Exhibit 10.5

 

REAL ESTATE MATTERS AGREEMENT

 

This Real Estate Matters Agreement (this “Agreement”) is entered into on August 1, 2014 between Agilent Technologies, Inc., a Delaware corporation (“Agilent”), and Keysight Technologies, Inc., a Delaware corporation (“Keysight”).

 

R E C I T A L S:

 

WHEREAS, the board of directors of Agilent (the “Agilent Board”) has determined that it is in the best interests of Agilent and its shareholders to create a new publicly traded company that shall operate the Keysight Business;

 

WHEREAS, in furtherance of the foregoing, the Agilent Board has determined that it is appropriate and desirable to separate the Keysight Business from the Agilent Business (the “Separation”) and, following the Separation, make a distribution, on a pro rata basis, to holders of Agilent Shares on the Record Date of all the outstanding Keysight Shares owned by Agilent (the “Distribution”);

 

WHEREAS, in order to effectuate the Separation and Distribution, Agilent and Keysight have entered into a Separation and Distribution Agreement, dated as of August 1, 2014 (the “Separation Agreement”); and

 

WHEREAS, in addition to the matters addressed by the Separation Agreement, the parties desire to enter into this Agreement to set forth the terms and conditions of certain real estate matters.

 

NOW, THEREFORE, in consideration of the mutual agreements, provisions and covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties, intending to be legally bound, hereby agree as follows:

 

ARTICLE I

 

DEFINITIONS

 

Section 1.1                                    Certain Definitions.  The following terms, as used herein, shall have the meanings stated below.  Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Separation Agreement.

 

(a)                                 “Actual Completion Date” means, with respect to each Property, the date upon which completion of the transfer, assignment, lease or sublease of that Property actually takes place.

 

(b)                                 “Additional Properties” means any leased or owned properties acquired by Agilent after the date of the Separation Agreement and before the Operational Separation Date.

 

(c)                                  “Agilent’s Lease” means, in relation to each Property, the lease(s) or sublease(s) or license(s) under which Agilent or its applicable Subsidiary (except Keysight)

 












 

holds such Property and any other supplemental document completed prior to the Actual Completion Date.

 

(d)                                 “HP Environmental Matters Agreement” means, the Environmental Matters Agreement entered into on November 1, 1999, between Hewlett-Packard Company (“HP”) and Agilent.

 

(e)                                  “Keysight’s Lease” means, in relation to each Property, the lease(s) or sublease(s) or license(s) under which Keysight or its applicable Subsidiary holds such Property and any other supplemental document completed prior to the Actual Completion Date.

 

(f)                                   “Keysight Leased Properties” means those Properties identified as “Leased” and identified as a category “F” Property in the Owned and Leased Properties Spreadsheet.

 

(g)                                  “Keysight Owned Leaseback Properties” means those Properties identified as “Owned” and identified as a category “D” Property in the Owned and Leased Properties Spreadsheet.

 

(h)                                 “Keysight Owned Properties” means those Properties identified as “Owned” and identified as a category “E” Property in the Owned and Leased Properties Spreadsheet.

 

(i)                                     “Keysight Sublease Property” means each of those (a) Properties identified as “Leased” and identified as a category “H” Property in the Owned and Leased Properties Spreadsheet, with respect to part of which Keysight is to grant a sublease to Agilent and (b) those Properties identified as “Leased” and identified as a category “J” Property in the Owned and Leased Properties Spreadsheet, with respect to part of which Keysight is to grant a sublease to Agilent.

 

(j)                                    “Landlord” means the landlord under Agilent’s Lease or Keysight’s Lease, and its successors and assigns, and includes the holder of any other interest which is superior to the interest of the landlord under Agilent’s Lease or Keysight’s Lease.

 

(k)                                 “Lease Consents” means all consents, waivers or amendments required from the Landlord or other third parties under the Relevant Leases to assign the Relevant Leases to Keysight or Agilent, as applicable, or to sublease the Sublease Properties to Keysight or to sublease the Keysight Sublease Properties to Agilent or to sublease the Leaseback Properties to Agilent.

 

(l)                                     “Lease Form” means the form lease attached hereto as Schedule 4.

 

(m)                             “Leaseback Properties” means those Owned Properties identified as “Owned” and identified as a category “C” Property in the Owned and Leased Properties Spreadsheet, with respect to part of which Keysight is to grant a lease to Agilent.

 

(n)                                 “Leased Properties” means each of (a) those Properties identified as “Leased” and identified as a category “I” Property in the Owned and Leased Properties

 

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Spreadsheet and (b) those Properties identified as “Leased” and identified as a category “J” Property in the Owned and Leased Properties Spreadsheet.

 

(o)                                 “New Lease Properties” means those Properties identified as “Owned” and identified as a category “A” Property in the Owned and Leased Properties Spreadsheet.

 

(p)                                 “Owned and Leased Properties Spreadsheet” means the spreadsheet prepared by Agilent entitled “Owned & Leased Properties to be Transferred” dated August 1, 2014, as updated from time to time prior to the Operational Separation Date by mutual written agreement of the parties and attached hereto as Exhibit A.

 

(q)                                 “Owned Properties” means each of (a) those Properties identified as “Owned” and identified as a category “B” Property in the Owned and Leased Properties Spreadsheet and (b) those Properties identified as “Owned” and identified as a category “C” Property in the Owned and Leased Properties Spreadsheet.

 

(r)                                    “Property” means the Owned Properties, the Keysight Owned Properties, the Leased Properties, the Keysight Leased Properties, the Sublease Properties, the Keysight Sublease Properties, the New Lease Properties, the Leaseback Properties, the Keysight Owned Leaseback Properties and the Additional Properties.

 

(s)                                   “Real Estate Services” means any services relating to the occupation or use of a Property or the carrying out of either the Keysight Business or Agilent’s other businesses at a Property, including, without limitation, cleaning, garbage disposal, repair, maintenance, receptionist services, utilities, mail delivery, copying and facsimile services.

 

(t)                                    “Relevant Leases” means those of Agilent’s Leases or Keysight’s Leases with respect to which the Landlord’s consent is required for assignment or sublease to a third party or which prohibit assignments or subleases.

 

(u)                                 “Retained Parts” means each of those parts of: (i) the Owned Properties and the Leased Properties which, following transfer or assignment to Keysight, are intended to be leased or subleased to Agilent, (ii) the Sublease Properties, and the New Lease Properties which will not, and which are not intended to, be leased or subleased to Keysight in accordance with this Agreement, (iii) the Keysight Owned Properties and Keysight Leased Properties which, following transfer or assignment to Agilent, are intended to be leased or subleased to Keysight, and (iv) the Keysight Sublease Properties, which will not, and are not intended to, be leased or subleased to Agilent in accordance with this Agreement.

 

(v)                                 “Sublease Form” means the form sublease attached hereto as Schedule 3.

 

(w)                               “Sublease Property” means those Properties identified as “Leased” and identified as a category “K” Property in the Owned and Leased Properties Spreadsheet, with respect to part of which Agilent is to grant a sublease to Keysight.

 

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ARTICLE II

 

PROPERTY

 

Section 2.1                                    Owned Property.

 

(a)                                 Agilent shall convey or cause its applicable Subsidiary to convey each of the Owned Properties (together with all rights and easements appurtenant thereto) to Keysight or its applicable Subsidiary, subject to the other provisions of this Agreement and (to the extent not inconsistent with the provisions of this Agreement) the terms of the Separation Agreement and the other Transaction Documents related thereto. Such conveyance shall be completed on the Operational Separation Date.  In the event of any Owned Property that is an Agilent Schedule 2 Facility (as defined in the HP Environmental Matters Agreement), the terms set forth in the Separation Agreement with respect to the HP Environmental Matters Agreement shall apply.

 

(b)                                 Subject to the completion of the conveyance to Keysight or its applicable Subsidiary of the relevant Owned Property, with respect to each Owned Property which is a Leaseback Property, Keysight shall grant or cause its applicable Subsidiary to grant to Agilent or its applicable Subsidiary a lease of that part of the relevant Owned Property identified in the Owned and Leased Properties Spreadsheet and Agilent shall accept or cause its applicable Subsidiary to accept the same. Such lease shall be completed immediately following completion of the transfer of the relevant Owned Property to Keysight or its applicable Subsidiary.

 

Section 2.2                                    Keysight Owned Property

 

(a)                                 Keysight shall convey or cause its applicable Subsidiary to convey each of the Keysight Owned Properties (together with all rights and easements appurtenant thereto) to Agilent or its applicable Subsidiary, subject to the other provisions of this Agreement and (to the extent not inconsistent with the provisions of this Agreement) the terms of the Separation Agreement and the other Transaction Documents related thereto. Such conveyance shall be completed on the Operational Separation Date.

 

(b)                                 With respect to each Keysight Owned Leaseback Property, Keysight or its applicable Subsidiary shall grant to Agilent or its applicable Subsidiary a lease in accordance with Section 2.13, of that part of the relevant Keysight Owned Leaseback Property identified in the Owned and Leased Properties Spreadsheet and Agilent shall accept or cause its applicable Subsidiary to accept the same.

 

Section 2.3                                    Leased Property.

 

(a)                                 Agilent shall assign or cause its applicable Subsidiary to assign, and Keysight shall accept and assume or cause its applicable Subsidiary to accept and assume, Agilent’s or its Subsidiary’s interest in the Leased Properties, in accordance with Section 2.13 and subject to the other provisions of this Agreement and (to the extent not inconsistent with the provisions of this Agreement) the terms of the Separation Agreement and the other Transaction Documents. Such assignment shall be completed on the later of: (i) the Operational Separation Date; and (ii) the earlier of (A) the 10/th/ business day after the effective date of the relevant

 

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Lease Consent and (B) the date agreed upon by the parties in accordance with Section 2.12(a) below.

 

(b)                                 Subject to the completion of the assignment to Keysight or its applicable Subsidiary of the relevant Leased Property, with respect to each Leased Property which is also a Keysight Sublease Property, Keysight or its applicable Subsidiary shall grant to Agilent or its applicable Subsidiary a sublease in accordance with Section 2.13, of that part of the relevant Leased Property identified in the Owned and Leased Properties Spreadsheet and Agilent shall accept or cause its applicable Subsidiary to accept the same. Such sublease shall be completed immediately following completion of the transfer of the relevant Leased Property to Keysight or its applicable Subsidiary.

 

Section 2.4                                    Keysight Leased Property.

 

(a)                                 Keysight shall assign or cause its applicable Subsidiary to assign, and Agilent shall accept and assume or cause its applicable Subsidiary to accept and assume, Keysight’s or its Subsidiary’s interest in the Keysight Leased Properties, in accordance with Section 2.13 and subject to the other provisions of this Agreement and (to the extent not inconsistent with the provisions of this Agreement) the terms of the Separation Agreement and the other Transaction Documents. Such assignment shall be completed on the later of: (i) the Operational Separation Date; and (ii) the earlier of (A) the 10/th/ business day after the effective date of the relevant Lease Consent and (B) the date agreed upon by the parties in accordance with Section 2.12(a) below.

 

Section 2.5                                    Sublease Properties.  Agilent shall grant or cause its applicable Subsidiary to grant to Keysight or its applicable Subsidiary a sublease in accordance with Section 2.13, of that part of the relevant Sublease Property identified in the Owned and Leased Properties Spreadsheet and Keysight shall accept or cause its applicable Subsidiary to accept the same, subject to the other provisions of this Agreement and (to the extent not inconsistent with the provisions of this Agreement) the terms of the Separation Agreement and the other Transaction Documents. Such sublease shall be completed on the later of: (a) the Operational Separation Date; and (b) the earlier of (i) the 10/th/ business day after the effective date of the relevant Lease Consent and (ii) the date agreed upon by the parties in accordance with Section 2.12(a) below.

 

Section 2.6                                    Keysight Sublease Properties.  Keysight shall grant or cause its applicable Subsidiary to grant to Agilent or its applicable Subsidiary a sublease in accordance with Section 2.13, of that part of the relevant Keysight Sublease Property identified in the Owned and Leased Properties Spreadsheet and Agilent shall accept the same or cause its applicable Subsidiary to accept the same, subject to the other provisions of this Agreement and (to the extent not inconsistent with the provisions of this Agreement) the terms of the Separation Agreement and the other Transaction Documents. Such sublease shall be completed on the later of: (a) the Operational Separation Date; and (b) the earlier of (i) the 10/th/ business day after the effective date of the relevant Lease Consent and (ii) the date agreed upon by the parties in accordance with Section 2.12(a) below.

 

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Section 2.7                                    New Lease Properties.  Agilent shall grant or cause its applicable Subsidiary to grant to Keysight or its applicable Subsidiary a lease in accordance with Section 2.13, of those parts of the New Lease Properties identified in the Owned and Leased Properties Spreadsheet and Keysight shall accept or cause its applicable Subsidiary to accept the same, subject to the other provisions of this Agreement and (to the extent not inconsistent with the provisions of this Agreement) the terms of the Separation Agreement and the other Transaction Documents. Such lease shall be completed on the Operational Separation Date.

 

Section 2.8                                    Obtaining the Lease Consents for Leased Properties, Sublease Properties and Keysight Sublease Properties.  Without limiting the respective obligations of the parties under Section 2.5 of the Separation Agreement, the following will apply to certain third party consents that may be required hereunder:

 

(a)                                 Agilent confirms that, with respect to each Leased Property, Sublease Property and Keysight Sublease Property which is a Leased Property, an application has been made or will be made by the Operational Separation Date to the relevant Landlord for the Lease Consents required with respect to the transactions contemplated by this Agreement.

 

(b)                                 Agilent and Keysight will each use their reasonable commercial efforts to obtain the Lease Consents, but Agilent shall not be required to commence judicial proceedings for a declaration that a Lease Consent has been unreasonably withheld or delayed, nor shall Agilent be required to pay any consideration in excess of that required by the Relevant Lease or that which is typical in the open market to obtain the relevant Lease Consent.

 

(c)                                  Keysight and Agilent will each use their reasonable commercial efforts to promptly satisfy the lawful requirements of the Landlord, and Keysight will take all steps reasonably necessary to assist Agilent in obtaining the Lease Consents, including, without limitation:

 

(i)                                     if properly required by the Landlord, entering into an agreement with the relevant Landlord to observe and perform the tenant’s obligations contained in the Relevant Lease first accruing after the Operational Separation Date and throughout the remainder of the term of the Relevant Lease, subject to any statutory limitations of such liability;

 

(ii)                                  if properly required by the Landlord, providing a guarantee, surety or other security (including, without limitation, a security deposit) for the obligations of Keysight as tenant under the Relevant Lease, and otherwise taking all steps which are reasonably necessary and which Keysight is capable of doing to meet the lawful requirements of the Landlord so as to ensure that the Lease Consents are obtained.

 

Notwithstanding the foregoing, (1) except with respect to guarantees, sureties or other security referenced in Section 2.8(c)(ii) above, Keysight shall not be required to obtain a release of any obligation entered into by Agilent or its Subsidiary with any Landlord or other third party with respect to any Property and (2) Keysight shall not communicate directly with any of the Landlords unless Keysight can demonstrate to Agilent reasonable grounds for doing so.

 

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(d)                                 If, with respect to any Leased Properties, Agilent and Keysight are unable to obtain a release by the Landlord of any guarantee, surety or other security which Agilent or its Subsidiary has previously provided to the Landlord, Section 5.11 of the Separation Agreement shall apply.  Keysight shall indemnify, defend, protect and hold harmless Agilent and its Subsidiary in accordance with the Separation Agreement.

 

Notwithstanding the foregoing, in the event of any inconsistency between the provisions of this Section 2.8 and Section 2.5 of the Separation Agreement, the provisions of this Section 2.8 will apply to certain third party consents that may be required hereunder.

 

Section 2.9                                    Obtaining the Lease Consents for Keysight Leased Properties and Keysight Sublease Properties.  Without limiting the respective obligations of the parties under Section 2.5 of the Separation Agreement, the following will apply to certain third party consents that may be required hereunder:

 

(a)                                 Keysight confirms that, with respect to each Keysight Leased Property and Keysight Sublease Property, an application has been made or will be made by the Operational Separation Date to the relevant Landlord for the Lease Consents required with respect to the transactions contemplated by this Agreement.

 

(b)                                 Agilent and Keysight will each use their reasonable commercial efforts to obtain the Lease Consents, but Keysight shall not be required to commence judicial proceedings for a declaration that a Lease Consent has been unreasonably withheld or delayed, nor shall Keysight be required to pay any consideration in excess of that required by the Relevant Lease or that which is typical in the open market to obtain the relevant Lease Consent.

 

(c)                                  Keysight and Agilent will each use their reasonable commercial efforts to promptly satisfy the lawful requirements of the Landlord, and Agilent will take all steps reasonably necessary to assist Keysight in obtaining the Lease Consents, including, without limitation:

 

(i)                                     if properly required by the Landlord, entering into an agreement with the relevant Landlord to observe and perform the tenant’s obligations contained in the Relevant Lease first accruing after the Operational Separation Date and throughout the remainder of the term of the Relevant Lease, subject to any statutory limitations of such liability;

 

(ii)                                  if properly required by the Landlord, providing a guarantee, surety or other security (including, without limitation, a security deposit) for the obligations of Agilent as tenant under the Relevant Lease, and otherwise taking all steps which are reasonably necessary and which Agilent is capable of doing to meet the lawful requirements of the Landlord so as to ensure that the Lease Consents are obtained.

 

Notwithstanding the foregoing, (1) except with respect to guarantees, sureties or other security referenced in Section 2.9(c)(ii) above, Agilent shall not be required to obtain a release of any obligation entered into by Keysight or its Subsidiary with any Landlord or other third party with respect to any Property and (2) Agilent shall not communicate directly with any of the Landlords unless Agilent can demonstrate to Keysight reasonable grounds for doing so.

 

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(d)                                 If, with respect to any Leased Properties, Agilent and Keysight are unable to obtain a release by the Landlord of any guarantee, surety or other security which Keysight or its Subsidiary has previously provided to the Landlord, Section 5.11 of the Separation Agreement shall apply. Agilent shall indemnify, defend, protect and hold harmless Keysight and its Subsidiary in accordance with the Separation Agreement.

 

Notwithstanding the foregoing, in the event of any inconsistency between the provisions of this Section 2.9 and Section 2.5 of the Separation Agreement, the provisions of this Section 2.9 will apply to certain third party consents that may be required hereunder.

 

Section 2.10                             Occupation by Keysight.

 

(a)                                 Subject to compliance with Section 2.10(b) below, in the event that the Actual Completion Date for any Owned Property, Leased Property or Sublease Property does not occur on the Operational Separation Date, Keysight shall, commencing on the Operational Separation Date, be entitled to occupy and receive the rental income from the relevant Property (except to the extent that the same is a Retained Part) upon the terms and conditions contained in the Lease Form (as to Owned Properties), as a licensee upon the terms and conditions contained in Agilent’s Lease (as to Leased Properties) or upon the terms and conditions contained in the Sublease Form (as to Sublease Properties). Such license shall not be revocable prior to the date for completion as provided in Sections 2.3(a) and 2.5 unless an enforcement action or forfeiture by the relevant Landlord due to Keysight’s occupation of the Property constituting a breach of Agilent’s Lease cannot, in the reasonable opinion of Agilent, be avoided other than by requiring Keysight to immediately vacate the relevant Property, in which case Agilent may by notice to Keysight immediately require Keysight to vacate the relevant Property. Keysight will be responsible for all reasonable costs, expenses and liabilities incurred by Agilent or its applicable Subsidiary as a consequence of such occupation, except for any losses, claims, costs, demands and liabilities incurred by Agilent or its Subsidiary as a result of any enforcement action taken by the Landlord against Agilent or its Subsidiary with respect to any breach by Agilent or its Subsidiary of the Relevant Lease in permitting Keysight to so occupy the Property without obtaining the required Lease Consent, for which Agilent or its Subsidiary shall be solely responsible. Keysight shall not be entitled to make any claim or demand against, or obtain reimbursement from, Agilent or its applicable Subsidiary with respect to any costs, losses, claims, liabilities or damages incurred by Keysight as a consequence of being obliged to vacate the Property or in obtaining alternative premises, including, without limitation, any enforcement action which a Landlord may take against Keysight.

 

(b)                                 In the event that the Actual Completion Date for any Owned Property, Leased Property or Sublease Property does not occur on the Operational Separation Date, whether or not Keysight occupies a Property as licensee as provided in Section 2.10(a) above, Keysight shall, effective as of the Operational Separation Date, (i) pay Agilent all rents, service charges, insurance premiums and other sums payable by Agilent or its applicable Subsidiary under any Relevant Lease (as to Leased Properties), under the Lease Form (as to the Owned Properties) or under the Sublease Form (as to Sublease Properties), (ii) observe the tenant’s covenants, obligations and conditions contained in Agilent’s Lease (as to Leased Properties) or in the Sublease Form (as to Sublease Properties) and (iii) indemnify, defend, protect and hold harmless Agilent and its applicable Subsidiary in accordance with the Separation Agreement.

 

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(c)                                  Agilent shall supply promptly to Keysight copies of all invoices, demands, notices and other communications received by Agilent or its applicable Subsidiaries or agents in connection with any of the matters for which Keysight may be liable to make any payment or perform any obligation pursuant to Section 2.10(b), and shall, at Keysight’s cost, take any steps and pass on any objections which Keysight may have in connection with any such matters. Keysight shall promptly supply to Agilent any notices, demands, invoices and other communications received by Keysight or its agents from any Landlord while Keysight occupies any Property without the relevant Lease Consent.

 

Section 2.11                             Occupation by Agilent

 

(a)                                 Subject to compliance with Section 2.11(b) below, in the event that the Actual Completion Date for any Keysight Owned Property, Keysight Leased Property or Keysight Sublease Property does not occur on the Operational Separation Date, Agilent shall, commencing on the Operational Separation Date, be entitled to occupy and receive the rental income from the relevant Property (except to the extent that the same is a Retained Part) upon the terms and conditions contained in the Lease Form (as to Keysight Owned Properties), as a licensee upon the terms and conditions contained in Keysight’s Lease (as to Keysight Leased Properties) or upon the terms and conditions contained in the Sublease Form (as to Keysight Sublease Properties). Such license shall not be revocable prior to the date for completion as provided in Sections 2.4(a) and 2.6 unless an enforcement action or forfeiture by the relevant Landlord due to Agilent’s occupation of the Property constituting a breach of Keysight’s Lease cannot, in the reasonable opinion of Keysight, be avoided other than by requiring Agilent to immediately vacate the relevant Property, in which case Keysight may by notice to Agilent immediately require Agilent to vacate the relevant Property. Agilent will be responsible for all reasonable costs, expenses and liabilities incurred by Keysight or its applicable Subsidiary as a consequence of such occupation, except for any losses, claims, costs, demands and liabilities incurred by Keysight or its Subsidiary as a result of any enforcement action taken by the Landlord against Keysight or its Subsidiary with respect to any breach by Keysight or its Subsidiary of the Relevant Lease in permitting Agilent to so occupy the Property without obtaining the required Lease Consent, for which Keysight or its Subsidiary shall be solely responsible. Agilent shall not be entitled to make any claim or demand against, or obtain reimbursement from, Keysight or its applicable Subsidiary with respect to any costs, losses, claims, liabilities or damages incurred by Agilent as a consequence of being obliged to vacate the Property or in obtaining alternative premises, including, without limitation, any enforcement action which a Landlord may take against Agilent.

