assignment for the benefit of creditors, any petition
seeking reorganization or arrangement under the bankruptcy laws of the United States, or any state thereof, or any
other action brought under said bankruptcy laws with respect to Tenant.



     11. If Tenant is required to provide insurance coverage under the Lease, Tenant has not given
or received written notice that Tenant’s insurance coverage will be canceled or will not be
renewed.



     12. Tenant is not aware of any material defects or deficiencies in the systems, elements or
components of the Leased Premises. Tenant has not received any
written notice, citation or other claim alleging any material violation of any applicable building, zoning, land use, environmental, anti-pollution, health,
fire, safety, access accommodations for the physically handicapped, subdivision, energy and resource conservation
or similar laws, statutes, rules, regulations or ordinances, or any covenants, conditions and restrictions
applicable to the Leased Premises.



     13. To the current actual knowledge of Tenant, any and all brokerage and leasing commissions
relating to and/or resulting from Tenant’s execution and delivery of the Lease and occupancy
of the Leased Premises have been paid in full.



     14. The individual executing this Tenant Estoppel Certificate on behalf of Tenant represents
and warrants that he has the power and the authority to execute this Tenant Estoppel Certificate
on behalf of Tenant.



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     15. This
Tenant Estoppel Certificate shall inure to the benefit of _____ and Landlord and their
respective nominees, successors, assigns, participants and designees and shall be binding upon
Tenant and its successors and assigns.



Dated this     
day of                
                 
        ,        
            .

Tenant:                
                
                
             , a   
              
    




By:     
                
                 
                
                
                 
              

Its:               
               
                
                
                  
                
    




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Exhibit A




SITE PLAN









 









 





EXHIBIT A-1




Area Plan for 1070/1080 East Arques Building