EXHIBIT 10.35

# LEASE AMENDMENT AGREEMENT

This Agreement made as of the
22 day of April 2002.

## BETWEEN:

354875 B.C. Ltd., a company incorporated under the laws of British
Columbia and having offices at #206 - 126 East 15th
Street, North Vancouver, British Columbia, V7L 2P9.

(hereinafter called the "Landlord")

## OF THE FIRST
PART

## AND:

PIVOTAL CORPORATION, a company incorporated under the laws of British Columbia and
having offices at Suite #300  224 West Esplanade, North Vancouver, British
Columbia, V7M 3M6

(hereinafter called the "Tenant")

## OF THE
SECOND PART

WHEREAS by a lease
dated July 18, 1997 (the Lease), the Landlord leased to the
Tenant, for a term expiring on September 30, 2002 certain premises which
have been determined to consist of 16,053 square feet (the Leased
Premises) of the property generally known as 224 West Esplanade, North
Vancouver, British Columbia, on the terms and conditions specified therein:

AND WHEREAS the
Landlord provided the Tenant with the option to extend the term of the Lease to
October 31, 2002.

AND WHEREAS the
Tenant has duly exercised the option to extend the lease to October 31,
2002.

AND WHEREAS the Landlord
and the Tenant have agreed on the annual Basic Rent payable to the "Landlord"
for this space during the extension period October 1, 2002 to October 31, 2002.

NOW THEREFORE THIS
AGREEMENT WITNESSES THAT in consideration of the sum of ten dollars ($10.00)
now paid by each of the parties to the other, the receipt and sufficiency of
which is respectively acknowledged and in consideration of the provisions and
covenants herein contained, the parties hereto agree as follows:

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2

## EXTENSION OF
TERM

The term of the lease on
the second and third floor of 224 West Esplanade consisting of 16,053 square
feet shall expire October 31, 2002.

## MINIMUM RENT

The Basic Rent payable on
16,053 square feet by the Tenant to the Landlord in accordance with the lease
shall be $12.75 per square foot per annum, or $17,056.31 per month.

## ADDITIONAL RENT

The Tenant shall pay the
Additional Rent and other sums prescribed by the Lease throughout the extended
Term of the Lease on the area of 16,053 square feet.

## GENERAL
PROVISIONS

The parties hereto confirm
that the terms, covenants and conditions of the Lease remain unchanged and in
full force and effect, except as to Base Rent, Tenant Improvement Allowance,
Tenant Improvements, Landlords Work, and free Base Rent as modified by
this Amendment Agreement. It is understood and agreed that all terms and
expressions when used in this Agreement, unless contrary intention is expressed
herein, shall have the same meaning as they have in the Lease.

The captions and headings
are inserted in this Agreement as a matter of convenience only and in no way
define, limit, or describe the scope or intent of this Agreement.

The Agreement shall enure
to the benefit of and be binding upon the parties hereto and their respective heirs, executors,
administrators, successors and permitted assigns and shall be interpreted in
accordance with the Laws of the Province of British Columbia.

IN WITNESS WHEREOF the
Landlord and Tenant have executed this Agreement as of the day and year first
above written.

354875 B.C. LTD.
Per:     [SIGNATURE ILLEGIBLE]

PIVOTAL CORPORATION
Per:     [SIGNATURE ILLEGIBLE]