 

(b)                                 In the event that the Actual Completion Date for any Keysight Owned Property, Keysight Leased Property or Keysight Sublease Property does not occur on the Operational Separation Date, whether or not Agilent occupies a Property as licensee as provided in Section 2.11(a) above, Agilent shall, effective as of the Operational Separation Date, (i) pay Keysight all rents, service charges, insurance premiums and other sums payable by Keysight or its applicable Subsidiary under any Relevant Lease (as to Keysight Leased Properties), under the Lease Form (as to the Keysight Owned Properties) or under the Sublease Form (as to Keysight Sublease Properties), (ii) observe the tenant’s covenants, obligations and conditions contained in Keysight’s Lease (as to Keysight Leased Properties) or in the Sublease Form (as to Keysight

 

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Sublease Properties) and (iii) indemnify, defend, protect and hold harmless Keysight and its applicable Subsidiary in accordance with the Separation Agreement.

 

(c)                                  Keysight shall supply promptly to Agilent copies of all invoices, demands, notices and other communications received by Keysight or its applicable Subsidiaries or agents in connection with any of the matters for which Agilent may be liable to make any payment or perform any obligation pursuant to Section 2.11(b), and shall, at Agilent’s cost, take any steps and pass on any objections which Agilent may have in connection with any such matters. Agilent shall promptly supply to Keysight any notices, demands, invoices and other communications received by Agilent or its agents from any Landlord while Agilent occupies any Property without the relevant Lease Consent.

 

Section 2.12                             Obligation to Complete.

 

(a)                                 If, with respect to any Leased Property, Keysight Leased Property, Sublease Property or Keysight Sublease Property, at any time the relevant Lease Consent is formally and unconditionally refused in writing, Agilent and Keysight shall commence good faith negotiations and use commercially reasonable efforts to determine how to allocate the applicable Property, based on the relative importance of the applicable Property to the operations of each party, the size of the applicable Property, the value of assets associated with each business and cost to relocate, the number of employees of each party at the applicable Property and the potential risk and liability to each party in the event an enforcement action is brought by the applicable Landlord. Such commercially reasonable efforts shall include consideration of alternate structures to accommodate the needs of both parties and the allocation of the costs thereof, including entering into amendments of the size, term or other terms of the Relevant Lease, restructuring a proposed lease assignment to be a sublease and relocating one party. If the parties are unable to agree upon an allocation of the Property within 15 days after commencement of negotiations between the parties as described above, then either party may, by delivering written notice to the other, require that the matter be referred to the Chief Financial Officers of both parties. In such event, the Chief Financial Officers shall use commercially reasonable efforts to determine the allocation of the Property, including having a meeting or telephone conference within 10 days thereafter. If the parties are unable to agree upon the allocation of an applicable Property within 15 days after the matter is referred to the Chief Financial Officers of the parties as described above, the disposition of the applicable Property and the risks associated therewith shall be allocated between the parties as set forth in subparts (b) and (c) of this section below.

 

(b)                                 If, with respect to any Leased Property, the parties are unable to agree upon the allocation of a Property as set forth in Section 2.12(a), Agilent may by written notice to Keysight elect to apply to the relevant Landlord for consent to sublease all of the relevant Property to Keysight for the remainder of the Relevant Lease term less three days at a rent equal to the rent from time to time under the Relevant Lease, but otherwise on substantially the same terms and conditions as the Relevant Lease. If Agilent makes such an election, until such time as the relevant Lease Consent is obtained and a sublease is completed, the provisions of Section 2.10 will apply and, on the grant of the Lease Consent required to sublease the Leased Property in question, Agilent shall sublease or cause its applicable Subsidiary to sublease to Keysight the relevant Property in accordance with Section 2.5.

 

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(c)                                  If the parties are unable to agree upon the allocation of a Property as set forth in Section 2.12(a) and Agilent does not make an election pursuant to Section 2.12(b) above, Agilent may elect by written notice to Keysight to require Keysight to vacate the relevant Property immediately or by such other date as may be specified in the notice served by Agilent (the “Notice Date”), in which case Keysight shall vacate the relevant Property on the Notice Date but shall indemnify Agilent and its applicable Subsidiary from and against all reasonable costs, claims, losses, liabilities and damages in relation to the relevant Property arising from and including the Operational Separation Date to and including the later of the Notice Date and date on which Keysight vacates the relevant Property in accordance with and pursuant to the Separation Agreement.

 

(d)                                 If, with respect to any Keysight Leased Property, the parties are unable to agree upon the allocation of a Property as set forth in Section 2.12(a), Keysight may by written notice to Agilent elect to apply to the relevant Landlord for consent to sublease all of the relevant Property to Agilent for the remainder of the Relevant Lease term less three days at a rent equal to the rent from time to time under the Relevant Lease, but otherwise on substantially the same terms and conditions as the Relevant Lease. If Keysight makes such an election, until such time as the relevant Lease Consent is obtained and a sublease is completed, the provisions of Section 2.11 will apply and, on the grant of the Lease Consent required to sublease the Keysight Leased Property in question, Keysight shall sublease or cause its applicable Subsidiary to sublease to Agilent the relevant Property in accordance with Section 2.6.

 

(e)                                  If the parties are unable to agree upon the allocation of a Property as set forth in Section 2.12(a) and Keysight does not make an election pursuant to Section 2.12(d) above, Keysight may elect by written notice to Agilent to require Agilent to vacate the relevant Property immediately or by such other date as may be specified in the notice served by Keysight (the “Keysight Notice Date”), in which case Agilent shall vacate the relevant Property on the Keysight Notice Date but shall indemnify Keysight and its applicable Subsidiary from and against all reasonable costs, claims, losses, liabilities and damages in relation to the relevant Property arising from and including the Operational Separation Date to and including the later of the Keysight Notice Date and date on which Agilent vacates the relevant Property in accordance with and pursuant to the Separation Agreement.

 

Section 2.13                             Form of Transfer.

 

(a)                                 The transfer or assignment to Keysight of each relevant Owned Property and Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably required by Agilent with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Keysight contained in the relevant Lease Consent or any other document which Keysight is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Keysight and any guarantor or surety of Keysight’s obligations of direct obligations to Agilent or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject.  The transfer or assignment to Agilent of each relevant Keysight Owned Property and Keysight Leased Property shall be in substantially the form attached in Schedule 1 or 2, as applicable, with such amendments as are reasonably

 

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required by Keysight with respect to a particular Property, including, without limitation, in all cases where a relevant Landlord has required a guarantor or surety to guarantee the obligations of Agilent contained in the relevant Lease Consent or any other document which Agilent is required to complete, the giving of such guarantee by a guarantor or surety, and the giving by Agilent and any guarantor or surety of Agilent’s obligations of direct obligations to Keysight or third parties where required under the terms of any of the Lease Consent or any covenant, condition, restriction, easement, lease or other encumbrance to which the Property is subject.

 

(b)                                 The subleases to be granted to Keysight with respect to the Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Agilent are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed.  The subleases to be granted to Agilent with respect to the Keysight Sublease Properties shall be substantially in the form of the Sublease Form and shall include such amendments which in the reasonable opinion of Keysight are necessary with respect to a particular Property or the relevant Lease Consent. Such amendments shall be submitted to Agilent for approval, which approval shall not be unreasonably withheld or delayed.

 

(c)                                  The leases and subleases to be granted by Keysight to Agilent with respect to the Leaseback Properties and Keysight Owned Leaseback Properties shall be substantially in the form of the Lease Form or the Sublease Form, as applicable, with such amendments as are, in the reasonable opinion of Agilent, necessary with respect to a particular Property. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld.

 

(d)                                 The leases to be granted to Keysight with respect to the New Lease Properties shall be substantially in the form of the Lease Form and shall include such amendments which in the reasonable opinion of Agilent are necessary with respect to a particular Property. Such amendments shall be submitted to Keysight for approval, which approval shall not be unreasonably withheld or delayed.

 

Section 2.14                             Casualty; Lease Termination.  The parties hereto shall grant and accept transfers, assignments, leases or subleases of the Properties as described in this Agreement, regardless of any casualty damage or other change in the condition of the Properties. In addition, subject to any covenants or indemnifications by Agilent pursuant to the Separation Agreement, in the event that Agilent’s Lease with respect to a Leased Property or a Sublease Property is terminated prior to the Operational Separation Date, (a) Agilent shall not be required to assign or sublease such Property, (b) Keysight shall not be required to accept an assignment or sublease of such Property and (c) neither party shall have any further liability with respect to such Property hereunder.  In addition, subject to any covenants or indemnifications by Keysight pursuant to the Separation Agreement, in the event that Keysight’s Lease with respect to a Keysight Leased Property or a Keysight Sublease Property is terminated prior to the Operational Separation Date, (a) Keysight shall not be required to assign or sublease such Property, (b) Agilent shall not be required to accept an assignment or sublease of such Property and (c) neither party shall have any further liability with respect to such Property hereunder.

 

12











 

Section 2.15                             Fixtures and Fittings.  The provisions of the Separation Agreement and the other Transaction Documents shall apply to any office equipment, trade fixtures, furnishings and any other personal property located at each Property (excluding any office equipment, trade fixtures, furnishings and any other personal property owned by third parties).

 

Section 2.16                             Services.

 

(a)                                 With respect to any Real Estate Services not included in the Transition Services Agreement, Agilent and Keysight each agree that each sublease, lease, or assignment shall include an appendix whereby each party shall agree to supply to, or perform for the benefit of, the other party (and the other party shall accept) such Real Estate Services as each party currently supplies to or performs for the benefit of the other with respect to such Properties, on the same terms and conditions as currently apply, and at the cost and other terms as agreed upon by the parties.

 

Section 2.17                             Adjustments.

 

(a)                                 Agilent and Keysight each acknowledge and agree that Additional Properties may be acquired by Agilent prior to the Operational Separation Date. Such Additional Properties shall be treated hereunder as Owned Properties, Leased Properties, Sublease Properties, New Lease Properties and/or Leaseback Properties by mutual agreement of the parties based on whether the Additional Property was acquired by or for the Keysight Business or Agilent’s other businesses. In the event that the parties are unable to agree by the Operational Separation Date as to how any Additional Property is to be treated, the matter shall be determined in accordance with the procedure set forth in Section 2.12(a) above. In the event that the parties are unable to agree within 10 business days of the Operational Separation Date as to the allocation of an Additional Property, the matter in dispute shall be determined in accordance with the following guidelines:

 

(i)                                     Properties which are occupied as to fifty percent (50%) or more of the total area for the purposes of the Keysight Business shall be treated as Owned Properties or Leased Properties (as appropriate) and the part which is not occupied by the Keysight Business or a third party shall be treated as a Leaseback Property; and

 

(ii)                                  Properties which are occupied as to less than fifty percent (50%) for the purposes of the Keysight Business shall be treated as Sublease Properties or New Lease Properties (as appropriate).

 

(b)                                 Following agreement or determination with respect to the Additional Properties, the parties shall enter into and complete all such documents as may be required to give effect to such agreement or determination.

 

(c)                                  Agilent and Keysight each acknowledge and agree that their respective requirements with regard to each of the Properties may alter between the date of this Agreement and the Operational Separation Date, in which case the parties may mutually agree in writing to re-characterize the relevant Property as an Owned Property, Keysight Owned Property, Leased Property, Keysight Leased Property, Sublease Property, Keysight Sublease Property, New Lease Property, Leaseback Property and/or Keysight Leaseback Property as appropriate.

 

13











 

Section 2.18                             Costs.  Agilent shall pay all reasonable costs and expenses incurred in connection with obtaining the Lease Consents, including, without limitation, Landlord’s consent fees and attorneys’ fees and any costs and expenses relating to re-negotiation of Agilent’s Leases and Keysight’s Leases. Agilent shall also pay all reasonable costs and expenses in connection with the transfer of the Owned Properties, Keysight Owned Properties, Leased Properties and Keysight Leased Properties, including title insurance premiums, escrow fees, recording fees, and any transfer taxes arising as a result of the transfers.

 

Section 2.19                             ROFR.

 

(a)                                 Grant of Right of First Refusal.  If at any time during the five years following the Operational Separation Date Keysight desires to accept an offer from any bona fide third party (an “Offer”) to purchase any of the Owned Properties (the “ROFR Property”), Keysight shall notify Agilent of such offer, in writing, which notification (the “Notice”) shall set forth the material terms and conditions of the Offer. Agilent shall have 30 days from the receipt of the Notice in which to elect to purchase the ROFR Property, on the same terms and conditions as those contained in the Offer, except that the purchase price for the ROFR Property if Agilent elects to purchase the ROFR Property will be the lesser of (i) the purchase price set forth in the Offer or (ii) the allocated value of the ROFR Property as of the Operational Separation Date.  Such election shall be made by written notice to Keysight (the “Election Notice”), and within 30 days thereafter the parties shall enter into a formal contract for a sale of the ROFR Property containing all terms and conditions of the Offer made to Keysight, except as the parties may otherwise mutually agree.  In the event that Agilent shall fail to give the Election Notice to Keysight within 30 days from the receipt of Notice, or if Agilent fails to enter into a contract for sale as provided herein, then Keysight shall have the right to accept the Offer, but shall not accept any Offer at a price that is less than ninety five percent (95%) of the price contained in the Offer or on terms materially more favorable to the third party purchaser than that contained in the Offer, without again granting Agilent the right to purchase the ROFR Property as aforesaid.  The right of first refusal set forth in this Section 2.14 (the “ROFR”) shall not apply to the transfer of (i) that certain Owned Property located at 815 SW 14th Street, Loveland, Colorado, (ii) that certain Keysight Owned Leaseback Property located at Beyan Lepas Free Industrial Zone, 11900 Bayan Lepas, Penang, Malaysia (the “Penang Site”), and (iii) any Owned Properties to any Affiliate of Keysight, the sale by Keysight or all or substantially all of its assets, or any merger,  consolidation or reorganization of Keysight into or with another entity.

 

(b)                                 ROFR Closing.  If Agilent exercises the ROFR pursuant to Section 2.14(a), then Keysight shall sell, and Agilent shall purchase, all of Keysight’s right, title and interest in and to the ROFR Property for the purchase price as set forth in the purchase contract executed by Keysight and Agilent.  The purchase of Keysight’s interest in the ROFR Property shall be consummated through an escrow established at a national title insurance company selected by Keysight on the closing date.  Keysight and Agilent shall deliver and execute such reasonable and customary documents as may be required by the title company to consummate the sale of the ROFR Property to Agilent.

 

(c)                                  AS IS.  Agilent does hereby acknowledge, represent, warrant and agree, to and with Keysight, that in the event Agilent delivers an Election Notice in accordance herewith and the purchase of the ROFR Property closes pursuant to Section 2.14(b), Agilent shall

 

14











 

purchase the ROFR Property in an “AS IS”, “WHERE IS” condition as of the date of the closing, subject to all facts, circumstances, conditions and defects.

 

Section 2.20                             Individual Agreements. With respect to each Property listed in the Owned and Leased Properties Spreadsheet, as well as any additional properties acquired by Agilent or a Subsidiary prior to the Operational Separation Date, any transfers, assignments, leases, subleases or leasebacks in connection with such properties shall, so far as the law in the jurisdiction in which such property is located permits, be on terms and conditions substantially the same as the terms and conditions of this Agreement.  In the event of a conflict between the terms of this Agreement and the terms of such individual agreements, the terms of the individual agreements shall prevail.

 

Section 2.21                             Penang Site.  With respect to the Penang Site for a period of 120 months following the Operational Separation Date, Agilent shall have the right, exercisable by Agilent with 30 days written notice to Keysight, to lease a portion of such land not to exceed 290,000 square feet.  Furthermore, Agilent and Keysight shall each have the right, but not the obligation, during the lease term to construct at its sole cost an additional building and/or parking structure on the Penang Site.  Agilent and Keysight will use reasonable commercial efforts to enter into or cause their applicable Subsidiaries to enter into a separate agreement in a form reasonably acceptable to the parties with respect to the foregoing rights, the (“Penang Site Agreement”).  In the event of any conflict between the Penang Site Agreement and the terms of this Section 2.21, the Penang Site Agreement shall control.

 

Section 2.22                             Beijing Site.  With respect to the Zhongguancun Electronic City Land Parcel B2-3 located at Agilent Technologies Research and Development Center, West District of Wangjing Electronic City, Chaoyang District, Beijing City, China (the “Beijing Site”) for a period of 120 months following June 27, 2014, Keysight Technologies (China) Co., Ltd. (“Keysight (China)”) shall have the right, but not the obligation, to construct additional buildings and/or parking structures (collectively, the “Phase II Buildings”) on the Beijing Site in accordance with that certain Framework Agreement in respect of Phase II Development of Zhongguancun Electronic City Land Parcel B2-3 between Keysight (China) and Agilent Technologies (China) Co., Ltd. (“Agilent (China)”), dated June 27, 2014 (the “Beijing Framework Agreement”).  Agilent (China) shall provide financing to Keysight (China) for the development and construction of the Phase II Buildings (the “Construction Financing”).  In accordance with the Beijing Framework Agreement, following the completion of the Phase II Buildings, Agilent (China) may elect to (i) lease the Phase II Buildings from Keysight (China) for a total rental not to exceed the amount of the Construction Financing and term no less than 20 years with the right to renew for 20 years upon the expiration of each lease term or renewed lease term; (ii) purchase the Phase II Buildings from Keysight (China) for an amount not to exceed the amount of the Construction Financing; or (iii) adopt another practicable scheme in connection with the ownership and/or use of the Phase II Buildings mutually agreed upon by Agilent (China) and Keysight (China).

 

15











 

ARTICLE III

 

MISCELLANEOUS

 

Section 3.1                                    Entire Agreement.  This Agreement, the Separation Agreement, the other Transaction Documents and the Exhibits and Schedules referenced or attached hereto and thereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and shall supersede all prior written and oral and all contemporaneous oral agreements and understandings with respect to the subject matter hereof.

 

Section 3.2                                    Dispute Resolution.  Any dispute, controversy or claim arising out of or relating to this Agreement shall be resolved in accordance with Article VII of the Separation Agreement.

 

Section 3.3                                    Governing Law.  This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware as to all matters regardless of the laws that might otherwise govern under principles of conflicts of laws applicable thereto. Notwithstanding the foregoing, the applicable Property transfers shall be performed in accordance with the laws of the state in which the applicable Property is located.

 

Section 3.4                                    Notices.  Any notice, demand, offer, request or other communication required or permitted to be given by either party pursuant to the terms of this Agreement shall be in writing and shall be deemed effectively given the earlier of (i) when received, (ii) when delivered personally, (iii) one business day after being delivered by facsimile (with receipt of appropriate confirmation), (iv) one business day after being deposited with an overnight courier service or (v) four days after being deposited in the U.S. mail, First Class with postage prepaid, and addressed to the attention of the party’s General Counsel at the address of its principal executive office or such other address as a party may request by notifying the other in writing.

 

Section 3.5                                    Parties in Interest.  This Agreement, including the Schedules and Exhibits hereto, and the other documents referred to herein, shall be binding upon and inure solely to the benefit of each party hereto and their legal representatives and successors, and nothing in this Agreement, express or implied, is intended to confer upon any other Person any rights or remedies of any nature whatsoever under or by reason of this Agreement.

 

Section 3.6                                    Counterparts.  This Agreement, including the Schedules and Exhibits hereto, and the other documents referred to herein, may be executed in counterparts, each of which shall be deemed to be an original but all of which shall constitute one and the same agreement.

 

Section 3.7                                    Binding Effect; Assignment.  This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective legal representatives and successors. This Agreement may not be assigned by any party hereto. The Schedules and/or Exhibits attached hereto or referred to herein are an integral part of this Agreement and are hereby incorporated into this Agreement and made a part hereof as if set forth in full herein.

 

Section 3.8                                    Severability.  If any term or other provision of this Agreement or the Schedules or Exhibits attached hereto is invalid, illegal or incapable of being enforced by any

 

16











 

rule of law or public policy, all other conditions and provisions of this Agreement shall nevertheless remain in full force and effect so long as the economic or legal substance of the transactions contemplated hereby is not affected in any manner materially adverse to any party. Upon such determination that any term or other provision is invalid, illegal or incapable of being enforced, the parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the parties as closely as possible in an acceptable manner to the end that transactions contemplated hereby are fulfilled to the fullest extent possible.

 

Section 3.9                                    Failure or Indulgence Not Waiver.  No failure or delay on the part of any party hereto in the exercise of right hereunder shall impair such right or be construed to be a waiver of, or acquiescence in, any breach of any representation, warranty or agreement herein, nor shall any single or partial exercise of any such right preclude other or further exercise thereof or of any other right.

 

Section 3.10                             Amendment.  No change or amendment will be made to this Agreement except by an instrument in writing signed on behalf of each of the parties to such agreement.

 

Section 3.11                             Authority.  Each of the parties hereto represents to the other that (a) it has the corporate or other requisite power and authority to execute, deliver and perform this Agreement, (b) the execution, delivery and performance of this Agreement by it have been duly authorized by all necessary corporate or other action, (c) it has duly and validly executed and delivered this Agreement, and (d) this Agreement is a legal, valid and binding obligation, enforceable against it in accordance with its terms subject to applicable bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and general equity principles.

 

Section 3.12                             Interpretation.  The headings contained in this Agreement, in any Exhibit or Schedule hereto and in the table or contents to this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. Any capitalized term used in any Schedule or Exhibit but not otherwise defined therein, shall have the meaning assigned to such term in this Agreement. When a reference is made in this Agreement to an Article or a Section, Exhibit or Schedule, such reference shall be to an Article or Section of, or an Exhibit or Schedule to, this Agreement unless otherwise indicated.

 

[The remainder of this page is intentionally left blank.]

 

17











 

IN WITNESS WHEREOF, each of the parties hereto has caused this Real Estate Matters Agreement to be executed on its behalf by its officers thereunto duly authorized on the day and year first above written.

 

	
 
    	
Agilent Technologies, Inc., a Delaware   corporation
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Shiela Barr Robertson
    
	
 
    	
 
    	
Name: Shiela Barr Robertson
    
	
 
    	
 
    	
Title: Senior Vice President, Corporate Development   and Strategy
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
Keysight Technologies, Inc., a Delaware   corporation
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
/s/ Ronald S. Nersesian
    
	
 
    	
 
    	
Name: Ronald S. Nersesian
    
	
 
    	
 
    	
Title: President and Chief Executive Officer
    


 

Signature Page to Real Matters Agreement

 











 

EXHIBIT A

 

OWNED & LEASED PROPERTIES TO BE TRANSFERRED

 




 









 

	
Region
    	
 
    	
Country
    	
 
    	
Site Name
    	
 
    	
Co-located
    	
 
    	
Sq Ft
   subleased
    	
 
    	
Site ID
    6 digits
    	
 
    	
Building ID
    5 digits
    
	
Owned by Agilent with sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Clara HQ
    	
 
    	
Yes
    	
 
    	
166,429
    	
 
    	
240035
    	
 
    	
00050
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Manesar Campus
    	
 
    	
Yes
    	
 
    	
187,709
    	
 
    	
010595
    	
 
    	
10596
    
	
Asia Pacific
    	
 
    	
Singapore
    	
 
    	
Singapore
    	
 
    	
Yes
    	
 
    	
61,040
    	
 
    	
245010
    	
 
    	
05809
    
	
Asia Pacific
    	
 
    	
Australia
    	
 
    	
Australia-Mulgrave
    	
 
    	
Yes
    	
 
    	
8,383
    	
 
    	
011285
    	
 
    	
11286
    
	
Conveyance from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Rosa Campus
    	
 
    	
No
    	
 
    	
—
    	
 
    	
240045
    	
 
    	
00294
    
	
Conveyance from Agilent to Keysight with leaseback to   Agilent
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Colorado Springs
    	
 
    	
Yes
    	
 
    	
69,471
    	
 
    	
241004
    	
 
    	
00203
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Loveland
    	
 
    	
Yes
    	
 
    	
25,444
    	
 
    	
241011
    	
 
    	
00185
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Hachioji
    	
 
    	
Yes
    	
 
    	
92,902
    	
 
    	
245005
    	
 
    	
00364
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Chungli
    	
 
    	
Yes
    	
 
    	
25,187
    	
 
    	
000356
    	
 
    	
00829
    
	
Transferred   by Agilent to Keysight as a result of Keysight retaining existing legal   entity with leaseback to Agilent
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Beijing Campus
    	
 
    	
Yes
    	
 
    	
56,274
    	
 
    	
010362
    	
 
    	
10363
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Chengdu Campus
    	
 
    	
Yes
    	
 
    	
44,466
    	
 
    	
010593
    	
 
    	
10594
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Penang
    	
 
    	
Yes
    	
 
    	
194,446
    	
 
    	
245007
    	
 
    	
01003
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
S. Queensferry, UK Land
    	
 
    	
No
    	
 
    	
 
    	
 
    	
244006
    	
 
    	
00548
    
	
Conveyance from Keysight to Agilent as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Church Stretton
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010944
    	
 
    	
10945
    
	
Leases assigned from Keysight to Agilent as a result of   Keysight keeping existing legal entity
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Bracknell-Venture   House-Agilent
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010423
    	
 
    	
10424
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Cheadle
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000460
    	
 
    	
05762
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Craven Arms
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010942
    	
 
    	
10943
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Yarnton
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010950
    	
 
    	
10951
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Upper Heyford
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011342
    	
 
    	
11343
    
	
Keysight leases where no assignment required
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Sao Paulo-Castelo   Branco-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011102
    	
 
    	
11103
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Guangzhou-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011604
    	
 
    	
11634
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Citic   Plaza
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011491
    	
 
    	
11492
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-Duty Free   Bldg
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010520
    	
 
    	
10521
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Wuhan-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010434
    	
 
    	
10435
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Hyderabad
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010417
    	
 
    	
10418
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-New Delhi
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010955
    	
 
    	
10956
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Bangalore Tech Center-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010411
    	
 
    	
10412
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Chennai-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010678
    	
 
    	
10679
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Mumbai-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000822
    	
 
    	
10266
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Kao Hsiung
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000357
    	
 
    	
10192
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000354
    	
 
    	
00430
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel - Haifa
    	
 
    	
No
    	
 
    	
 
    	
 
    	
085033
    	
 
    	
08048
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Milan-Fiorita-Keysight
    	
 
    	
No
    	
 
    	
 
    	
 
    	
300084
    	
 
    	
04BF4
    
	
Europe
    	
 
    	
Netherlands
    	
 
    	
Netherlands-Amstelveen-New   site
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010368
    	
 
    	
10369
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 710
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010421
    	
 
    	
10422
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 610
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010423
    	
 
    	
10424
    
	
Keysight leases where no assignment required - with   sublease to Agilent (reverse spin)
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel-Azorim Park
    	
 
    	
Yes
    	
 
    	
3,029
    	
 
    	
085144
    	
 
    	
05993
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Edinburgh
    	
 
    	
Yes
    	
 
    	
11,317
    	
 
    	
010912
    	
 
    	
10913
    
	
Leases assigned from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Manaus
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010872
    	
 
    	
10873
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Calgary-Freeport-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010632
    	
 
    	
10633
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Mississauga-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010826
    	
 
    	
10827
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Ottawa-Terry Fox   Drive
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011391
    	
 
    	
11392
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-St Laurent   Quebec-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000473
    	
 
    	
00550
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Guadalajara
    	
 
    	
No
    	
 
    	
—
    	
 
    	
247050
    	
 
    	
05833
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Reynosa
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010874
    	
 
    	
10875
    
	
Americas
    	
 
    	
United States
    	
 
    	
Americas-Micro Offices
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010906
    	
 
    	
10907
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-AZ-Chandler
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010267
    	
 
    	
10331
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Anaheim
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000206
    	
 
    	
05736
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-El Segundo
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000954
    	
 
    	
03441
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Irvine
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010870
    	
 
    	
10871
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Pleasanton-Regus
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011104
    	
 
    	
11105
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Roseville-RL
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085049
    	
 
    	
05711
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-San Diego
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010623
    	
 
    	
10624
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Westlake Village
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085100
    	
 
    	
05984
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-DC-Washington   DC-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010614
    	
 
    	
10615
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Boca Raton
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085193
    	
 
    	
10372
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Orlando
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000150
    	
 
    	
10320
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Arlington Heights
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010292
    	
 
    	
10293
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Schaumburg
    	
 
    	
No
    	
 
    	
—
    	
 
    	
300074
    	
 
    	
05620
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Andover
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000009
    	
 
    	
05874
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Chelmsford
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010298
    	
 
    	
10299
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MD-Columbia
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000199
    	
 
    	
05724
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NC-Apex-Cary   VOSCAL-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011706
    	
 
    	
11707
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NJ-Budd Lake
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085161
    	
 
    	
06015
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NY-Cold Spring
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000037
    	
 
    	
10313
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OH-Mentor
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085168
    	
 
    	
06060
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OR-Lake Oswego
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010915
    	
 
    	
10916
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Bethlehem
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085072
    	
 
    	
10344
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Philadelphia-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
243011
    	
 
    	
01025
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Austin
    	
 
    	
No
    	
 
    	
—
    	
 
    	
001174
    	
 
    	
10310
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Richardson
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010653
    	
 
    	
10654
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-WA-Everett
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085163
    	
 
    	
06070
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Nanjing-Regus-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011700
    	
 
    	
11701
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Headquarters
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011300
    	
 
    	
11301
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-MSD
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011690
    	
 
    	
11693
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-SSU
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010935
    	
 
    	
10936
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010303
    	
 
    	
10304
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou-SSU   Warehouse
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011356
    	
 
    	
11357
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Kobe
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011134
    	
 
    	
11135
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Nagoya-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000627
    	
 
    	
00736
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Osaka-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000301
    	
 
    	
05972
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Shinjuku-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000300
    	
 
    	
00382
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Yokohama
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085139
    	
 
    	
05977
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South   Korea-Daejon-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010526
    	
 
    	
10527
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Gumi
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011360
    	
 
    	
11361
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Seoul
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085046
    	
 
    	
05704
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Taegu City
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000361
    	
 
    	
00436
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei BID
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010518
    	
 
    	
10519
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Austria-Vienna-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011485
    	
 
    	
11486
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011485
    	
 
    	
11682
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Gent
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085027
    	
 
    	
10286
    
	
Europe
    	
 
    	
Denmark
    	
 
    	
Denmark-Aalborg
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010694
    	
 
    	
10695
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Oulu
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085129
    	
 
    	
05950
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Blagnac
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000399
    	
 
    	
0VCCY
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Boeblingen
    	
 
    	
No
    	
 
    	
—
    	
 
    	
244002
    	
 
    	
00603
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Hamburg
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010384
    	
 
    	
10385
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Oberhaching
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085122
    	
 
    	
05905
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Moscow
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000844
    	
 
    	
11438
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Nizhny Novgorod
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011344
    	
 
    	
11345
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Rostov-on-Don
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011679
    	
 
    	
11680
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Tomsk
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011358
    	
 
    	
11359
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-St.Petersburg-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Malaga
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011503
    	
 
    	
11504
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Plan les   Ouates
    	
 
    	
No
    	
 
    	
—
    	
 
    	
010352
    	
 
    	
10354
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Bilbao-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
000445
    	
 
    	
00524
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Rotselaar
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085124
    	
 
    	
05910
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Goteborg
    	
 
    	
No
    	
 
    	
—
    	
 
    	
001019
    	
 
    	
10180
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Barcelona   WTC-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
085026
    	
 
    	
05679
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Les   Ulis-Olympe-Keysight
    	
 
    	
No
    	
 
    	
—
    	
 
    	
011387
    	
 
    	
11388
    
	
Leases assigned from Agilent to Keysight with subsequent   sub-lease to Agilent
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Englewood
    	
 
    	
Yes
    	
 
    	
6,503
    	
 
    	
000205
    	
 
    	
0BQLE
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Stockholm
    	
 
    	
Yes
    	
 
    	
2,039
    	
 
    	
000518
    	
 
    	
00594
    
	
Agilent leased sites with a sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-GA-Alpharetta
    	
 
    	
Yes
    	
 
    	
1,721
    	
 
    	
300075
    	
 
    	
06GED
    
	
Asia Pacific
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    	
 
    	
Yes
    	
 
    	
5,280
    	
 
    	
011108
    	
 
    	
11109
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Kuala Lumpur
    	
 
    	
Yes
    	
 
    	
2,004
    	
 
    	
085042
    	
 
    	
05699
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Espoo
    	
 
    	
Yes
    	
 
    	
2,553
    	
 
    	
010924
    	
 
    	
10925
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Ratingen
    	
 
    	
Yes
    	
 
    	
2,093
    	
 
    	
000530
    	
 
    	
02TS2
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Rome-Lamaro
    	
 
    	
Yes
    	
 
    	
1,435
    	
 
    	
011381
    	
 
    	
11382
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Madrid
    	
 
    	
Yes
    	
 
    	
7,850
    	
 
    	
000442
    	
 
    	
00837
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Morges
    	
 
    	
Yes
    	
 
    	
2,087
    	
 
    	
010160
    	
 
    	
10161
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Niederrad-Keysight
    	
 
    	
Yes
    	
 
    	
316
    	
 
    	
011268
    	
 
    	
11269
    


 











 

	
Region
    	
 
    	
Country
    	
 
    	
Site Name
    	
 
    	
Property Code
   (Site Code)
    	
 
    	
Location Code
   (Building Code)
    
	
Owned by Agilent with sub-lease to Keysight
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Clara HQ
    	
 
    	
US-SCS-240035
    	
 
    	
US-SCS-00050
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Manesar Campus
    	
 
    	
IN-MAN-010595
    	
 
    	
IN-MAN-10596
    
	
Asia Pacific
    	
 
    	
Singapore
    	
 
    	
Singapore
    	
 
    	
SG-SNG-245010
    	
 
    	
SG-SNG-05809
    
	
Asia Pacific
    	
 
    	
Australia
    	
 
    	
Australia-Mulgrave
    	
 
    	
VAR-AU-MLG-011285
    	
 
    	
VAR-AU-MLG-11286
    
	
Conveyance from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Rosa Campus
    	
 
    	
US-SOS-240045
    	
 
    	
US-SOS-00294
    
	
Conveyance from Agilent to Keysight with leaseback to   Agilent
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Colorado Springs
    	
 
    	
US-CSS-241004
    	
 
    	
US-CSS-00203
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Loveland
    	
 
    	
US-LVD-241011
    	
 
    	
US-LVD-00185
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Hachioji
    	
 
    	
JP-HAC-245005
    	
 
    	
JP-HAC-00364
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Chungli
    	
 
    	
TW-CHN-000356
    	
 
    	
TW-CHN-00829
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity with leaseback to Agilent
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Beijing Campus
    	
 
    	
CN-CAMP-010362
    	
 
    	
CN-CAMP-10363
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Chengdu Campus
    	
 
    	
CN-CHN-010593
    	
 
    	
CN-CHN-10594
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Penang
    	
 
    	
MY-PEN-245007
    	
 
    	
MY-PEN-01003
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
S. Queensferry, UK Land
    	
 
    	
GB-SQF-244006
    	
 
    	
GB-SQF-00548
    
	
Conveyance from Keysight to Agilent as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Church Stretton
    	
 
    	
VAR-GB-SHS-010944
    	
 
    	
VAR-GB-SHS-10945
    
	
Leases assigned from Keysight to Agilent as a result of   Keysight keeping existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Bracknell-Venture   House-Agilent
    	
 
    	
GB-WIN-010423
    	
 
    	
GB-WIN-10424
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Cheadle
    	
 
    	
GB-MAN-000460
    	
 
    	
GB-MAN-05762
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Craven Arms
    	
 
    	
VAR-GB-SHS-010942
    	
 
    	
VAR-GB-SHS-10943
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Yarnton
    	
 
    	
VAR-GB-OXF-010950
    	
 
    	
VAR-GB-OXF-10951
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Upper Heyford
    	
 
    	
VAR-GB-OXF-010950
    	
 
    	
VAR-GB-OXF-10951
    
	
Keysight leases where no assignment required
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Sao Paulo-Castelo   Branco-Keysight
    	
 
    	
BR-SAO-011102
    	
 
    	
BR-SAO-11103
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Guangzhou-Keysight
    	
 
    	
CN-GUA-011604
    	
 
    	
CN-GUA-11634
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Citic   Plaza
    	
 
    	
CN-SHG-011491
    	
 
    	
CN-SHG-11492
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-Duty Free   Bldg
    	
 
    	
CN-SHZ-010520
    	
 
    	
CN-SHZ-10521
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Wuhan-Keysight
    	
 
    	
CN-WUH-010434
    	
 
    	
CN-WUH-10435
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Hyderabad
    	
 
    	
IN-HYD-010417
    	
 
    	
IN-HYD-10418
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-New Delhi
    	
 
    	
IN-New Delhi-010955
    	
 
    	
IN-ND-10956
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Bangalore Tech   Center-Keysight
    	
 
    	
IN-BAN-010411
    	
 
    	
IN-BAN-10412
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Chennai-Keysight
    	
 
    	
IN-CHE-010678
    	
 
    	
IN-CHE-10679
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Mumbai-Keysight
    	
 
    	
IN-MUM-000822
    	
 
    	
IN-MUM-10266
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Kao Hsiung
    	
 
    	
TW-KAO-000357
    	
 
    	
TW-KAO-10192
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei
    	
 
    	
Leased
    	
 
    	
BUILDING
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel - Haifa
    	
 
    	
IL-HAI-085033
    	
 
    	
IL-HAI-08048
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Milan-Fiorita-Keysight
    	
 
    	
IT-MIL-300084
    	
 
    	
IT-MIL-04BF4
    
	
Europe
    	
 
    	
Netherlands
    	
 
    	
Netherlands-Amstelveen-New   site
    	
 
    	
NL-AMS-010368
    	
 
    	
NL-AMS-10369
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 710
    	
 
    	
GB-WIN-010421
    	
 
    	
GB-WIN-10422
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 610
    	
 
    	
GB-WIN-010423
    	
 
    	
GB-WIN-10424
    
	
Keysight leases where no assignment required - with   sublease to Agilent (reverse spin)
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel-Azorim Park
    	
 
    	
IL-PET-085144
    	
 
    	
IL-PET-05993
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Edinburgh
    	
 
    	
UK-EDI-010912
    	
 
    	
UK-EDI-10913
    
	
Leases assigned from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Manaus
    	
 
    	
BR-MKS-010872
    	
 
    	
BR-MKS-10873
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Calgary-Freeport-Keysight
    	
 
    	
CA-CAL-010632
    	
 
    	
CA-CAL-10633
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Mississauga-Keysight
    	
 
    	
VAR-CA-ONT-010826
    	
 
    	
VAR-CA-ONT-10827
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Ottawa-Terry Fox   Drive
    	
 
    	
CA-OTT-011391
    	
 
    	
CA-OTT-11392
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-St Laurent   Quebec-Keysight
    	
 
    	
CA-VSL-000473
    	
 
    	
CA-VSL-00550
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Guadalajara
    	
 
    	
MX-JAL-247050
    	
 
    	
MX-JAL-05833
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Reynosa
    	
 
    	
MX-REY-010874
    	
 
    	
MX-REY-10875
    
	
Americas
    	
 
    	
United States
    	
 
    	
Americas-Micro Offices
    	
 
    	
US-REN-010906
    	
 
    	
US-REN-10907
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-AZ-Chandler
    	
 
    	
US-TPE—010267
    	
 
    	
US-TPE-10331
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Anaheim
    	
 
    	
US-ANA-000206
    	
 
    	
US-ANA-05736
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-El Segundo
    	
 
    	
US-ELS-000954
    	
 
    	
US-ELS-03441
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Irvine
    	
 
    	
US-IRV-010870
    	
 
    	
US-IRV-10871
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Pleasanton-Regus
    	
 
    	
US-PLE-011104
    	
 
    	
US-PLE-11105
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Roseville-RL
    	
 
    	
US-RSL-085049
    	
 
    	
US-RSL-05711
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-San Diego
    	
 
    	
US-SDG-010623
    	
 
    	
US-SDG-10624
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Westlake Village
    	
 
    	
US-WLV-085100
    	
 
    	
US-WLV-05984
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-DC-Washington   DC-Keysight
    	
 
    	
US-DC-010614
    	
 
    	
US-DC-10615
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Boca Raton
    	
 
    	
US-DRB-085193
    	
 
    	
US-BOR-10372
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Orlando
    	
 
    	
US-ORL-000150
    	
 
    	
US-FL-10320
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Arlington Heights
    	
 
    	
US-ARL-010292
    	
 
    	
US-ARL-10293
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Schaumburg
    	
 
    	
US-SCH-300074
    	
 
    	
US-SCH-05620
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Andover
    	
 
    	
US-AND-000009
    	
 
    	
US-AND-05874
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Chelmsford
    	
 
    	
US-CHL-010298
    	
 
    	
US-CHL-10299
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MD-Columbia
    	
 
    	
US-COL-000199
    	
 
    	
US-COL-05724
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NC-Apex-Cary   VOSCAL-Keysight
    	
 
    	
US-APX-011706
    	
 
    	
US-APX-11707
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NJ-Budd Lake
    	
 
    	
US-BUD-085161
    	
 
    	
US-BUD-06015
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NY-Cold Spring
    	
 
    	
US-FSH-000037
    	
 
    	
US-NY-10313
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OH-Mentor
    	
 
    	
US-MEN-085168
    	
 
    	
US-MEN-06060
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OR-Lake Oswego
    	
 
    	
US-ORE-010915
    	
 
    	
US-ORE-10916
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Bethlehem
    	
 
    	
US-BMV-085072
    	
 
    	
US-BMV-10344
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Philadelphia-Keysight
    	
 
    	
US-LFS-243011
    	
 
    	
US-LFS-01025
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Austin
    	
 
    	
US-AUS-001174
    	
 
    	
US-AUS-10310
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Richardson
    	
 
    	
US-RIC-010653
    	
 
    	
US-RIC-10654
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-WA-Everett
    	
 
    	
US-EVE-085163
    	
 
    	
US-EVE-06070
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Nanjing-Regus-Keysight
    	
 
    	
CN-NAN-011700
    	
 
    	
CN-NAN-11701
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Headquarters
    	
 
    	
CN-SHN-011300
    	
 
    	
CN-SHN-11301
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-MSD
    	
 
    	
CN-SHG-011690
    	
 
    	
CN-SHG-11693
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-SSU
    	
 
    	
CH-SHE-010935
    	
 
    	
CH-FIB-10936
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou
    	
 
    	
CN-SUZ-010303
    	
 
    	
CN-SUZ-10304
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou-SSU   Warehouse
    	
 
    	
CN-SUZ-011356
    	
 
    	
CN-SUZ-11357
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Kobe
    	
 
    	
JP-KOB-011134
    	
 
    	
JP-KOB-11135
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Nagoya-Keysight
    	
 
    	
JP-NGO-000627
    	
 
    	
JP-NGO-00736
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Osaka-Keysight
    	
 
    	
JP-OSK-000301
    	
 
    	
JP-OSK-05972
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Shinjuku-Keysight
    	
 
    	
JP-OMY-000300
    	
 
    	
JP-OMY-00382
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Yokohama
    	
 
    	
JP-SHI-085139
    	
 
    	
JP-SHI-05977
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South   Korea-Daejon-Keysight
    	
 
    	
KR-DAE-010526
    	
 
    	
KR-DAE-10527
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Gumi
    	
 
    	
KR-GUM-011360
    	
 
    	
KR-GUM-11361
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Seoul
    	
 
    	
KR-SEO-085046
    	
 
    	
KR-SEO-05704
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Taegu City
    	
 
    	
KR-TAG-000361
    	
 
    	
KR-TAG-00436
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei BID
    	
 
    	
TW-TAP-010518
    	
 
    	
TW-TAP-10519
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Austria-Vienna-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
AT-WEL-011485
    	
 
    	
AT-WEL-11486
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
AT-WEL-011485
    	
 
    	
AT-LIZ-11682
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Gent
    	
 
    	
BE-GEN-085027
    	
 
    	
BE-Gent-10286
    
	
Europe
    	
 
    	
Denmark
    	
 
    	
Denmark-Aalborg
    	
 
    	
DK-AAL-010694
    	
 
    	
DK-AAL-10695
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Oulu
    	
 
    	
FI-OUL-085129
    	
 
    	
FI-OUL-05950
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Blagnac
    	
 
    	
FR-TOU-000399
    	
 
    	
FR-TOU-0VCCY
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Boeblingen
    	
 
    	
Leased
    	
 
    	
BUILDING
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Hamburg
    	
 
    	
DE-HAM-010384
    	
 
    	
DE-HAM-10385
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Oberhaching
    	
 
    	
DE-OBR-085122
    	
 
    	
DE-OBR-05905
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Moscow
    	
 
    	
RU-MOS-000844
    	
 
    	
RU-MOS-11438
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Nizhny Novgorod
    	
 
    	
RU-NND-011344
    	
 
    	
RU-NND-11345
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Rostov-on-Don
    	
 
    	
RU-ROS-011679
    	
 
    	
RUS-ROS-11680
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Tomsk
    	
 
    	
RU-TOM-011358
    	
 
    	
RU-TOM-11359
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-St.Petersburg-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Malaga
    	
 
    	
ES-MAL-011503
    	
 
    	
ES-MAL-11504
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Plan les   Ouates
    	
 
    	
CH-GEN-010352
    	
 
    	
CH-GEN-10354
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Bilbao-Keysight
    	
 
    	
ES-BIL-000445
    	
 
    	
ES-BIL-00524
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Rotselaar
    	
 
    	
BE-ROT-085124
    	
 
    	
BE-ROT-05910
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Goteborg
    	
 
    	
SE-GOT-001019
    	
 
    	
SE-GOT-10180
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Barcelona   WTC-Keysight
    	
 
    	
ES-BCL-085026
    	
 
    	
ES-BCL-05679
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Les   Ulis-Olympe-Keysight
    	
 
    	
FR-LUO-011387
    	
 
    	
FR-LUO-11388
    
	
Leases assigned from Agilent to Keysight with subsequent   sub-lease to Agilent
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Englewood
    	
 
    	
US-ENG-000205
    	
 
    	
US-ENG-0BQLE
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Stockholm
    	
 
    	
SE-KIS-000518
    	
 
    	
SE-KIS-00594
    
	
Agilent leased sites with a sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-GA-Alpharetta
    	
 
    	
US-ALP-300075
    	
 
    	
US-ALP-06GED
    
	
Asia Pacific
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    	
 
    	
HK-HKG-011108
    	
 
    	
HK-HKG-11109
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Kuala Lumpur
    	
 
    	
MY-KLU-085042
    	
 
    	
MY-KLU-05699
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Espoo
    	
 
    	
FI-EST-010924
    	
 
    	
FI-EST-10925
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Ratingen
    	
 
    	
DE-RAT-000530
    	
 
    	
DE-RAT-02TS2
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Rome-Lamaro
    	
 
    	
IT-RLA-011381
    	
 
    	
IT-RLA-11382
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Madrid
    	
 
    	
ES-MAD-000442
    	
 
    	
ES-MAD-00837
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Morges
    	
 
    	
CH-MOR-010160
    	
 
    	
CH-MOR-10161
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Niederrad-Keysight
    	
 
    	
DE-NIE-011268
    	
 
    	
DE-NIE-11269
    


 











 

	
Region
    	
 
    	
Country
    	
 
    	
Site Name
    	
 
    	
Owned or
   Leased
    	
 
    	
Building or
   Land Record
    	
 
    	
Real Estate Matters
   Agreement Property
   Category
    
	
Owned by Agilent with sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Clara HQ
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
A
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Manesar Campus
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
A
    
	
Asia Pacific
    	
 
    	
Singapore
    	
 
    	
Singapore
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
A
    
	
Asia Pacific
    	
 
    	
Australia
    	
 
    	
Australia-Mulgrave
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
A
    
	
Conveyance from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Rosa Campus
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
B
    
	
Conveyance from Agilent to Keysight with leaseback to   Agilent
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Colorado Springs
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
C
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Loveland
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
C
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Hachioji
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
C
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Chungli
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
C
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity with leaseback to Agilent
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Beijing Campus
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
D
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Chengdu Campus
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
D
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Penang
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
D
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
S. Queensferry, UK Land
    	
 
    	
Owned
    	
 
    	
LAND
    	
 
    	
N/A
    
	
Conveyance from Keysight to Agilent as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Church Stretton
    	
 
    	
Owned
    	
 
    	
BUILDING
    	
 
    	
E
    
	
Leases assigned from Keysight to Agilent as a result of   Keysight keeping existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Bracknell-Venture   House-Agilent
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
F
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Cheadle
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
F
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Craven Arms
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
F
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Yarnton
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
F
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Upper Heyford
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
F
    
	
Keysight leases where no assignment required
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Sao Paulo-Castelo   Branco-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Guangzhou-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Citic   Plaza
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-Duty Free   Bldg
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Wuhan-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Hyderabad
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-New Delhi
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Bangalore Tech   Center-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Chennai-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Mumbai-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Kao Hsiung
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei
    	
 
    	
leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel - Haifa
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Milan-Fiorita-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Europe
    	
 
    	
Netherlands
    	
 
    	
Netherlands-Amstelveen-New   site
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 710
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 610
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
G
    
	
Keysight leases where no assignment required - with   sublease to Agilent (reverse spin)
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel-Azorim Park
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
H
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Edinburgh
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
H
    
	
Leases assigned from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Manaus
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Calgary-Freeport-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Mississauga-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Ottawa-Terry Fox   Drive
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-St Laurent   Quebec-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Guadalajara
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Reynosa
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
Americas-Micro Offices
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-AZ-Chandler
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Anaheim
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-El Segundo
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Irvine
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Pleasanton-Regus
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Roseville-RL
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-San Diego
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Westlake Village
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-DC-Washington   DC-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Boca Raton
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Orlando
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Arlington Heights
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Schaumburg
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Andover
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Chelmsford
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MD-Columbia
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NC-Apex-Cary   VOSCAL-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NJ-Budd Lake
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NY-Cold Spring
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OH-Mentor
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OR-Lake Oswego
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Bethlehem
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Philadelphia-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Austin
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Richardson
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-WA-Everett
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Nanjing-Regus-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Headquarters
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-MSD
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-SSU
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou-SSU   Warehouse
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Kobe
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Nagoya-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Osaka-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Shinjuku-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Yokohama
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South   Korea-Daejon-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Gumi
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Seoul
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Taegu City
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei BID
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Austria-Vienna-Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
I
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Gent
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Denmark
    	
 
    	
Denmark-Aalborg
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Oulu
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Blagnac
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Boeblingen
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Hamburg
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Oberhaching
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Moscow
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Nizhny Novgorod
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Rostov-on-Don
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Tomsk
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-St.Petersburg-Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
I
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Malaga
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Plan les   Ouates
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Bilbao-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Rotselaar
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Goteborg
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Barcelona   WTC-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Les   Ulis-Olympe-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
I
    
	
Leases assigned from Agilent to Keysight with subsequent   sub-lease to Agilent
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Englewood
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
J
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Stockholm
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
J
    
	
Agilent leased sites with a sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-GA-Alpharetta
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    
	
Asia Pacific
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Kuala Lumpur
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Espoo
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Ratingen
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Rome-Lamaro
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Madrid
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Morges
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Niederrad-Keysight
    	
 
    	
Leased
    	
 
    	
BUILDING
    	
 
    	
K
    


 




 









 

	
Region
    	
 
    	
Country
    	
 
    	
Site Name
    	
 
    	
Physical
   Address
   Line1
    	
 
    	
Physical
   Address
   Line2
    
	
Owned by Agilent with sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Clara HQ
    	
 
    	
5301 Stevens Creek Blvd
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Manesar Campus
    	
 
    	
Plot No CP -11, Sector   -8
    	
 
    	
IMT Manesar
    
	
Asia Pacific
    	
 
    	
Singapore
    	
 
    	
Singapore
    	
 
    	
No. 1 Yishun Ave 7
    	
 
    	
Lot 1937C, 1935X, 1975P,   2134N, Mukin 19
    
	
Asia Pacific
    	
 
    	
Australia
    	
 
    	
Australia-Mulgrave
    	
 
    	
679 Springvale Rd
    	
 
    	
 
    
	
Conveyance from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Rosa Campus
    	
 
    	
1400 Fountaingrove Pkwy
    	
 
    	
 
    
	
Conveyance from Agilent to Keysight with leaseback to   Agilent
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Colorado Springs
    	
 
    	
1900 Garden of the Gods   Road
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Loveland
    	
 
    	
815 SW 14th Street
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Hachioji
    	
 
    	
9-1 Takakura-cho
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Chungli
    	
 
    	
20, Kao Shuang Road
    	
 
    	
Ping Chen City
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity with leaseback to Agilent
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Beijing Campus
    	
 
    	
4F, No. 3,
    	
 
    	
Wang Jing Bei Lu
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Chengdu Campus
    	
 
    	
No. 116, 4th Tian   Fu Street
    	
 
    	
Chengdu Hi-Tech   Industrial Development Zone (South)
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Penang
    	
 
    	
Bayan Lepas Free   Industrial Zone
    	
 
    	
 
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
S. Queensferry, UK Land
    	
 
    	
South Queensferry
    	
 
    	
 
    
	
Conveyance from Keysight to Agilent as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Church Stretton
    	
 
    	
Essex Road (Unit 1)
    	
 
    	
 
    
	
Leases assigned from Keysight to Agilent as a result of   Keysight keeping existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Bracknell-Venture   House-Agilent
    	
 
    	
Venture House,   Room 228
    	
 
    	
Arlington Square,   Downshire Way
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Cheadle
    	
 
    	
Lakeside 5500, Cheadle   Royal Bus Park
    	
 
    	
Wilmslow Road
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Craven Arms
    	
 
    	
Long Lane Industrial   Estate
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Yarnton
    	
 
    	
6 Mead Road
    	
 
    	
Units 6-8
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Upper Heyford
    	
 
    	
Building 3048, Heyford   Park
    	
 
    	
Upper Heyford
    
	
Keysight leases where no assignment required
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Sao Paulo-Castelo   Branco-Keysight
    	
 
    	
Avenida Marcos Penteado   de Ulhoa Rodrigues No. 939 SALA A
    	
 
    	
Castelo Branco Office   Park, 6th Floor
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Guangzhou-Keysight
    	
 
    	
Rm 1307, Fuliyinglong   Plaza
    	
 
    	
No. 76 Huangnpu   Ave. West
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Citic   Plaza
    	
 
    	
5/F, 16/F - 18/F Citic   Plaza Shenhong, No. 1350 North Sichuan Road,
    	
 
    	
Hongkou District
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-Duty Free   Bldg
    	
 
    	
#6 Fu Hua Road, Fu Tian   District, Shenzhen
    	
 
    	
3F, Duty Free Building
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Wuhan-Keysight
    	
 
    	
18F, Wuhan Poly Plaza,   No 99 Zhongnan Road
    	
 
    	
Wuchang District
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Hyderabad
    	
 
    	
3rd Floor, Block III, My   Home IT Hub
    	
 
    	
Madhapur
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-New Delhi
    	
 
    	
Splendor Forum,Plot No 3
    	
 
    	
First Floor, Jasola   District Centre
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Bangalore Tech   Center-Keysight
    	
 
    	
The Millenia, 2nd Floor,
    	
 
    	
Tower D, Ulsoor Road
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Chennai-Keysight
    	
 
    	
Olympia Tech Park, Level   2, Altius No.1
    	
 
    	
SIDCO Industrial Estate
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Mumbai-Keysight
    	
 
    	
Mumbai Andheri Kurla —   Times Square
    	
 
    	
2nd Floor, Andheri Kurla   Road, Andheri East
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Kao Hsiung
    	
 
    	
25F-1, No. 6,   Syh-Wei 3rd Road
    	
 
    	
Lingya District
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei
    	
 
    	
7th Floor, No. 2,   Sec.1
    	
 
    	
Taipei
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel - Haifa
    	
 
    	
Building 30
    	
 
    	
Matam
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Milan-Fiorita-Keysight
    	
 
    	
Via Grandi 8,
    	
 
    	
 
    
	
Europe
    	
 
    	
Netherlands
    	
 
    	
Netherlands-Amstelveen-New   site
    	
 
    	
Groenelaan 5
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 710
    	
 
    	
710 Wharfedale Road
    	
 
    	
Winnersh Triangle
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 610
    	
 
    	
610 Wharfedale Road
    	
 
    	
Winnersh Triangle
    
	
Keysight leases where no assignment required - with   sublease to Agilent (reverse spin)
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel-Azorim Park
    	
 
    	
Azorim Business Park,   Dekel Building
    	
 
    	
94 Derech Em Hamoshavot   St.
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Edinburgh
    	
 
    	
4-5 Lochside Avenue
    	
 
    	
Edinburgh Park
    
	
Leases assigned from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Manaus
    	
 
    	
Av. Tefe,4223 Sala 21
    	
 
    	
Jd. Japiim
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Calgary-Freeport-Keysight
    	
 
    	
90 Freeport Blvd. NE
    	
 
    	
unit 4 bay 105
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Mississauga-Keysight
    	
 
    	
TBD
    	
 
    	
 
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Ottawa-Terry Fox   Drive
    	
 
    	
350 Terry Fox Drive
    	
 
    	
Sutie 102
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-St Laurent   Quebec-Keysight
    	
 
    	
2250 Alfred Nobel   Boulevard, Suite 100
    	
 
    	
 
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Guadalajara
    	
 
    	
Avenida Camino Iteso   #8900
    	
 
    	
Parque Industrial   Tecnologico Edificio 1
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Reynosa
    	
 
    	
Carretera a Matamoros Km   79 Local D-2
    	
 
    	
Entre Brecha E-101 y   E-102
    
	
Americas
    	
 
    	
United States
    	
 
    	
Americas-Micro Offices
    	
 
    	
14410 SE Petrovitsky   Road
    	
 
    	
suite 201c
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-AZ-Chandler
    	
 
    	
4330 West Chandler Blvd
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Anaheim
    	
 
    	
2125 E. Katella Ave.
    	
 
    	
Suite 300
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-El Segundo
    	
 
    	
360 N. Sepulveda   Boulevard, Suite 3010
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Irvine
    	
 
    	
18005 Sky Park Circle
    	
 
    	
suite FG1 of bldg 5401
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Pleasanton-Regus
    	
 
    	
4900 Hopyard Rd
    	
 
    	
office number 4 and 10
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Roseville-RL
    	
 
    	
10050 Foothills Blvd.
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-San Diego
    	
 
    	
10650 Scripps Ranch   Blvd.
    	
 
    	
Suite 224
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Westlake Village
    	
 
    	
30721 Russell Ranch Road
    	
 
    	
Suite 160
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-DC-Washington   DC-Keysight
    	
 
    	
1050 Connecticut Ave
    	
 
    	
office 1049
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Boca Raton
    	
 
    	
2255 Glades Road
    	
 
    	
Suite 324A, Office   #23
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Orlando
    	
 
    	
12000 Research Parkway
    	
 
    	
Suite 144
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Arlington Heights
    	
 
    	
720 West Algonquin Road
    	
 
    	
Suite 720
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Schaumburg
    	
 
    	
10 N. Martingale Road,   Suite 550
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Andover
    	
 
    	
40 Shattuck Rd.
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Chelmsford
    	
 
    	
101 Brick Kiln Rd.
    	
 
    	
Unit #1, Building II
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MD-Columbia
    	
 
    	
8825 Stanford Boulevard,   Suite 300
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NC-Apex-Cary   VOSCAL-Keysight
    	
 
    	
3457 Apex Peakway
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NJ-Budd Lake
    	
 
    	
550 Clark Drive,   Suite 101
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NY-Cold Spring
    	
 
    	
3590 Route 9
    	
 
    	
Suite 106
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OH-Mentor
    	
 
    	
7537 Mentor Avenue
    	
 
    	
Suite 107
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OR-Lake Oswego
    	
 
    	
5 Centerpoint Dr.,   Suite 400
    	
 
    	
unit 10
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Bethlehem
    	
 
    	
2840 Emerick Blvd
    	
 
    	
suite A-4
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Philadelphia-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Austin
    	
 
    	
11044 Research Blvd.
    	
 
    	
Suite B-420
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Richardson
    	
 
    	
1220 E. Campbell Rd
    	
 
    	
Suite 100
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-WA-Everett
    	
 
    	
1615 75th Street, SW
    	
 
    	
Suite 210
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Nanjing-Regus-Keysight
    	
 
    	
8F,Nanjing,Jinling-Asia   Pacific Tower,Hotel Asia Pacific Jinling No.2,Hanzhong Road,
    	
 
    	
No. 2 Hanzhong   Road, Gulou District
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Headquarters
    	
 
    	
Room 2520,25F,168   Xi Zang(Middle) Road,
    	
 
    	
Huangpu District
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-MSD
    	
 
    	
Unit J & H,   1/F, Building No. 26, No. 196 Ouyang Road,
    	
 
    	
Hong Kou District,   Shanghai
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-SSU
    	
 
    	
Unit A, B, 7/F Block 2
    	
 
    	
8 Kefa Road, Science   Park
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou
    	
 
    	
Room 1610-1611,16/F   Century Financial Building;No.1 Suhua Road, Industrial Park Suzhou
    	
 
    	
No.1 Suhua   Road, Industrial Park Suzhou
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou-SSU   Warehouse
    	
 
    	
Room 710,7/F   Century Financial Building;No.1 Suhua Road, Industrial Park Suzhou
    	
 
    	
No.1 Suhua   Road, Industrial Park Suzhou
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Kobe
    	
 
    	
Kobe Harborland Center   Building
    	
 
    	
1-3-3   Higashikawasaki-chou
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Nagoya-Keysight
    	
 
    	
Level 40 Nagoya Lucent   Tower
    	
 
    	
6-1 Ushijima-cho
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Osaka-Keysight
    	
 
    	
Level 19 Hilton Plaza   West Office Tower
    	
 
    	
2-2-2 Umeda
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Shinjuku-Keysight
    	
 
    	
Level 32, Shinjuku   Nomura Building
    	
 
    	
1-26-2, Nishi-shinjuku
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Yokohama
    	
 
    	
Sumitomofudousan   Shinyokohama Bldg.
    	
 
    	
2-5-5, Shin-Yokohama
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South   Korea-Daejon-Keysight
    	
 
    	
15th Floor, Samsung Life   Dunsan Bldg, 755 Hanbat Daero,
    	
 
    	
Seo-Gu
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Gumi
    	
 
    	
5th,Samsung Building
    	
 
    	
16-2, Jinpyung-dong
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Seoul
    	
 
    	
#25 - 12, Yeouido-dong,   Yeongdeungpo-gu
    	
 
    	
Yoido P. O. Box 633
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Taegu City
    	
 
    	
111, Sinchun 3-dong,   Dong-ku
    	
 
    	
18th Floor, Youngnam   Tower
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei BID
    	
 
    	
9th Floor, No.2, Sec.1
    	
 
    	
Fu-Hsing South Road
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Austria-Vienna-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
City Campus Wels
    	
 
    	
Rainer Str. 15
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
Gruberstrasse 40
    	
 
    	
 
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Gent
    	
 
    	
Kortrijksesteenweg 1093   B
    	
 
    	
9051 Sint-Denijs-Westrem
    
	
Europe
    	
 
    	
Denmark
    	
 
    	
Denmark-Aalborg
    	
 
    	
Alfred Nobels Vej 21 D
    	
 
    	
NOVI 3-4
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Oulu
    	
 
    	
Kaapelitie 4
    	
 
    	
NET/IMN/Ruskon   Tukiasematalo
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Blagnac
    	
 
    	
2bis, rue Marcel Doret
    	
 
    	
 
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Boeblingen
    	
 
    	
Herrenberger Strasse 130
    	
 
    	
Boeblingen
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Hamburg
    	
 
    	
TuTech Innovation Center
    	
 
    	
21079 Hamburg
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Oberhaching
    	
 
    	
12, Bajuwarenring
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Moscow
    	
 
    	
Kosmodamianskaja   naberezhnaya, 52/3
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Nizhny Novgorod
    	
 
    	
Oka Business Park
    	
 
    	
Pr. Gagarina, 27
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Rostov-on-Don
    	
 
    	
Riverside, Beregovaya   str., 8
    	
 
    	
Office 4
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Tomsk
    	
 
    	
Batenkova sq., Building   2, Office 208, 2nd floor
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-St.Petersburg-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Malaga
    	
 
    	
Parque Tecnologico de   Andalucia
    	
 
    	
Severo Ochoa, no 21,   Parcela I+D 6B
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Plan les   Ouates
    	
 
    	
Chemin des Aulx, 12
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Bilbao-Keysight
    	
 
    	
Bilbao REGUS Business   Center
    	
 
    	
2nd and 3rd floor
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Rotselaar
    	
 
    	
Wingepark 51
    	
 
    	
 
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Goteborg
    	
 
    	
c/o Garda Business Hotel   AB
    	
 
    	
Drakegartan 10
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Barcelona   WTC-Keysight
    	
 
    	
World Trade Center
    	
 
    	
Edif Sur 5 Planta, Moll   Barcelona
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Les   Ulis-Olympe-Keysight
    	
 
    	
Parc Technopolis — ZA   Courtaboeuf
    	
 
    	
3 avenue du Canada, CS   90263
    
	
Leases assigned from Agilent to Keysight with subsequent   sub-lease to Agilent
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Englewood
    	
 
    	
9780 S Meridian Blvd
    	
 
    	
 
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Stockholm
    	
 
    	
Kronborgsgrand 23
    	
 
    	
 
    
	
Agilent leased sites with a sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-GA-Alpharetta
    	
 
    	
3750 Brookside Parkway
    	
 
    	
Suite 100 / 200
    
	
Asia Pacific
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    	
 
    	
25/F. @Convoy, 169   Electric Road, North Point
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Kuala Lumpur
    	
 
    	
Unit 201 Level 2, Uptown   2
    	
 
    	
2 Jalan SS 21/37,   Damansara Uptown
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Espoo
    	
 
    	
Panorama Tower
    	
 
    	
Hevosenkenkä 3
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Ratingen
    	
 
    	
Pempelfurt Strasse 1
    	
 
    	
 
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Rome-Lamaro
    	
 
    	
Via Vincenzo Lamaro 15
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Madrid
    	
 
    	
Carretera N - VI, Km.   18,2
    	
 
    	
 
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Morges
    	
 
    	
1st Floor, Rue de la   Gare 29
    	
 
    	
 
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Niederrad-Keysight
    	
 
    	
4th. Floor, Lyonerstr.   20
    	
 
    	
 
    


 











 

	
Region
    	
 
    	
Country
    	
 
    	
Site Name
    	
 
    	
Physical
   Address
   Line3
    	
 
    	
City
    	
 
    	
State
    
	
Owned by Agilent with sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Clara HQ
    	
 
    	
 
    	
 
    	
Santa Clara
    	
 
    	
CA
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Manesar Campus
    	
 
    	
 
    	
 
    	
Gurgaon
    	
 
    	
Haryana
    
	
Asia Pacific
    	
 
    	
Singapore
    	
 
    	
Singapore
    	
 
    	
 
    	
 
    	
Singapore
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Australia
    	
 
    	
Australia-Mulgrave
    	
 
    	
 
    	
 
    	
Mulgrave
    	
 
    	
Victoria
    
	
Conveyance from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Rosa Campus
    	
 
    	
 
    	
 
    	
Santa Rosa
    	
 
    	
CA
    
	
Conveyance from Agilent to Keysight with leaseback to   Agilent
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Colorado Springs
    	
 
    	
 
    	
 
    	
Colorado Springs
    	
 
    	
CO
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Loveland
    	
 
    	
 
    	
 
    	
Loveland
    	
 
    	
CO
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Hachioji
    	
 
    	
 
    	
 
    	
Hachioji-shi
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Chungli
    	
 
    	
 
    	
 
    	
Taoyuan
    	
 
    	
 
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity with leaseback to Agilent
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Beijing Campus
    	
 
    	
Chao Yang District
    	
 
    	
Beijing
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Chengdu Campus
    	
 
    	
Chengdu,China
    	
 
    	
Chengdu
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Penang
    	
 
    	
 
    	
 
    	
Penang
    	
 
    	
 
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
S. Queensferry, UK Land
    	
 
    	
 
    	
 
    	
South Queensferry
    	
 
    	
 
    
	
Conveyance from Keysight to Agilent as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Church Stretton
    	
 
    	
 
    	
 
    	
Church Stretton
    	
 
    	
SH
    
	
Leases assigned from Keysight to Agilent as a result of   Keysight keeping existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Bracknell-Venture   House-Agilent
    	
 
    	
 
    	
 
    	
Bracknell
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Cheadle
    	
 
    	
 
    	
 
    	
Cheadle
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Craven Arms
    	
 
    	
 
    	
 
    	
Craven Arms
    	
 
    	
SH
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Yarnton
    	
 
    	
Oxford Industrial Park
    	
 
    	
Yarnton
    	
 
    	
OX
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Upper Heyford
    	
 
    	
 
    	
 
    	
Bicester
    	
 
    	
OX
    
	
Keysight leases where no assignment required
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Sao Paulo-Castelo   Branco-Keysight
    	
 
    	
Barueri
    	
 
    	
Barueri
    	
 
    	
Sao Paulo
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Guangzhou-Keysight
    	
 
    	
Tian He District
    	
 
    	
Guangzhou
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Citic   Plaza
    	
 
    	
Shanghai
    	
 
    	
Shanghai
    	
 
    	
Shanghai
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-Duty Free   Bldg
    	
 
    	
 
    	
 
    	
Shenzhen
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Wuhan-Keysight
    	
 
    	
 
    	
 
    	
Wuhan
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Hyderabad
    	
 
    	
 
    	
 
    	
Hyderabad
    	
 
    	
Andhra Pradesh
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-New Delhi
    	
 
    	
 
    	
 
    	
New Delhi
    	
 
    	
Delhi (UT)
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Bangalore Tech   Center-Keysight
    	
 
    	
 
    	
 
    	
Bangalore
    	
 
    	
Karnataka
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Chennai-Keysight
    	
 
    	
 
    	
 
    	
Chennai
    	
 
    	
Tamil Nadu
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Mumbai-Keysight
    	
 
    	
 
    	
 
    	
Mumbai
    	
 
    	
Maharashtra
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Kao Hsiung
    	
 
    	
 
    	
 
    	
Kao Hsiung
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei
    	
 
    	
 
    	
 
    	
Taiwan
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel - Haifa
    	
 
    	
 
    	
 
    	
Haifa
    	
 
    	
 
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Milan-Fiorita-Keysight
    	
 
    	
 
    	
 
    	
Cernusco sul Naviglio   MILANO
    	
 
    	
 
    
	
Europe
    	
 
    	
Netherlands
    	
 
    	
Netherlands-Amstelveen-New   site
    	
 
    	
 
    	
 
    	
Amstelveen
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 710
    	
 
    	
 
    	
 
    	
Wokingham
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 610
    	
 
    	
 
    	
 
    	
Wokingham
    	
 
    	
 
    
	
Keysight leases where no assignment required - with   sublease to Agilent (reverse spin)
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel-Azorim Park
    	
 
    	
 
    	
 
    	
Petach Tikva
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Edinburgh
    	
 
    	
 
    	
 
    	
Edinburgh
    	
 
    	
Lothian Region
    
	
Leases assigned from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Manaus
    	
 
    	
 
    	
 
    	
Manaus
    	
 
    	
AM
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Calgary-Freeport-Keysight
    	
 
    	
 
    	
 
    	
Calgary
    	
 
    	
 
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Mississauga-Keysight
    	
 
    	
 
    	
 
    	
Mississauga
    	
 
    	
Ontario
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Ottawa-Terry Fox   Drive
    	
 
    	
 
    	
 
    	
Ottawa
    	
 
    	
 
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-St Laurent   Quebec-Keysight
    	
 
    	
 
    	
 
    	
St. Laurent
    	
 
    	
 
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Guadalajara
    	
 
    	
Pinar de la Calma
    	
 
    	
Tlaquepaque
    	
 
    	
 
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Reynosa
    	
 
    	
 
    	
 
    	
Reynosa
    	
 
    	
Tamaulipas
    
	
Americas
    	
 
    	
United States
    	
 
    	
Americas-Micro Offices
    	
 
    	
 
    	
 
    	
Renton
    	
 
    	
WA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-AZ-Chandler
    	
 
    	
 
    	
 
    	
Chandler
    	
 
    	
AZ
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Anaheim
    	
 
    	
 
    	
 
    	
Anaheim
    	
 
    	
CA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-El Segundo
    	
 
    	
 
    	
 
    	
El Segundo
    	
 
    	
CA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Irvine
    	
 
    	
 
    	
 
    	
Irvine
    	
 
    	
CA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Pleasanton-Regus
    	
 
    	
 
    	
 
    	
Pleasanton
    	
 
    	
California
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Roseville-RL
    	
 
    	
 
    	
 
    	
Roseville
    	
 
    	
CA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-San Diego
    	
 
    	
 
    	
 
    	
San Diego
    	
 
    	
CA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Westlake Village
    	
 
    	
 
    	
 
    	
Westlake Village
    	
 
    	
CA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-DC-Washington   DC-Keysight
    	
 
    	
 
    	
 
    	
Washington
    	
 
    	
DC
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Boca Raton
    	
 
    	
 
    	
 
    	
Boca Raton
    	
 
    	
FL
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Orlando
    	
 
    	
 
    	
 
    	
Orlando
    	
 
    	
FL
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Arlington Heights
    	
 
    	
 
    	
 
    	
Arlington Heights
    	
 
    	
IL
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Schaumburg
    	
 
    	
 
    	
 
    	
Schaumburg
    	
 
    	
IL
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Andover
    	
 
    	
 
    	
 
    	
Andover
    	
 
    	
MA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Chelmsford
    	
 
    	
 
    	
 
    	
Chelmsford
    	
 
    	
MA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MD-Columbia
    	
 
    	
 
    	
 
    	
Columbia
    	
 
    	
MD
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NC-Apex-Cary   VOSCAL-Keysight
    	
 
    	
 
    	
 
    	
Apex
    	
 
    	
NC
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NJ-Budd Lake
    	
 
    	
 
    	
 
    	
Budd Lake
    	
 
    	
NJ
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NY-Cold Spring
    	
 
    	
 
    	
 
    	
Cold Spring
    	
 
    	
NY
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OH-Mentor
    	
 
    	
 
    	
 
    	
Mentor
    	
 
    	
OH
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OR-Lake Oswego
    	
 
    	
 
    	
 
    	
Lake Oswego
    	
 
    	
OR
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Bethlehem
    	
 
    	
 
    	
 
    	
Bethlehem
    	
 
    	
PA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Philadelphia-Keysight
    	
 
    	
 
    	
 
    	
Philadelphia
    	
 
    	
PA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Austin
    	
 
    	
 
    	
 
    	
Austin
    	
 
    	
TX
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Richardson
    	
 
    	
 
    	
 
    	
Richardson
    	
 
    	
TX
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-WA-Everett
    	
 
    	
 
    	
 
    	
Everett
    	
 
    	
WA
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Nanjing-Regus-Keysight
    	
 
    	
Nanjing
    	
 
    	
Nanjing
    	
 
    	
Nanjing
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Headquarters
    	
 
    	
Shanghai
    	
 
    	
Shanghai
    	
 
    	
Shanghai
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-MSD
    	
 
    	
Shanghai
    	
 
    	
Shanghai
    	
 
    	
Shanghai
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-SSU
    	
 
    	
 
    	
 
    	
Shenzhen
    	
 
    	
GD
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou
    	
 
    	
Suzhou
    	
 
    	
Suzhou
    	
 
    	
Suzhou
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou-SSU   Warehouse
    	
 
    	
Suzhou
    	
 
    	
Suzhou
    	
 
    	
Suzhou
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Kobe
    	
 
    	
Chuo-ku
    	
 
    	
Kobe-shi
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Nagoya-Keysight
    	
 
    	
Nishi-ku
    	
 
    	
Nagoya
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Osaka-Keysight
    	
 
    	
Kita-ku
    	
 
    	
Osaka
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Shinjuku-Keysight
    	
 
    	
Shinjuku-ku
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Yokohama
    	
 
    	
Kouhoku-ku
    	
 
    	
Yokohama-shi
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South   Korea-Daejon-Keysight
    	
 
    	
 
    	
 
    	
Daejon
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Gumi
    	
 
    	
 
    	
 
    	
Gumi-si
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Seoul
    	
 
    	
 
    	
 
    	
Seoul
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Taegu City
    	
 
    	
 
    	
 
    	
Taegu City
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei BID
    	
 
    	
 
    	
 
    	
Taipei
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Austria-Vienna-Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
 
    	
 
    	
Wels
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
 
    	
 
    	
Linz
    	
 
    	
 
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Gent
    	
 
    	
 
    	
 
    	
Gent
    	
 
    	
 
    
	
Europe
    	
 
    	
Denmark
    	
 
    	
Denmark-Aalborg
    	
 
    	
 
    	
 
    	
Aalborg
    	
 
    	
 
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Oulu
    	
 
    	
 
    	
 
    	
Oulu
    	
 
    	
 
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Blagnac
    	
 
    	
 
    	
 
    	
Blagnac
    	
 
    	
 
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Boeblingen
    	
 
    	
 
    	
 
    	
Baden-Wurttemberg
    	
 
    	
BW
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Hamburg
    	
 
    	
Harburger Schloßstrasse   6-12
    	
 
    	
Hamburg
    	
 
    	
 
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Oberhaching
    	
 
    	
 
    	
 
    	
Oberhaching
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Moscow
    	
 
    	
 
    	
 
    	
Moscow
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Nizhny Novgorod
    	
 
    	
 
    	
 
    	
Nizhny Novgorod
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Rostov-on-Don
    	
 
    	
 
    	
 
    	
Rostov-on-Don
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Tomsk
    	
 
    	
 
    	
 
    	
Tomsk
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-St.Petersburg-Keysight
    	
 
    	
 
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Malaga
    	
 
    	
 
    	
 
    	
Malaga
    	
 
    	
 
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Plan les   Ouates
    	
 
    	
 
    	
 
    	
Plan-les-Ouates
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Bilbao-Keysight
    	
 
    	
 
    	
 
    	
Bilbao
    	
 
    	
 
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Rotselaar
    	
 
    	
 
    	
 
    	
Rotselaar
    	
 
    	
 
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Goteborg
    	
 
    	
 
    	
 
    	
Goteborg
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Barcelona   WTC-Keysight
    	
 
    	
 
    	
 
    	
Barcelona
    	
 
    	
 
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Les   Ulis-Olympe-Keysight
    	
 
    	
 
    	
 
    	
Les Ulis
    	
 
    	
Essone
    
	
Leases assigned from Agilent to Keysight with subsequent   sub-lease to Agilent
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Englewood
    	
 
    	
 
    	
 
    	
Englewood
    	
 
    	
CO
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Stockholm
    	
 
    	
 
    	
 
    	
Kista/Stockholm
    	
 
    	
 
    
	
Agilent leased sites with a sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-GA-Alpharetta
    	
 
    	
 
    	
 
    	
Alpharetta
    	
 
    	
GA
    
	
Asia Pacific
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    	
 
    	
 
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Kuala Lumpur
    	
 
    	
 
    	
 
    	
Petaling Jaya
    	
 
    	
 
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Espoo
    	
 
    	
 
    	
 
    	
Espoo
    	
 
    	
 
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Ratingen
    	
 
    	
 
    	
 
    	
Ratingen
    	
 
    	
 
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Rome-Lamaro
    	
 
    	
 
    	
 
    	
Roma
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Madrid
    	
 
    	
 
    	
 
    	
Las Rozas
    	
 
    	
 
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Morges
    	
 
    	
 
    	
 
    	
Morges
    	
 
    	
 
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Niederrad-Keysight
    	
 
    	
 
    	
 
    	
Frankfurt-Niederrad
    	
 
    	
Hessen
    


 




 









 

	
Region
    	
 
    	
Country
    	
 
    	
Site Name
    	
 
    	
County
    	
 
    	
Province
    
	
Owned by Agilent with sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Clara HQ
    	
 
    	
Santa Clara
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Manesar Campus
    	
 
    	
India
    	
 
    	
Haryana
    
	
Asia Pacific
    	
 
    	
Singapore
    	
 
    	
Singapore
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Australia
    	
 
    	
Australia-Mulgrave
    	
 
    	
 
    	
 
    	
 
    
	
Conveyance from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Rosa Campus
    	
 
    	
Sonoma
    	
 
    	
 
    
	
Conveyance from Agilent to Keysight with leaseback to   Agilent
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Colorado Springs
    	
 
    	
El Paso
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Loveland
    	
 
    	
Larimer
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Hachioji
    	
 
    	
Japan
    	
 
    	
Tokyo
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Chungli
    	
 
    	
Taiwan
    	
 
    	
 
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity with leaseback to Agilent
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Beijing Campus
    	
 
    	
Beijing
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Chengdu Campus
    	
 
    	
China
    	
 
    	
Sichuan
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Penang
    	
 
    	
 
    	
 
    	
PG
    
	
Transferred by Agilent to Keysight as a result of Keysight retaining   existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
S. Queensferry, UK Land
    	
 
    	
 
    	
 
    	
 
    
	
Conveyance from Keysight to Agilent as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Church Stretton
    	
 
    	
 
    	
 
    	
 
    
	
Leases assigned from Keysight to Agilent as a result of   Keysight keeping existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Bracknell-Venture   House-Agilent
    	
 
    	
 
    	
 
    	
Berkshire
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Cheadle
    	
 
    	
 
    	
 
    	
CHES
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Craven Arms
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Yarnton
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Upper Heyford
    	
 
    	
 
    	
 
    	
 
    
	
Keysight leases where no assignment required
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Sao Paulo-Castelo   Branco-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Guangzhou-Keysight
    	
 
    	
China
    	
 
    	
Guangzhou
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Citic   Plaza
    	
 
    	
China
    	
 
    	
Shanghai
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-Duty Free   Bldg
    	
 
    	
 
    	
 
    	
Shenzhen
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Wuhan-Keysight
    	
 
    	
China
    	
 
    	
Hubei
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Hyderabad
    	
 
    	
India
    	
 
    	
Andhra Pradesh
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-New Delhi
    	
 
    	
India
    	
 
    	
Delhi (UT)
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Bangalore Tech   Center-Keysight
    	
 
    	
India
    	
 
    	
Karnataka
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Chennai-Keysight
    	
 
    	
India
    	
 
    	
Tamil Nadu
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Mumbai-Keysight
    	
 
    	
India
    	
 
    	
Maharashtra
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Kao Hsiung
    	
 
    	
Taiwan
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei
    	
 
    	
104
    	
 
    	
TW
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel - Haifa
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Milan-Fiorita-Keysight
    	
 
    	
 
    	
 
    	
MI
    
	
Europe
    	
 
    	
Netherlands
    	
 
    	
Netherlands-Amstelveen-New   site
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 710
    	
 
    	
 
    	
 
    	
BERKS
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 610
    	
 
    	
 
    	
 
    	
BERKS
    
	
Keysight leases where no assignment required - with   sublease to Agilent (reverse spin)
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel-Azorim Park
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Edinburgh
    	
 
    	
 
    	
 
    	
 
    
	
Leases assigned from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Manaus
    	
 
    	
Brazil
    	
 
    	
 
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Calgary-Freeport-Keysight
    	
 
    	
 
    	
 
    	
Alberta
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Mississauga-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Ottawa-Terry Fox   Drive
    	
 
    	
 
    	
 
    	
Ontario
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-St Laurent   Quebec-Keysight
    	
 
    	
 
    	
 
    	
PQ
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Guadalajara
    	
 
    	
 
    	
 
    	
JAL
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Reynosa
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
Americas-Micro Offices
    	
 
    	
King
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-AZ-Chandler
    	
 
    	
Maricopa
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Anaheim
    	
 
    	
Orange
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-El Segundo
    	
 
    	
Los Angeles
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Irvine
    	
 
    	
Orange
    	
 
    	
CA
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Pleasanton-Regus
    	
 
    	
Alameda
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Roseville-RL
    	
 
    	
Placer
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-San Diego
    	
 
    	
San Diego
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Westlake Village
    	
 
    	
Ventura
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-DC-Washington   DC-Keysight
    	
 
    	
District of Columbia
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Boca Raton
    	
 
    	
Palm Beach
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Orlando
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Arlington Heights
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Schaumburg
    	
 
    	
Cook
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Andover
    	
 
    	
Essex
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Chelmsford
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MD-Columbia
    	
 
    	
Howard
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NC-Apex-Cary   VOSCAL-Keysight
    	
 
    	
Wake
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NJ-Budd Lake
    	
 
    	
Morris
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NY-Cold Spring
    	
 
    	
Putnam
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OH-Mentor
    	
 
    	
Lake
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OR-Lake Oswego
    	
 
    	
Clackamus
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Bethlehem
    	
 
    	
Northhampton
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Philadelphia-Keysight
    	
 
    	
Philadelphia
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Austin
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Richardson
    	
 
    	
Dallas
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-WA-Everett
    	
 
    	
Snohomish
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Nanjing-Regus-Keysight
    	
 
    	
China
    	
 
    	
Jiangsu
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Headquarters
    	
 
    	
China
    	
 
    	
Shanghai
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-MSD
    	
 
    	
China
    	
 
    	
Shanghai
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-SSU
    	
 
    	
China
    	
 
    	
Shenzhen
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou
    	
 
    	
China
    	
 
    	
Jiangsu
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou-SSU   Warehouse
    	
 
    	
China
    	
 
    	
Jiangsu
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Kobe
    	
 
    	
 
    	
 
    	
Hyogo
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Nagoya-Keysight
    	
 
    	
Japan
    	
 
    	
Aichi
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Osaka-Keysight
    	
 
    	
Japan
    	
 
    	
Osaka
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Shinjuku-Keysight
    	
 
    	
Japan
    	
 
    	
Tokyo
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Yokohama
    	
 
    	
Japan
    	
 
    	
Kanagawa
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Daejon-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Gumi
    	
 
    	
 
    	
 
    	
Kyungsangbook-do
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Seoul
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Taegu City
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei BID
    	
 
    	
Taiwan
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Austria-Vienna-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
 
    	
 
    	
Oberösterreich
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Gent
    	
 
    	
 
    	
 
    	
WV
    
	
Europe
    	
 
    	
Denmark
    	
 
    	
Denmark-Aalborg
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Oulu
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Blagnac
    	
 
    	
 
    	
 
    	
31
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Boeblingen
    	
 
    	
71034
    	
 
    	
DE
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Hamburg
    	
 
    	
 
    	
 
    	
Hamburg
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Oberhaching
    	
 
    	
Bayern
    	
 
    	
BY
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Moscow
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Nizhny Novgorod
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Rostov-on-Don
    	
 
    	
 
    	
 
    	
Octyabrsky
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Tomsk
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-St.Petersburg-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Malaga
    	
 
    	
 
    	
 
    	
Malaga
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Plan les   Ouates
    	
 
    	
 
    	
 
    	
Geneva
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Bilbao-Keysight
    	
 
    	
 
    	
 
    	
Vizcaya
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Rotselaar
    	
 
    	
 
    	
 
    	
AN
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Goteborg
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Barcelona   WTC-Keysight
    	
 
    	
 
    	
 
    	
08
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Les   Ulis-Olympe-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Leases assigned from Agilent to Keysight with subsequent   sub-lease to Agilent
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Englewood
    	
 
    	
Douglas
    	
 
    	
 
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Stockholm
    	
 
    	
 
    	
 
    	
 
    
	
Agilent leased sites with a sub-lease to Keysight
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-GA-Alpharetta
    	
 
    	
Fulton
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    	
 
    	
China
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Kuala Lumpur
    	
 
    	
 
    	
 
    	
SL
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Espoo
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Ratingen
    	
 
    	
Nordrheim-Westfalen
    	
 
    	
NW
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Rome-Lamaro
    	
 
    	
 
    	
 
    	
RM
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Madrid
    	
 
    	
 
    	
 
    	
28
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Morges
    	
 
    	
 
    	
 
    	
Vaud
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Niederrad-Keysight
    	
 
    	
 
    	
 
    	
 
    


 











 

	
Region
    	
 
    	
Country
    	
 
    	
Site Name
    	
 
    	
Zip Code
    	
 
    	
Country
   Code
    
	
Owned by Agilent with sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Clara HQ
    	
 
    	
95051-7201
    	
 
    	
US
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Manesar Campus
    	
 
    	
122051
    	
 
    	
IN
    
	
Asia Pacific
    	
 
    	
Singapore
    	
 
    	
Singapore
    	
 
    	
768923
    	
 
    	
SG
    
	
Asia Pacific
    	
 
    	
Australia
    	
 
    	
Australia-Mulgrave
    	
 
    	
3170
    	
 
    	
AU
    
	
Conveyance from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Rosa Campus
    	
 
    	
95403-1738
    	
 
    	
US
    
	
Conveyance from Agilent to Keysight with leaseback to   Agilent
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Colorado Springs
    	
 
    	
80907
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Loveland
    	
 
    	
80537
    	
 
    	
US
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Hachioji
    	
 
    	
192-8550
    	
 
    	
JP
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Chungli
    	
 
    	
324
    	
 
    	
TW
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity with leaseback to Agilent
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Beijing Campus
    	
 
    	
100102
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Chengdu Campus
    	
 
    	
610041
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Penang
    	
 
    	
11900
    	
 
    	
MY
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
S. Queensferry, UK Land
    	
 
    	
EH30 9TG
    	
 
    	
GB
    
	
Conveyance from Keysight to Agilent as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Church Stretton
    	
 
    	
SY6 6AX
    	
 
    	
GB
    
	
Leases assigned from Keysight to Agilent as a result of   Keysight keeping existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Bracknell-Venture   House-Agilent
    	
 
    	
RG12 1WA
    	
 
    	
GB
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Cheadle
    	
 
    	
SK8 3GR
    	
 
    	
GB
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Craven Arms
    	
 
    	
SY7 8NS
    	
 
    	
GB
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Yarnton
    	
 
    	
OX5 1QU
    	
 
    	
GB
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Upper Heyford
    	
 
    	
OX25 5HD
    	
 
    	
GB
    
	
Keysight leases where no assignment required
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Sao Paulo-Castelo   Branco-Keysight
    	
 
    	
06460-040
    	
 
    	
BR
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Guangzhou-Keysight
    	
 
    	
 
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Citic   Plaza
    	
 
    	
200080
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-Duty Free   Bldg
    	
 
    	
518048
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Wuhan-Keysight
    	
 
    	
430071
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Hyderabad
    	
 
    	
 
    	
 
    	
IN
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-New Delhi
    	
 
    	
110025
    	
 
    	
IN
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Bangalore Tech   Center-Keysight
    	
 
    	
 
    	
 
    	
IN
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Chennai-Keysight
    	
 
    	
600032
    	
 
    	
IN
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Mumbai-Keysight
    	
 
    	
400059
    	
 
    	
IN
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Kao Hsiung
    	
 
    	
802
    	
 
    	
TW
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei
    	
 
    	
7th Floor, No. 2,   Sec.1, Fu-Hsing South Road, Taipei104, Taiwan
    	
 
    	
7th Floor, No. 2,   Sec.1, Fu-Hsing South Road, Taipei104, Taiwan
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel - Haifa
    	
 
    	
31905
    	
 
    	
IL
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Milan-Fiorita-Keysight
    	
 
    	
20063
    	
 
    	
IT
    
	
Europe
    	
 
    	
Netherlands
    	
 
    	
Netherlands-Amstelveen-New   site
    	
 
    	
1186 AA
    	
 
    	
NL
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 710
    	
 
    	
RG41 5TP
    	
 
    	
GB
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 610
    	
 
    	
RG41 5TP
    	
 
    	
GB
    
	
Keysight leases where no assignment required - with   sublease to Agilent (reverse spin)
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel-Azorim Park
    	
 
    	
49527
    	
 
    	
IL
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Edinburgh
    	
 
    	
EH12 9DJ
    	
 
    	
GB
    
	
Leases assigned from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Manaus
    	
 
    	
69077-130
    	
 
    	
BR
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Calgary-Freeport-Keysight
    	
 
    	
T3J 5J9
    	
 
    	
CA
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Mississauga-Keysight
    	
 
    	
L5N 5M4
    	
 
    	
CA
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Ottawa-Terry Fox   Drive
    	
 
    	
K2K 2W5
    	
 
    	
CA
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-St Laurent   Quebec-Keysight
    	
 
    	
H4S 2C9
    	
 
    	
CA
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Guadalajara
    	
 
    	
45080
    	
 
    	
MX
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Reynosa
    	
 
    	
88730
    	
 
    	
MX
    
	
Americas
    	
 
    	
United States
    	
 
    	
Americas-Micro Offices
    	
 
    	
98058
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-AZ-Chandler
    	
 
    	
85226
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Anaheim
    	
 
    	
92806-6074
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-El Segundo
    	
 
    	
90245-4401
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Irvine
    	
 
    	
92614
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Pleasanton-Regus
    	
 
    	
94588
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Roseville-RL
    	
 
    	
95747-7102
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-San Diego
    	
 
    	
92131
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Westlake Village
    	
 
    	
91362-7315
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-DC-Washington   DC-Keysight
    	
 
    	
20036
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Boca Raton
    	
 
    	
33431
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Orlando
    	
 
    	
32826
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Arlington Heights
    	
 
    	
60005
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Schaumburg
    	
 
    	
60173-2292
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Andover
    	
 
    	
01810-2455
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Chelmsford
    	
 
    	
01824
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MD-Columbia
    	
 
    	
21045-4761
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NC-Apex-Cary   VOSCAL-Keysight
    	
 
    	
27502
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NJ-Budd Lake
    	
 
    	
07828-4301
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NY-Cold Spring
    	
 
    	
10516
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OH-Mentor
    	
 
    	
44060-5400
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OR-Lake Oswego
    	
 
    	
97035
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Bethlehem
    	
 
    	
18020
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Philadelphia-Keysight
    	
 
    	
 
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Austin
    	
 
    	
78759
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Richardson
    	
 
    	
75081
    	
 
    	
US
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-WA-Everett
    	
 
    	
98203
    	
 
    	
US
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Nanjing-Regus-Keysight
    	
 
    	
210005
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Headquarters
    	
 
    	
200001
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-MSD
    	
 
    	
200083
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-SSU
    	
 
    	
518057
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou
    	
 
    	
215021
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou-SSU   Warehouse
    	
 
    	
215021
    	
 
    	
CN
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Kobe
    	
 
    	
650-0044
    	
 
    	
JP
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Nagoya-Keysight
    	
 
    	
451-6040
    	
 
    	
JP
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Osaka-Keysight
    	
 
    	
530-0001
    	
 
    	
JP
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Shinjuku-Keysight
    	
 
    	
163-0532
    	
 
    	
JP
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Yokohama
    	
 
    	
222-0033
    	
 
    	
JP
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South   Korea-Daejon-Keysight
    	
 
    	
302-828
    	
 
    	
KR
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Gumi
    	
 
    	
730-360
    	
 
    	
KR
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Seoul
    	
 
    	
150-711
    	
 
    	
KR
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Taegu City
    	
 
    	
701-023
    	
 
    	
KR
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei BID
    	
 
    	
104
    	
 
    	
TW
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Austria-Vienna-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
4600
    	
 
    	
AT
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
A-4020
    	
 
    	
AT
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Gent
    	
 
    	
B-9051
    	
 
    	
BE
    
	
Europe
    	
 
    	
Denmark
    	
 
    	
Denmark-Aalborg
    	
 
    	
9220
    	
 
    	
DK
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Oulu
    	
 
    	
90630
    	
 
    	
FI
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Blagnac
    	
 
    	
31700
    	
 
    	
FR
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Boeblingen
    	
 
    	
Postfach 1473,,, Boeblingen,,   Baden-Werttemberg, BW, 71004, Germany
    	
 
    	
Herrenberger Strasse   130,,, Boeblingen,, Baden-Werttemberg, BW, 71034, Germany
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Hamburg
    	
 
    	
21079
    	
 
    	
DE
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Oberhaching
    	
 
    	
82041
    	
 
    	
DE
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Moscow
    	
 
    	
113054
    	
 
    	
RU
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Nizhny Novgorod
    	
 
    	
603057
    	
 
    	
RU
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Rostov-on-Don
    	
 
    	
344000
    	
 
    	
RU
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Tomsk
    	
 
    	
634050
    	
 
    	
RU
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-St.Petersburg-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Malaga
    	
 
    	
29590
    	
 
    	
ES
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Plan les   Ouates
    	
 
    	
1228
    	
 
    	
CH
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Bilbao-Keysight
    	
 
    	
48001
    	
 
    	
ES
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Rotselaar
    	
 
    	
B-3110
    	
 
    	
BE
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Goteborg
    	
 
    	
412 50
    	
 
    	
SE
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Barcelona   WTC-Keysight
    	
 
    	
08039
    	
 
    	
ES
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Les   Ulis-Olympe-Keysight
    	
 
    	
91978
    	
 
    	
FR
    
	
Leases assigned from Agilent to Keysight with subsequent   sub-lease to Agilent
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Englewood
    	
 
    	
80112-5910
    	
 
    	
US
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Stockholm
    	
 
    	
164 94
    	
 
    	
SE
    
	
Agilent leased sites with a sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-GA-Alpharetta
    	
 
    	
30022-1434
    	
 
    	
US
    
	
Asia Pacific
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    	
 
    	
 
    	
 
    	
HK
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Kuala Lumpur
    	
 
    	
47400
    	
 
    	
MY
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Espoo
    	
 
    	
FIN-02600
    	
 
    	
FI
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Ratingen
    	
 
    	
40880
    	
 
    	
DE
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Rome-Lamaro
    	
 
    	
00173
    	
 
    	
IT
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Madrid
    	
 
    	
28230
    	
 
    	
ES
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Morges
    	
 
    	
CH-1110
    	
 
    	
CH
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Niederrad-Keysight
    	
 
    	
60528
    	
 
    	
DE
    


 




 









 

	
Region
    	
 
    	
Country
    	
 
    	
Site Name
    	
 
    	
Address Mail
    	
 
    	
Address Ship
    
	
Owned by Agilent with sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Clara HQ
    	
 
    	
P. O. Box 58059,,, Santa   Clara, CA, Santa Clara,, 95052-8059, United States
    	
 
    	
5301 Stevens Creek   Blvd,,, Santa Clara, CA, Santa Clara,, 95051-7295, United States
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Manesar Campus
    	
 
    	
Plot No CP -11, Sector   -8, IMT Manesar,, Manesar-Gurgaon,,, Haryana, 122051, India
    	
 
    	
Plot No CP -11, Sector   -8, IMT Manesar, Gurgaon, Haryana, 122051, India
    
	
Asia Pacific
    	
 
    	
Singapore
    	
 
    	
Singapore
    	
 
    	
No. 1 Yishun Avenue 7,,,   Singapore,,,, 768923, Singapore
    	
 
    	
No. 1 Yishun Avenue 7,,,   Singapore,,,, 768923, Singapore
    
	
Asia Pacific
    	
 
    	
Australia
    	
 
    	
Australia-Mulgrave
    	
 
    	
679 Springvale Rd,,, Mulgrave,   Victoria,,, 3170, Australia
    	
 
    	
679 Springvale Rd,,, Mulgrave,   Victoria,,, 3170, Australia
    
	
Conveyance from Agilent to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Santa Rosa Campus
    	
 
    	
1400 Fountaingrove Pkwy,   2LS Dock,, Santa Rosa, CA, Sonoma,, 95403-6493, United States
    	
 
    	
1400 Fountaingrove Pkwy,   2LS Dock,, Santa Rosa, CA, Sonoma,, 95403-6493, United States
    
	
Conveyance from Agilent to Keysight with leaseback to   Agilent
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Colorado Springs
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Loveland
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Hachioji
    	
 
    	
9-1 Takakura-cho,   Hachioji-shi, Tokyo, 192-8550 Japan
    	
 
    	
9-1 Takakura-cho,   Hachioji-shi, Tokyo, 192-8550 Japan
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Chungli
    	
 
    	
20, Kao Shuang Road,   Ping Chen City, Tao Yuan 324, Taiwan
    	
 
    	
20, Kao Shuang Road,   Ping Chen City, Tao Yuan 324, Taiwan
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity with leaseback to Agilent
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Beijing Campus
    	
 
    	
No.3, Wang Jing Bei Lu, Chao   Yang District, Beijing,, Beijing,, 100102, China
    	
 
    	
No. 3, Wang Jing Bei Lu,   Chao Yang District, Beijing,, Beijing,, 100102, China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Chengdu Campus
    	
 
    	
No. 116, 4th Tian Fu   Street, Chengdu Hi-Tech Industrial Development Zone (South), China, Chengdu,,,   Sichuan, 610041, China
    	
 
    	
No. 116, 4th Tian Fu   Street, Chengdu Hi-Tech Industrial Development Zone (South), China, Chengdu,,,   Sichuan, 610041, China
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Penang
    	
 
    	
Bayan Lepas Free   Industrial Zone,,, Penang,,, PG, 11900, Malaysia
    	
 
    	
Bayan Lepas Free Industrial   Zone,,, Penang,,, PG, 11900, Malaysia
    
	
Transferred by Agilent to Keysight as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
S. Queensferry, UK Land
    	
 
    	
 
    	
 
    	
 
    
	
Conveyance from Keysight to Agilent as a result of Keysight   retaining existing legal entity
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Church Stretton
    	
 
    	
Essex Road (Unit 2 &   Link),,, Church Stretton, SH,,, SY6 6AX, United Kingdom
    	
 
    	
Essex Road (Unit 2 &   Link),,, Church Stretton, SH,,, SY6 6AX, United Kingdom
    
	
Leases assigned from Keysight to Agilent as a result of   Keysight keeping existing legal entity
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Bracknell-Venture   House-Agilent
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Cheadle
    	
 
    	
5500 Lakeside, Cheadle   Royal Business Park,, Stockport,,, Cheshire, SK8 3GR, United Kingdom
    	
 
    	
5500 Lakeside, Cheadle   Royal Business Park,, Stockport,,, Cheshire, SK8 3GR, United Kingdom
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Craven Arms
    	
 
    	
Long Lane Industrial   Estate,,, Craven Arms, SH,,, SY7 8NS, United Kingdom
    	
 
    	
Long Lane Industrial   Estate,,, Craven Arms, SH,,, SY7 8NS, United Kingdom
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Yarnton
    	
 
    	
6 Mead Road, Units 6-8,   Oxford Industrial Park,,, Yarnton, OX,,, OX5 1QU, United Kingdom
    	
 
    	
6 Mead Road, Units 6-8,   Oxford Industrial Park,,, Yarnton, OX,,, OX5 1QU, United Kingdom
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Upper Heyford
    	
 
    	
Building 3048, Heyford   Park, Upper Heyford,, Bicester,,, OXON, OX25 5HD, United Kingdom
    	
 
    	
6 Mead Road, Units 6-8,   Oxford Industrial Park,,, Yarnton, OX,,, OX5 1QU, United Kingdom
    
	
Keysight leases where no assignment required
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Sao Paulo-Castelo   Branco-Keysight
    	
 
    	
Avenida Marcos Penteado   de Ulhoa Rodrigues No. 939 SALA A, Castelo Branco Office Park, 6th Floor, Barueri,   Barueri, Sao Paulo,,, 06460-040, Brazil
    	
 
    	
Avenida Marcos Penteado   de Ulhoa Rodrigues No. 939 SALA A, Castelo Branco Office Park, 6th Floor, Barueri,   Barueri, Sao Paulo,,, 06460-040, Brazil
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Guangzhou-Keysight
    	
 
    	
Rm 1307, Fuliyinglong   Plaza, No. 76 Huangnpu Ave. (West),, Guangzhou,,, Guangzhou,, China
    	
 
    	
Rm 1307, Fuliyinglong   Plaza, No. 76 Huangnpu Ave. (West),, Guangzhou,,, Guangzhou,, China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Citic   Plaza
    	
 
    	
5/F, 16/F - 18/F Citic   Plaza Shenhong, No. 1350 North Sichuan Road, Hongkou District, Shanghai, China
    	
 
    	
5/F, 16/F - 18/F Citic   Plaza Shenhong, No. 1350 North Sichuan Road, Hongkou District, Shanghai, China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-Duty Free   Bldg
    	
 
    	
#6 Fu Hua Road, Fu Tian   District, Shenzhen, 3F, Duty Free Building,, Shenzhen,,, Shenzhen, 518048, China
    	
 
    	
#6 Fu Hua Road, Fu Tian   District, Shenzhen, 3F, Duty Free Building,, Shenzhen, 518048, China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Wuhan-Keysight
    	
 
    	
18F, Wuhan Poly Plaza,   No 99 Zhongnan Road
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Hyderabad
    	
 
    	
3rd Floor, Block III, My   Home IT Hub, Madhapur,, Hyderabad,,, Andhra, 81, India
    	
 
    	
3rd Floor, Block III, My   Home IT Hub, Madhapur,, Hyderabad,,, Andhra, 81, India
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-New Delhi
    	
 
    	
Splendor Form, Plot No 3,   First Floor, Jasola District Centre,, New Delhi, DL,, Delhi (UT), 110025, India
    	
 
    	
Splendor Form, Plot No 3,   First Floor, Jasola District Centre,, New Delhi, DL,, Delhi (UT), 110025, India
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Bangalore Tech   Center-Keysight
    	
 
    	
The Millenia, 2nd Floor,   Tower D, Ulsoor Road, Banglore - 560008
    	
 
    	
The Millenia, 2nd Floor,   Tower D, Ulsoor Road, Banglore - 560008
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Chennai-Keysight
    	
 
    	
Olympia Tech Park, Level   2, Altius No.1, SIDCO Industrial Estate,, Chennai, Tamil Nadu,,, 600032, India
    	
 
    	
Olympia Tech Park, Level   2, Altius No.1, SIDCO Industrial Estate,, Chennai, Tamil Nadu,,, 600032, India
    
	
Asia Pacific
    	
 
    	
India
    	
 
    	
India-Mumbai-Keysight
    	
 
    	
Times Square, 2nd Floor,   Andheri Kurla Road, Andheri East, Mumbai, Maharashtra
    	
 
    	
Times Square, 2nd Floor,   Andheri Kurla Road, Andheri East, Mumbai, Maharashtra
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Kao Hsiung
    	
 
    	
25F-1, No. 6, Shy-Wei   3rd Road, Lingya District, Kaohsiung 802, Taiwan
    	
 
    	
25F-1, No. 6, Shy-Wei   3rd Road, Lingya District, Kaohsiung 802, Taiwan
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel - Haifa
    	
 
    	
Building 30, Matam,, Haifa,,,,   31905, Israel
    	
 
    	
Building 30, Matam,, Haifa,,,,   31905, Israel
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Milan-Fiorita-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Netherlands
    	
 
    	
Netherlands-Amstelveen-New   site
    	
 
    	
Groenelaan 5,,, AMSTELVEEN,,,,   1186 AA, Netherlands
    	
 
    	
Groenelaan 5,,, AMSTELVEEN,,,,   1186 AA, Netherlands
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 710
    	
 
    	
710 Wharfedale Road, Winnersh   Triangle,, WOKINGHAM,,, BERKS, RG41 5TP, United Kingdom
    	
 
    	
710 Wharfedale Road, Winnersh   Triangle,, WOKINGHAM,,, BERKS, RG41 5TP, United Kingdom
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Winnersh 610
    	
 
    	
610 Wharfedale Road, Winnersh   Triangle,, WOKINGHAM,,, BERKS, RG41 5TP, United Kingdom
    	
 
    	
610 Wharfedale Road, Winnersh   Triangle,, WOKINGHAM,,, BERKS, RG41 5TP, United Kingdom
    
	
Keysight leases where no assignment required - with   sublease to Agilent (reverse spin)
    	
 
    	
 
    
	
Europe
    	
 
    	
Israel
    	
 
    	
Israel-Azorim Park
    	
 
    	
Azorim Business Park,   Dekel Building, 94 Derech Em Hamoshavot St.,, Petach Tikva,,,, 49527, Israel
    	
 
    	
Azorim Business Park,   Dekel Building, 94 Derech Em Hamoshavot St.,, Petach Tikva,,,, 49527, Israel
    
	
Europe
    	
 
    	
United Kingdom
    	
 
    	
UK-Edinburgh
    	
 
    	
4-5 Lochside Avenue, Edinburgh   Park,, Edinburgh, Lothian Region,,, EH12 9DJ, United Kingdom
    	
 
    	
4-5 Lochside Avenue, Edinburgh   Park,, Edinburgh, Lothian Region,,, EH12 9DJ, United Kingdom
    
	
Leases assigned from Agilent to Keysight
    	
 
    	
 
    
	
Americas
    	
 
    	
Brazil
    	
 
    	
Brazil-Manaus
    	
 
    	
Av. Tefe, 4223 Sala 21, Jd.   Japiim,, Manaus, AM,,, 69077-130, Brazil
    	
 
    	
Av. Tefe, 4223 Sala 21, Jd.   Japiim,, Manaus, AM,,, 69077-130, Brazil
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Calgary-Freeport-Keysight
    	
 
    	
90 Freeport Blvd. NE, unit   4 bay 105,, Calgary,,, Alberta, T3J 5J9, Canada
    	
 
    	
90 Freeport Blvd. NE, unit   4 bay 105,, Calgary,,, Alberta, T3J 5J9, Canada
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Mississauga-Keysight
    	
 
    	
TBD
    	
 
    	
TBD
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-Ottawa-Terry Fox   Drive
    	
 
    	
350 Terry Fox Drive, Sutie   102,, Ottawa,,, Ontario, K2K 2W5, Canada
    	
 
    	
350 Terry Fox Drive, Sutie   102,, Ottawa,,, Ontario, K2K 2W5, Canada
    
	
Americas
    	
 
    	
Canada
    	
 
    	
Canada-St Laurent   Quebec-Keysight
    	
 
    	
2250 Boul. Alfred   Nobel,,, St. Laurent,,, PQ, H4S 2C9, Canada
    	
 
    	
2250 Boul. Alfred   Nobel,,, St. Laurent,,, PQ, H4S 2C9, Canada
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Guadalajara
    	
 
    	
Camino al Iteso 8900   Edificio 1, Col. Pinar de la Calma,, Tlaquepaque,,, JAL, 45080, Mexico
    	
 
    	
Camino al Iteso 8900   Edificio 1, Col. Pinar de la Calma,, Tlaquepaque,,, JAL, 45080, Mexico
    
	
Americas
    	
 
    	
Mexico
    	
 
    	
Mexico-Reynosa
    	
 
    	
Carretera a Matamoros Km   79 Local D-2, Entre Brecha E-101 y E-102,, Reynosa, Tamaulipas,,, 88730, Mexico
    	
 
    	
Carretera a Matamoros Km   79 Local D-2, Entre Brecha E-101 y E-102,, Reynosa, Tamaulipas,,, 88730, Mexico
    
	
Americas
    	
 
    	
United States
    	
 
    	
Americas-Micro Offices
    	
 
    	
14410 SE Petrovitsky   Road, suite 201c,, Renton, WA, King,, 98058, United States
    	
 
    	
14410 SE Petrovitsky   Road, suite 201c,, Renton, WA, King,, 98058, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-AZ-Chandler
    	
 
    	
4330 West Chandler   Blvd,,, Chandler, AZ, Maricopa,, 85226, United States
    	
 
    	
4330 West Chandler   Blvd,,, Chandler, AZ, Maricopa,, 85226, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Anaheim
    	
 
    	
2125 E. Katella Ave.,   Suite 300,,, Anaheim, CA, Orange,, 92806-6072, United States
    	
 
    	
2125 E. Katella Ave.,   Suite 300,,, Anaheim, CA, Orange,, 92806-6072, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-El Segundo
    	
 
    	
1601 N. Sepulveda Blvd.,   PMB #515,, Manhattan Beach, CA, Los Angeles,, 90266-5133, United States
    	
 
    	
1601 N. Sepulveda Blvd, PMB   #515,, Manhattan Beach, CA, Los Angeles,, 90266-5133, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Irvine
    	
 
    	
18005 Sky Park Circle, suite   FG1 of bldg 5401,, Irvine, CA, Orange,, 92614, United States
    	
 
    	
18005 Sky Park Circle, suite   FG1 of bldg 5401,, Irvine, CA, Orange,, 92614, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Pleasanton-Regus
    	
 
    	
4900 Hopyard Rd, office   number 4 and 10, US, Pleasanton, California, Alameda,, 94588, United States
    	
 
    	
4900 Hopyard Rd, office   number 4 and 10,, Pleasanton, California, Alameda,, 94588, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Roseville-RL
    	
 
    	
10090 Foothills Blvd.,,,   Roseville, CA, Placer,, 95747, United States
    	
 
    	
10090 Foothills Blvd.,,,   Roseville, CA, Placer,, 95747, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-San Diego
    	
 
    	
10650 Scripps Ranch   Blvd., Suite 224,, San Diego, CA, San Diego,, 92131, United States
    	
 
    	
10650 Scripps Ranch   Blvd., Suite 224,, San Diego, CA, San Diego,, 92131, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CA-Westlake Village
    	
 
    	
30721 Russell Ranch Road,   Suite 160,, Westlake Village, CA, Ventura,, 91362-7315, United States
    	
 
    	
30721 Russell Ranch Road,   Suite 160,, Westlake Village, CA, Ventura,, 91362-7315, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-DC-Washington   DC-Keysight
    	
 
    	
1050 Connecticut Ave, office   1049,, Washington DC, DC, District of Columbia,, 20036, United States
    	
 
    	
1050 Connecticut Ave, office   1049,, Washington DC, DC, District of Columbia,, 20036, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Boca Raton
    	
 
    	
2255 Glades Road, suite   324A, office # 23,, Boca Raton, FL, Palm Beach,, 33431, United States
    	
 
    	
2255 Glades Road, suite   324A, office # 23,, Boca Raton, FL, Palm Beach,, 33431, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-FL-Orlando
    	
 
    	
12000 Research Parkway, Suite   144,, Orlando, FL,,, 32826, United States
    	
 
    	
12000 Research Parkway, Suite   144,, Orlando, FL,,, 32826, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Arlington Heights
    	
 
    	
720 West Algonquin Road,   Suite 720,, Arlington Heights, IL,,, 60005, United States
    	
 
    	
720 West Algonquin Road,   Suite 720,, Arlington Heights, IL,,, 60005, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-IL-Schaumburg
    	
 
    	
10 N. Martingale Road,   Suite 550,,, Schaumburg, IL, Cook,, 60173, United States
    	
 
    	
10 N. Martingale Road,   Suite 550,,, Schaumburg, IL, Cook,, 60173, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Andover
    	
 
    	
40 Shattuck Road,,, Andover,   MA, Essex,, 01810-2455, United States
    	
 
    	
40 Shattuck Road,,, Andover,   MA, Essex,, 01810-2455, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MA-Chelmsford
    	
 
    	
101 Brick Kiln Rd., Unit   #1, Building II,, Chelmsford, MA,,, 01824, United States
    	
 
    	
101 Brick Kiln Rd., Unit   #1, Building II,, Chelmsford, MA,,, 01824, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-MD-Columbia
    	
 
    	
8825 Stanford Boulevard,   Suite 300,, Columbia, MD, Howard,, 21045, United States
    	
 
    	
8825 Stanford Boulevard,   Suite 300,, Columbia, MD, Howard,, 21045, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NC-Apex-Cary   VOSCAL-Keysight
    	
 
    	
3457 Apex Peakway,,, Apex,   NC, Wake,, 27502, United States
    	
 
    	
3457 Apex Peakway,,, Apex,   NC, Wake,, 27502, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NJ-Budd Lake
    	
 
    	
550 Clark Drive, Suite 101,,,   Budd Lake, NJ, Mt. Olive,, 07828, United States
    	
 
    	
550 Clark Drive, Suite 101,,,   Budd Lake, NJ, Mt. Olive,, 07828, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-NY-Cold Spring
    	
 
    	
3590 Route 9, Suite 106,,   Cold Spring, NY, Putnam,, 10516, United States
    	
 
    	
3590 Route 9, Suite 106,,   Cold Spring, NY, Putnam,, 10516, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OH-Mentor
    	
 
    	
7537 Mentor Avenue, Suite   107,, Mentor, OH,,, 44060, United States
    	
 
    	
7537 Mentor Avenue, Suite   107,, Mentor, OH,,, 44060, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-OR-Lake Oswego
    	
 
    	
5 Centerpoint Dr., Suite   400, unit 10,, Lake Oswego, Oregon, Clackamus,, 97035, United States
    	
 
    	
5 Centerpoint Dr., Suite   400, unit 10,, Lake Oswego, Oregon, Clackamus,, 97035, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Bethlehem
    	
 
    	
2840 Emerick Blvd, suite   A-4,, Bethlehem, PA, Northhampton,, 18020, United States
    	
 
    	
2840 Emerick Blvd, suite   A-4,, Bethlehem, PA, Northhampton,, 18020, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-PA-Philadelphia-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Austin
    	
 
    	
11044 Research Blvd., Suite   B-420,, Austin, TX,,, 78759, United States
    	
 
    	
11044 Research Blvd., Suite   B-420,, Austin, TX,,, 78759, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-TX-Richardson
    	
 
    	
1220 E. Campbell Rd, Suite   100,, Richardson, TX, Dallas,, 75081, United States
    	
 
    	
1220 E. Campbell Rd, Suite   100,, Richardson, TX, Dallas,, 75081, United States
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-WA-Everett
    	
 
    	
1615 75th Street, SW, Suite   210,, Everett, WA, Snohomish,, 98203-6261, United States
    	
 
    	
1615 75th Street, SW, Suite   210,, Everett, WA, Snohomish,, 98203-6261, United States
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Nanjing-Regus-Keysight
    	
 
    	
8F, Nanjing, Jinling-Asia   Pacific Tower, Hotel Asia Pacific Jinling No.2, Hanzhong Road,, Gulou   District, Nanjing, Jiangsu, 210005, China
    	
 
    	
Nanjing, Jinling-Asia   Pacific Tower 8th Floor, Hotel Asia Pacific Jinling No.2, Hanzhong Road,, Gulou   District, Nanjing, Jiangsu, 210005, China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-Headquarters
    	
 
    	
Room 2520, 25F, 168 Xi   Zang(Middle) Road, Huangpu District, Shanghai, 200001, China
    	
 
    	
Room 2520, 25F, 168 Xi   Zang(Middle) Road, Huangpu District, Shanghai, 200001, China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shanghai-MSD
    	
 
    	
Unit J & H, 1/F,   Building No. 26, No. 196 Ouyang Road, Hongkou District,, Shanghai, 200083   China
    	
 
    	
Unit J & H, 1/F,   Building No. 26, No. 196 Ouyang Road,, Hong Kou District,, Shanghai   200083China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Shenzhen-SSU
    	
 
    	
Unit A, B, 7/F Block 2, 8   Kefa Road, Science Park,, Shenzhen, GD,,, 518057, China
    	
 
    	
Unit A, B, 7/F Block 2, 8   Kefa Road, Science Park,, Shenzhen, GD,,, 518057, China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou
    	
 
    	
Room 1610-1611, 16/F   Century Financial Building, No.1 Suhua Road, Industrial Park Suzhou, Suzhou, 215021,   China
    	
 
    	
Room 1610-1611, 16/F   Century Financial Building, 1 Suhua Road, Industrial Park Suzhou, Suzhou, 215021,   China
    
	
Asia Pacific
    	
 
    	
China
    	
 
    	
China-Suzhou-SSU   Warehouse
    	
 
    	
Room 710, 7/F Century   Financial Building, No.1 Suhua Road, Industrial Park Suzhou, Suzhou, Jiangsu,   215021, China
    	
 
    	
Room 710, 7/F Century   Financial Building, 1 Suhua Road, Industrial Park Suzhou, Suzhou, Jiangsu, 215021,   China
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Kobe
    	
 
    	
Kobe Harborland Center   Building, 1-3-3 Higashikawasaki-chou, Chuo-ku, Kobe-shi, Hyogo, 650-0044
    	
 
    	
Kobe Harborland Center   Building, 1-3-3 Higashikawasaki-chou, Chuo-ku, Kobe-shi, Hyogo, 650-0044
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Nagoya-Keysight
    	
 
    	
Level 40 Nagoya Lucent   Tower, 6-1 Ushijima-cho, Nishi-ku, Nagoya, Aichi, 451-6040 Japan
    	
 
    	
Level 40 Nagoya Lucent   Tower, 6-1 Ushijima-cho, Nishi-ku, Nagoya, Aichi, 451-6040 Japan
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Osaka-Keysight
    	
 
    	
Level 19 Hilton Plaza   West Office Tower, 2-2-2 Umeda, Kita-ku, Osaka, Osaka, 530-0001 Japan
    	
 
    	
Level 19 Hilton Plaza   West Office Tower, 2-2-2 Umeda, Kita-ku, Osaka, Osaka, 530-0001 Japan
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Shinjuku-Keysight
    	
 
    	
Level 32, Shinjuku   Nomura Building, 1-26-2, Nishi-shinjuku, Shinjuku-ku, Tokyo, 163-0532 Japan
    	
 
    	
Level 32, Shinjuku   Nomura Building, 1-26-2, Nishi-shinjuku, Shinjuku-ku, Tokyo, 163-0532 Japan
    
	
Asia Pacific
    	
 
    	
Japan
    	
 
    	
Japan-Yokohama
    	
 
    	
Sumitomofudousan   Shinyokohama Bldg., 2-5-5, Shin-Yokohama, Kouhoku-ku, Yokohama-shi, Kanagawa,   222-0033 Japan
    	
 
    	
Sumitomofudousan   Shinyokohama Bldg., 2-5-5, Shin-Yokohama, Kouhoku-ku, Yokohama-shi, Kanagawa,   222-0033 Japan
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South   Korea-Daejon-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Gumi
    	
 
    	
5th, Samsung Building, 16-2,   Jinpyung-dong,, Gumi-si,,,, Kyungsangbook-do, 730-360, South Korea
    	
 
    	
5th, Samsung Building, 16-2,   Jinpyung-dong,, Gumi-si,,, Kyungsangbook-do, 730-360, South Korea
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Seoul
    	
 
    	
#25 - 12, Yeouido-dong,   Yeongdeungpo-gu, Yoido P. O. Box 633,, Seoul,,,, 150-711, South Korea
    	
 
    	
#25 - 12, Yeouido-dong,   Yeongdeungpo-gu, Yoido P. O. Box 633,, Seoul,,,, 150-711, South Korea
    
	
Asia Pacific
    	
 
    	
South Korea
    	
 
    	
South Korea-Taegu City
    	
 
    	
111, Sinchun 3-dong,   Dong-ku, 18th Floor, Youngnam Tower,, Taegu City,,,, 701-023, South Korea
    	
 
    	
111, Sinchun 3-dong,   Dong-ku, 18th Floor, Youngnam Tower,, Taegu City,,,, 701-023, South Korea
    
	
Asia Pacific
    	
 
    	
Taiwan
    	
 
    	
Taiwan-Taipei BID
    	
 
    	
7th Floor, No. 2, Sec.1,   Fu-Hsing South Road, Taipei104, Taiwan
    	
 
    	
7th Floor, No. 2, Sec.1,   Fu-Hsing South Road, Taipei104, Taiwan
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Austria-Vienna-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
City Campus Wels, Rainer   Str. 15,, Wels,,, Oberösterreich, 4600, Austria
    	
 
    	
City Campus Wels, Rainer   Str. 15,, Wels,,, Oberösterreich, 4600, Austria
    
	
Europe
    	
 
    	
Austria
    	
 
    	
Europe-Micro Offices
    	
 
    	
Gruberstrasse 40,,, Linz,,,,   A-4020, Austria
    	
 
    	
Gruberstrasse 40,,, Linz,,,,   A-4020, Austria
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Gent
    	
 
    	
Lammerstraat 20,,, Gent,,,   WB, B-9000, Belgium
    	
 
    	
Lammerstraat 20,,, Gent,,,   WB, B-9000, Belgium
    
	
Europe
    	
 
    	
Denmark
    	
 
    	
Denmark-Aalborg
    	
 
    	
Alfred Nobels Vej 21 D, NOVI   3-4,, Aalborg,,,, 9220, Denmark
    	
 
    	
Alfred Nobels Vej 21 D, NOVI   3-4,, Aalborg,,,, 9220, Denmark
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Oulu
    	
 
    	
Kaapelitie 4,,, Oulu,,,,   90630, Finland
    	
 
    	
Kaapelitie 4, NET/IMN/Ruskon   Tukiasematalo,, Oulu,,,, 90630, Finland
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Blagnac
    	
 
    	
2bis, rue Marcel Doret,,,   Blagnac,,, 31, 31700, France
    	
 
    	
2bis, rue Marcel Doret,,,   Blagnac,,, 31, 31700, France
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Boeblingen
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Hamburg
    	
 
    	
TuTech Innovation Center,   21079 Hamburg, Harburger Schloßstrasse 6-12, Hamburg,,, Hamburg, 21079, Germany
    	
 
    	
TuTech Innovation Center,   21079 Hamburg, Harburger Schloßstrasse 6-12, Hamburg,,, Hamburg, 21079, Germany
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Oberhaching
    	
 
    	
12, Bajuwarenring,,, Oberhaching,,   Bayern, BY, 82041, Germany
    	
 
    	
12, Bajuwarenring,,, Oberhaching,,   Bayern, BY, 82041, Germany
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Moscow
    	
 
    	
Kosmodamianskaja   naberezhnaya, 52/1,,, Moscow,,,, 113054, Russian Federation
    	
 
    	
Kosmodamianskaja   naberezhnaya, 52/1,,, Moscow,,,, 113054, Russian Federation
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Nizhny Novgorod
    	
 
    	
Oka Business Park, Pr.   Gagarina, 27,, Nizhny Novgorod,,,, 603057, Russian Federation
    	
 
    	
Oka Business Park, Pr.   Gagarina, 27,, Nizhny Novgorod,,,, 603057, Russian Federation
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Rostov-on-Don
    	
 
    	
Riverside, Beregovaya   str., 8, Office 4,, Rostov-on-Don,,,, 344000, Russian Federation
    	
 
    	
Riverside, Beregovaya   str., 8, Office 4,, Rostov-on-Don,,,, 344000, Russian Federation
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-Tomsk
    	
 
    	
Batenkova sq., Building   2, Office 208, 2nd floor,,, Tomsk,,,, 634050, Russian Federation
    	
 
    	
Batenkova sq., Building   2, Office 208, 2nd floor,,, Tomsk,,,, 634050, Russian Federation
    
	
Europe
    	
 
    	
Russian Federation
    	
 
    	
Russia-St.Petersburg-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Malaga
    	
 
    	
Parque Tecnologico de   Andalucia, Severo Ochoa, no 21, Parcela I+D 6B,, Malaga,,, Malaga, 29590, Spain
    	
 
    	
Parque Tecnologico de   Andalucia, Severo Ochoa, no 21, Parcela I+D 6B,, Malaga,,, Malaga, 29590, Spain
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Plan les   Ouates
    	
 
    	
Chemin des Aulx, 12, Plan-les-Ouates,,   Geneva,,, GE, 1228, Switzerland
    	
 
    	
Chemin des Aulx, 12, Plan-les-Ouates,,   Geneva,,, GE, 1228, Switzerland
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Bilbao-Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Europe
    	
 
    	
Belgium
    	
 
    	
Belgium-Rotselaar
    	
 
    	
Wingepark 51,,, Rotselaar,,,   AN, B-3110, Belgium
    	
 
    	
Wingepark 51,,, Rotselaar,,,   AN, B-3110, Belgium
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Goteborg
    	
 
    	
c/o Garda Business Hotel   AB, Drakegatan 10,, Goteborg,,,, 412 50, Sweden
    	
 
    	
c/o Garda Business Hotel   AB, Drakegatan 10,, Gotegorg,,,, 412 50, Sweden
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Barcelona   WTC-Keysight
    	
 
    	
World Trade Center, Edif   Sur 5 Planta, Moll Barcelona,, Barcelona,,, 08, 08039, Spain
    	
 
    	
World Trade Center, Edif   Sur 5 Planta, Moll Barcelona,, Barcelona,,, 08, 08039, Spain
    
	
Europe
    	
 
    	
France
    	
 
    	
France-Les Ulis-Olympe-Keysight
    	
 
    	
3, avenue du Canada —   bâtiment Olympe, Zone d’Activities de Courtaboeuf,, Les Ulis, Essone,,, 91940,   France
    	
 
    	
3, avenue du Canada —   bâtiment Olympe, Zone d’Activities de Courtaboeuf,, Les Ulis, Essone,,, 91940,   France
    
	
Leases assigned from Agilent to Keysight with subsequent   sub-lease to Agilent
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-CO-Englewood
    	
 
    	
P. O. Box 4026,,, Englewood,   CO, Douglas,, 80155, United States
    	
 
    	
P. O. Box 4026,,, Englewood,   CO, Douglas,, 80155, United States
    
	
Europe
    	
 
    	
Sweden
    	
 
    	
Sweden-Stockholm
    	
 
    	
Box 52,,, Kista/Arvinge,,,,   164 94, Sweden
    	
 
    	
Igelbacksgatan 20,   Lastkaj 6,,, Kista/Arvinge,,,, 164 46, Sweden
    
	
Agilent leased sites with a sub-lease to Keysight
    	
 
    	
 
    	
 
    	
 
    
	
Americas
    	
 
    	
United States
    	
 
    	
US-GA-Alpharetta
    	
 
    	
3750 Brookside Parkway, Suite   100/200,, Alpharetta, GA, Fulton,, 30022-1434, United States
    	
 
    	
3750 Brookside Parkway, Suite   100/200,, Alpharetta, GA, Fulton,, 30022-1434, United States
    
	
Asia Pacific
    	
 
    	
Hong Kong
    	
 
    	
Hong Kong
    	
 
    	
25/F. @Convoy, 169   Electric Road, North Point,, Hong Kong, Hong Kong, Hong Kong,,,, Hong Kong
    	
 
    	
25/F. @Convoy, 169   Electric Road, North Point,, Hong Kong, Hong Kong, Hong Kong,,,, Hong Kong
    
	
Asia Pacific
    	
 
    	
Malaysia
    	
 
    	
Malaysia-Kuala Lumpur
    	
 
    	
Unit 201 Level 2 Uptown   2, 2 Jalan SS21/37 Damansara Uptown,, Petaling Jaya,,, SL, 47400, Malaysia
    	
 
    	
Pejabat Pos Kelana Jaya,   Peti Surat 8195,, Petaling Jaya,,, SL, 46784, Malaysia
    
	
Europe
    	
 
    	
Finland
    	
 
    	
Finland-Espoo
    	
 
    	
Panorama Tower, Hevosenkenkä   3,, Espoo,,,, FIN-02600, Finland
    	
 
    	
Panorama Tower, Hevosenkenkä   3,, Espoo,,,, FIN-02600, Finland
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Ratingen
    	
 
    	
Postfach 103041,,, Ratingen,,   Nordrhein-Westfalen, NW, 40847, Germany
    	
 
    	
Keysight Technologies,   c/o Steinmann GmbH, Am Westbahnhof 37, Ratingen, Nordrhein  ́-Westfalen,   40878, Germany
    
	
Europe
    	
 
    	
Italy
    	
 
    	
Italy-Rome-Lamaro
    	
 
    	
Via Vincenzo Lamaro 15,,,   Roma,,, RM, 00173, Italy
    	
 
    	
Via Vincenzo Lamaro 15,,,   Roma,,, RM, 00173, Italy
    
	
Europe
    	
 
    	
Spain
    	
 
    	
Spain-Madrid
    	
 
    	
Carretera N-VI, km   18.2,,, Las Rozas,,, 28, 28230, Spain
    	
 
    	
Carretera N-VI, km   18.2,,, Las Rozas,,, 28, 28230, Spain
    
	
Europe
    	
 
    	
Switzerland
    	
 
    	
Switzerland-Morges
    	
 
    	
Rue de la Gare, 29,,, Morges,,,   Vaud, CH-1110, Switzerland
    	
 
    	
Rue de la Gare, 29,,, Morges,,,   Vaud, CH-1110, Switzerland
    
	
Europe
    	
 
    	
Germany
    	
 
    	
Germany-Niederrad-Keysight
    	
 
    	
4th. Floor, Lyonerstr.   20, Frankfurt-Niederrad, Hessen, 60528, Germany
    	
 
    	
4th. Floor, Lyonerstr.   20, Frankfurt-Niederrad, Hessen, 60528, Germany
    


 




 









 

SCHEDULE 1

 

FORM DEED

 

After recording return to:

                                         

                                         

Attn:

 

SPECIAL WARRANTY DEED

 

THIS SPECIAL WARRANTY DEED is made as of the 1st day of August, 2014, between  [                                                                      ], a(n) [                                                         ] (“Grantor”), and [                                                ], a(n) [                                             ] (“Grantee”), whose address is [                                                                                                            ].

 

Grantor, for good and valuable consideration of the sum of Ten Dollars ($10.00), the receipt and sufficiency of which is hereby acknowledged, hereby sells and conveys to Grantee, all of that certain tract or parcel of land lying and being in [                                                                                                                  ], as more particularly described as follows (the “Property”):

 

See Exhibit A attached hereto and incorporated herein by reference.

 

TO HAVE AND TO HOLD the Property, together with all and singular the rights and appurtenances thereof, to the same belonging or in any way appurtenances thereof, to the same belonging or in any way appertaining, to the only proper use and benefit of Grantee in fee simple.

 

SUBJECT TO all matters of record affecting the property, applicable governmental restrictions, rights of way, easements, encroachments and such other matters that a reasonable inspection or survey of the property would identify, Grantor will warrant and forever defend the right and title to the tract or parcel of land described above to the Grantee against the claims of all persons claiming by, through or under Grantor, and not otherwise.

 

[Signature page follows]

 











 

IN WITNESS WHEREOF, Grantor has executed this deed on the above date.

 

	
 
    	
GRANTOR:
    
	
 
    	
 
    
	
 
    	
[                                                           ],   a(n)
    
	
 
    	
[                                                           ]
    
	
 
    	
 
    
	
 
    	
 
    
	
 
    	
By:
    	
 
    
	
 
    	
Name:
    	
 
    
	
 
    	
Title:
    	
 
    


 

 

STATE OF                          

 

COUNTY OF                        

 

On                                                    before me,                                                 , personally appeared                                                                 , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

 

Witness my hand and official seal.

 

	
Signature
    	
 
    	
 
    	
(seal)
    


 











 

EXHIBIT A

 

Legal Description

 











 

SCHEDULE 2

 

FORM ASSIGNMENT

 

ASSIGNMENT OF LEASE

 

THIS ASSIGNMENT OF LEASE (this “Assignment”) is dated for reference purposes as of August 1, 2014, and is made between                                                   , a Delaware corporation (“Assignor”) and                                                         , a Delaware corporation (“Assignee”).

 

RECITALS

 

This Assignment is made with reference to the following facts and with the following intentions:

 

A.                                                                                                                    , as landlord (“Landlord”), and Assignor, as tenant, entered into that certain lease dated as of                                                  (the “Lease”), whereby Landlord leased to Assignor certain premises located at                                                                  the “Premises”).

 

B.                                    Assignor wishes to assign all of its right, title and interest under the Lease to Assignee, and Assignee wishes to accept such assignment.

 

1.                                      Assignment:  For good and valuable consideration, receipt of which is hereby acknowledged, Assignor hereby assigns, transfers and conveys to Assignee, and Assignee hereby accepts such assignment and assumes all of Assignor’s obligations and rights in, under and to the Lease and the Premises.

 

2.                                      Effective Date:  This Assignment shall be effective on (a) August 1, 2014, or (b) if Landlord’s consent is required under the Lease to the assignment of the Lease as described herein, such later date as Assignor receives Landlord’s written consent.

 

3.                                      Miscellaneous:  Assignor shall, at any time and from time to time, execute such additional documents and take such additional actions as Assignee or its successors or assigns may reasonably request to carry out the purposes of this Assignment.  This Assignment shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns.  If any one or more of the provisions contained in this Assignment shall be invalid, illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions contained herein shall not in any way be affected or impaired thereby.  This Assignment may be executed in one or more counterparts, each of which shall be an original, but all of which, taken together, shall constitute one and the same Assignment.  This Assignment is subject to that certain Real Estate Matters Agreement that is intended to be effective as of August 1, 2014, between Agilent Technologies, Inc., a Delaware corporation, and Keysight Technologies, Inc., a Delaware corporation (the “Real Estate Matters Agreement”).  In the event

 











 

of a conflict between the terms of this Assignment and the Real Estate Matters Agreement, the terms of this Assignment shall control.

 

IN WITNESS WHEREOF, the parties hereto have executed this Assignment intending it to be effective as of the Effective Date.

 

 

	
ASSIGNOR:
    	
 
    	
ASSIGNEE:
    
	
 
    	
 
    	
 
    
	
                                                                                                      ,
    	
 
    	
                                                                                                      ,
    
	
a Delaware corporation
    	
 
    	
a Delaware corporation
    
	
 
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
By:
    	
 
    	
 
    	
By:
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
Its:
    	
 
    	
 
    	
Its:
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
Date:
    	
 
    	
 
    	
Date:
    	
 
    


 











 

SCHEDULE 3

 

FORM SUBLEASE

 

SUBLEASE

 

This Sublease (this “Sublease”) is entered into between                                         , a Delaware corporation (“Sublessor”) and                                         , a Delaware corporation (“Sublessee”), as of August 1, 2014.

 

1.              Premises Subleased.  Sublessor hereby subleases to Sublessee, and Sublessee hereby subleases from Sublessor, upon the terms and conditions set forth herein, certain premises (the “Premises”) consisting of approximately            square feet, commonly known as                                                                                   , as shown on Exhibit A hereto.

 

2.              Master Lease and Master Lessor.  The Premises consist of a portion of the premises (the “Master Premises”) that are leased by Sublessor from                                                    (“Master Lessor”) pursuant to a lease dated                                (the “Master Lease”).  In connection with its use of the Premises, subject to any rules of Master Lessor, Sublessee shall also have the non-exclusive right to use the common areas outside the Master Premises that Sublessor has the right to use under the Master Lease and, subject to Sublessor’s reasonable rules and regulations, the hallways, stairways, restrooms, kitchens, break rooms and other areas of the Master Premises that may be reasonably necessary for Sublessee’s use of the Premises as shown on Exhibit A hereto (the “Shared Areas”).   A complete copy of the Master Lease is attached hereto as Exhibit B and made a part hereof.

 

3.              Term.  The term of this Sublease (the “Term”) shall commence on August 1, 2014 (“Commencement Date”), and end on the date the current term of the Master Lease expires, unless this Sublease is sooner terminated pursuant to its terms or the Master Lease terminates for any reason.  Any occupation by Sublessee following the expiration of the Term shall not constitute an extension or renewal of this Sublease or the Term.

 

4.              Rent.  Sublessee shall pay Sublessor as rent for the Premises (“Base Rent”) its pro rata share (based on the ratio of the square footage of the Premises to the square footage of the Master Premises (its “Pro Rata Share”)) of the rent payable under the Master Lease, together with an amount equal to Sublessee’s pro rata share (based on the ratio of square footage of the Premises (excluding the Shared Areas) to the square footage of the Master Premises (excluding the Shared Areas), of the rent payable under the Master Lease with respect to the Shared Areas.  Such amounts shall be due and payable within thirty (30) days of delivery by Landlord of an invoice therefor, without deduction or offset and without prior notice or demand, at the address indicated by Sublessor in writing from time to time.  Such Base Rent shall increase from time to time based on increases in the base rent under the Master Lease.  In addition, Sublessee shall pay, as and when due under the Master Lease, (a) its Pro Rata Share of all operating expenses, taxes, insurance and other costs payable under the Master Lease, but specifically excluding any fees, costs, charges or other consideration paid or payable by Sublessor to Master Lessor in connection with Sublessor’s exercise of any termination right or option that Sublessor may have

 











 

under the Master Lease to terminate the Master Lease prior to the expiration of the then-scheduled term of the Master Lease (it being understood that Sublessee shall have no obligation to pay any portion of any such fees, costs, charges, penalties or other consideration paid in connection with Sublessor’s exercise of any such early termination right or option, and that Sublessor reserves the right to exercise any such express early termination right or option held by Sublessor under the Master Lease notwithstanding anything to the contrary contained in this Sublease), and (b) all costs directly incurred by or at the request of Sublessee with respect to its use of the Premises.  All amounts required to be paid by Sublessee under this Sublease other than Base Rent shall be deemed additional rent.

 

5.              Premises Subject to Master Lease.  This Sublease is subject to all of the provisions of the Master Lease, and Sublessee shall be bound with respect to the Premises by all the terms, covenants, and conditions of the Master Lease.  Except as set forth below, or to the extent inconsistent with the express provisions of this Sublease, the terms and conditions of this Sublease shall include all of the terms of the Master Lease and such terms are incorporated into this Sublease as if fully set forth herein, except that: (a) each reference in such incorporated sections to “Lease”, “Premises”, “Landlord” and “Tenant” or like terms shall be deemed a reference to “Sublease”, “Premises”, “Sublessor” and “Sublessee”, respectively; (b) with respect to work, services, repairs, restoration, insurance, indemnities, representations, warranties or the performance of any other obligation of Master Lessor under the Master Lease, the sole obligation of Sublessor shall be to request the same in writing from Master Lessor as and when requested to do so by Sublessee, and to use Sublessor’s reasonable efforts to obtain Master Lessor’s performance; (c) with respect to any obligation of Sublessee to be performed under this Sublease, wherever the Master Lease grants to Sublessor a specified number of days to perform its non-monetary obligations under the Lease, except as otherwise provided herein, Sublessee shall have three (3) fewer days to perform the obligation, including, without limitation, curing any defaults (provided, however, in no event shall any such period be reduced to less than two (2) days); (d) with respect to any approval required to be obtained from the landlord under the Master Lease, such consent must be obtained from both Master Lessor and Sublessor; (e) in any case where the landlord has the right to manage, supervise, control, repair, alter, regulate the use of, enter or use the Premises, such right shall be deemed to be for the benefit of both Master Lessor and Sublessor; (f) in any case where the tenant is to indemnify, release or waive claims against the landlord, such indemnity, release or waiver shall be deemed to run from Sublessee to both Master Lessor and Sublessor; (g) in any case where the tenant is to execute and deliver certain documents or notices to the landlord, such obligation shall be deemed to run from Sublessee to both Master Lessor and Sublessor; (h) all amounts payable under the Master Lease with respect to the Premises shall be paid to Sublessor; (i) Sublessee shall not have the right to exercise any extension, expansion, contraction, purchase, early termination or other rights personal to the tenant under the Master Lease; and (j) Sublessee shall not have the right to make any alterations to the Premises without the prior written consent of Sublessor and, if required under the Master Lease, Master Lessor.  Notwithstanding the foregoing, (a) the following provisions of the Master Lease shall not be incorporated herein:                     

 

6.              Use; Condition of the Premises.  Sublessee may use the Premises only for the purposes permitted under the Master Lease.  Sublessee accepts the Premises in “as is” condition.  [FOR CALIFORNIA LEASED SITES ONLY - For purposes of Section 1938 of the California

 











 

Civil Code, Sublessor hereby discloses to Sublessee, and Sublessee hereby acknowledges, that the Premises have not undergone inspection by a Certified Access Specialist (CASp).]

 

7.              Insurance; Waiver.  Sublessee shall procure and maintain all insurance policies required by the tenant under the Master Lease with respect to the Premises.  All such liability policies shall name Sublessor and Master Lessor as additional insureds.  Notwithstanding anything to the contrary herein, Sublessor and Sublessee hereby release each other, and their respective agents, employees, subtenants, assignees and contractors, from all liability for damage to any property that is caused by or results from a risk which is actually insured against or which would normally be covered by “all risk” property insurance, without regard to the negligence or willful misconduct of the entity so released.

 

8.              Indemnity.  Each party shall defend, indemnify, protect and hold harmless the other from and against any and all liability, loss, claim, damage and cost (including attorneys’ fees) to the extent due to the negligence or willful misconduct of the indemnifying party or its agents, employees or contractors or the indemnifying party’s violation of the terms of this Sublease or the Master Lease.  This indemnification shall survive the termination of this Sublease.

 

9.              Notices.  Any notice given under this Sublease shall be in writing and shall be hand delivered or mailed (by registered mail, return receipt requested, postage prepaid), addressed as follows:  (a) if to Sublessee:  (i) the Premises, Attn.:                      and (ii)                               , Attn.:                     ; and (b) if to Sublessor:  (i) the Premises, Attn.:                      and (ii)                               , Attn.:                     .  Any notice shall be deemed to have been given when hand delivered or, if mailed, three (3) business days after mailing.  Sublessor shall promptly deliver to Sublessee a copy of any written notice(s) of default or termination of the Master Lease or Sublease that Sublessor receives from Master Lessor.

 

10.       Remedies of Sublessor upon Default.  If Sublessee defaults under any provision of this Sublease (after expiration of applicable notice and cure periods), Sublessor shall be entitled to all of the remedies granted to Master Lessor under the Master Lease, in addition to any remedies available at law or in equity.

 

11.       Nonassignment.  Sublessee shall have no right to sublet the Premises or to transfer any interest of Sublessee herein, except with the prior written consent of Sublessor (which consent may be withheld in Sublessor’s sole and absolute discretion) and, if required under the Master Lease, Master Lessor, and otherwise in strict accordance with the terms of the Master Lease, as incorporated herein.  Consent to one transfer shall not be deemed to constitute consent to a subsequent transfer.

 

12.       Repair; Surrender of the Premises.  Sublessor shall have the right to perform any of Sublessee’s repair, maintenance or other obligations under this Sublease and charge Sublessee the actual cost thereof.  Sublessee shall pay Sublessor for such costs within thirty (30) days of delivery of an invoice therefor.  Upon the termination of this Sublease, Sublessee shall remove all of its personal property and surrender the Premises in the condition required under the Master Lease.

 











 

13.       Right to Cure Defaults.  If Sublessee fails to perform any act on its part to be performed hereunder, Sublessor may, but shall not be obligated to, after passage of any applicable notice and cure periods (except in the case of an emergency, in which case no cure period is required), make such payment or perform such act.  All such sums paid, and all reasonable costs and expenses of performing any such act, shall be deemed additional rent payable by Sublessee to Sublessor upon demand.

 

14.       Right to Enter.  Provided Sublessor complies with all of Sublessee’s reasonable security measures, Sublessor or its agents may, upon reasonable notice, enter the Premises at any reasonable time for the purpose of inspecting the same, supplying any service to be provided by Sublessor to Sublessee or for any other purpose permitted under this Sublease.

 

15.       Quiet Enjoyment; Sublessor’s Obligations.  Sublessee shall peacefully have, hold and enjoy the Premises, subject to the terms and conditions of this Sublease.  Sublessor shall perform all of its obligations under the Master Lease to the extent Sublessee has not expressly agreed to perform such obligations under this Sublease.  Except as otherwise provided in Section 4 of this Sublease regarding Sublessor’s right to exercise any early termination rights that Sublessor may have under the Master Lease, Sublessor shall not terminate or take any action which could give rise to the right of Master Lessor to terminate the Master Lease, amend or waive any provisions under the Master Lease or make any elections, exercise any right or remedy or give any approval under the Master Lease that could result in a substantial interference with Sublessee’s use of the Premises or materially increase Sublessee’s obligations or decrease Sublessee’s rights under this Sublease without, in each instance, Sublessee’s prior written consent.  Sublessor, with respect to the obligations of Master Lessor under the Master Lease, shall request Master Lessor in writing to perform such obligations as and when requested to do so by Sublessee, and to use Sublessor’s reasonable efforts to obtain Master Lessor’s performance.

 

16.       Hazardous Materials.  Sublessee shall not, without the prior written consent of Sublessor, use, store, transport or dispose of any Hazardous Material in or about the Premises, except for Hazardous Materials of a type and in amounts used by Sublessee immediately prior to the Commencement Date, to the extent permitted under the Master Lease.  Sublessee, at its sole cost, shall comply with all laws and the provisions of the Master Lease relating to its use of Hazardous Materials.  If Hazardous Materials stored, used, disposed of, emitted, or released on or about the Building by Sublessee or its agents, employees or contractors result in contamination of the Building or the water or soil thereunder, then Sublessee shall promptly take any and all action necessary to clean up such contamination as required by law and the provisions of the Master Lease.  Sublessee shall indemnify, defend, protect, and hold Sublessor and Sublessor’s officers, directors, employees, successors and assigns harmless from and against, all losses, damages, claims, costs, and liabilities, including attorneys’ fees and costs, arising out of Sublessee’s use, disposal, storage, transport or introduction of Hazardous Materials on or about the Building during the Term in violation of applicable law or the provisions of the Master Lease.  If Hazardous Materials stored, used, disposed of, emitted, or released on or about the Building by Sublessor or its agents, employees or contractors result in contamination of the Building or the water or soil thereunder, then Sublessor shall promptly take any and all action necessary to clean up such contamination as required by law and the provisions of the Master Lease.  Sublessor shall indemnify, defend, protect, and hold Sublessee and Sublessee’s officers, directors, employees, successors and assigns harmless from and against, all losses, damages,

 











 

claims, costs, and liabilities, including attorneys’ fees and costs, arising out of Sublessor’s use, disposal, storage, transport or introduction of Hazardous Materials on or about the Building during the Term in violation of applicable law or the provisions of the Master Lease. “Hazardous Materials” shall mean any material or substance that is now or hereafter designated by any applicable governmental authority to be, or regulated by an applicable governmental authority as, radioactive, toxic, hazardous or otherwise a danger to health, reproduction or the environment, including, without limitation, asbestos and petroleum products.

 

17.       Parking; Signage.  Sublessee shall have the right to use its Pro Rata Share of the parking spaces available to Sublessor under the Master Lease. Sublessor may, in Sublessor’s sole and absolute discretion, upon request by Sublessee, request Master Lessor to provide Sublessee with directory and other signage, in accordance with a design and at a location acceptable to Master Lessor, Sublessor and Sublessee and in accordance with all applicable laws.

 

18.       Miscellaneous.  This Sublease shall in all respects be governed by and construed in accordance with the laws of the state in which the Premises are located.  If any term of this Sublease is held to be invalid or unenforceable by any court of competent jurisdiction, then the remainder of this Sublease shall remain in full force and effect to the fullest extent possible under the law, and shall not be affected or impaired.  This Sublease may not be amended except by the written agreement of all parties hereto.  Time is of the essence with respect to the performance of every provision of this Sublease in which time of performance is a factor.  Any executed copy of this Sublease shall be deemed an original for all purposes.  This Sublease shall, subject to the provisions regarding assignment and subletting, apply to and bind the respective heirs, successors, executors, administrators and assigns of Sublessor and Sublessee.  The language in all parts of this Sublease shall in all cases be construed as a whole according to its fair meaning, and not strictly for or against either Sublessor or Sublessee.  The captions used in this Sublease are for convenience only and shall not be considered in the construction or interpretation of any provision hereof.  When a party is required to do something by this Sublease, it shall do so at its sole cost and expense without right of reimbursement from the other party unless specific provision is made therefor.  Whenever one party’s consent or approval is required to be given as a condition to the other party’s right to take any action pursuant to this Sublease, unless another standard is expressly set forth, such consent or approval shall not be unreasonably withheld or delayed.  This Sublease may be executed in counterparts.

 

[Signature page follows.]

 











 

IN WITNESS WHEREOF, the parties have executed this Sublease as of the date first written above.

 

	
SUBLESSOR:
    	
 
    	
SUBLESSEE:
    
	
 
    	
 
    	
 
    
	
                                                                                                      ,
    	
 
    	
                                                                                                      ,
    
	
a Delaware corporation
    	
 
    	
a Delaware corporation
    
	
 
    	
 
    	
 
    
	
By:
    	
 
    	
 
    	
By:
    	
 
    
	
Name:
    	
 
    	
 
    	
Name:
    	
 
    
	
Its:
    	
 
    	
 
    	
Its:
    	
 
    


 












 

EXHIBIT A

 

THE PREMISES, INCLUDING SHARED AREAS

 











 

EXHIBIT B

 

MASTER LEASE

 











 

SCHEDULE 4

 

FORM LEASE

 

LEASE

 

This Lease (this “Lease”) is entered into between                                         , a Delaware corporation (“Landlord”) and                                         , a Delaware corporation (“Tenant”) as of June     , 2014, for identification purposes only.

 

1.                                      Premises and Lease Conditions.

 

a.                                      Premises.  Landlord is currently a wholly owned subsidiary of Tenant.  Landlord and Tenant are entering into this Lease to accommodate the intended future separation of Tenant from Landlord into two separate independent publicly traded companies (the “Separation”).  To effectuate the Separation, Landlord and Tenant intend to enter into a “Separation and Distribution Agreement” and a “Real Estate Matters Agreement”, pursuant to which, among other matters, Tenant intends to lease certain premises consisting of approximately            square feet (the “Premises”) in the building(s) (the “Building(s)”) located at                                                           , which is(are) part of a larger building facility project owned by Landlord (the “Project”), as more particularly described on Exhibit A attached hereto and made a part hereof).

 

b.                                      Lease Conditions.  This Lease and Landlord’s and Tenant’s rights and obligations hereunder are expressly subject to and conditioned on (collectively, the “Lease Conditions”) the parties’ consummation of the Separation and Distribution Agreement and the Real Estate Matters Agreement, which the parties anticipate will occur on August 1, 2014.  Subject to and conditioned on the satisfaction of the Lease Conditions, Tenant hereby leases from Landlord, and Landlord hereby leases to Tenant, the Premises upon the terms and conditions set forth herein.  In connection with its use of the Premises, Tenant shall also have the non-exclusive right to use, subject to Landlord’s reasonable rules and regulations, the hallways, stairways, restrooms, kitchens, break rooms, loading dock and other areas of the Project that may be reasonably necessary for Tenant’s use of the Premises (the “Shared Areas”), as shown on Exhibit A hereto.

 

2.                                      Term.  The term of this Lease (the “Term”) shall commence on the later of (the “Commencement Date”) (i) August 1, 2014, and (ii) the date by which the Lease Conditions have been satisfied, and end on July 31, 20     (the “Expiration Date”), unless this Lease is sooner terminated or extended pursuant to its terms.  If for any reason any of the Lease Conditions are not satisfied by December 1, 2014, then this Lease shall automatically be deemed void and of no further force or effect.

 

a.                                      Options to Extend Term:  Landlord grants to Tenant the following options (each an “Extension Option”) to extend the Term (each an “Extended Term”) on all the provisions contained in this Lease (with the exception of any Extension Options exercised under

 











 

this Section 2(a)):                          (    ) options to extend the Term each for an additional term of                          (    ) months commencing when the initial or then-existing Extended Term, if applicable, expires.  Tenant may exercise its option(s) of extension by giving written notice to Landlord at least one hundred eighty (180) days before the expiration of the initial Term or Extended Term, as the case may be (the “Exercise Deadline”).  The time of such exercise being of the essence and, therefore, if Tenant fails to give Landlord its irrevocable written notice of its exercise of the applicable Extension Option within the applicable Exercise Deadline, then such Extension Option shall expire and be of no further force or effect and the Term (or the then-existing Extension Term, as applicable) shall expire on the Expiration Date (otherwise then applicable).  Subject to the provisions of this Section 2.a, upon the giving of suhch notice, this Lease and the Term (or then Extended Term, as applicable) shall be extended without execution or delivery of any other or further documents, with the same force and effect as if the applicable Extended Term had originally been included in the Term, except that the Rental Component of the Occupancy Cost shall be as set forth in Section 3.a.  Notwithstanding the foregoing: (i) an Extension Option shall be exercised by Tenant, if at all, only with respect to the entire Premises; (ii) if there are more than one Extension Options, then all such Extension Options must be exercised consecutively (i.e., a second and any additional Extension Option may be exercised only if the first and any additional preceding Extension Options, as applicable, have been duly exercised by Tenant); and (iii) if there is any uncured default by Tenant either at the time Tenant exercises an Extension Option or upon the commencement of the applicable Extended Term, Landlord shall have, in addition to all of Landlord’s other rights and remedies provided in this Lease, the right to terminate such Extension Option and to nullify unilaterally Tenant’s exercise of such Extension Option, in which event this Lease shall expire on the Expiration Date (otherwise then applicable), unless this Lease is sooner terminated pursuant to its terms, and Tenant shall have no further rights under this Lease to renew or extend the Term.

 

3.                                      Rent.  Tenant shall pay Landlord as rent for the Premises for each month during the Term, without setoff or deduction, an amount equal to the monthly Occupancy Cost of the Premises, including use of the Shared Areas.  As used herein, “Occupancy Cost” shall mean (i) the “triple net” rental value of the Premises, which the parties have agreed is                                                               (                ) per month (the “Rental Component”) and (ii) Tenant’s pro rata share (as set forth in Exhibit B attached hereto and referred to herein as “Tenant’s Pro Rata Share”) of Landlord’s operating expenses for the Project, which operating expenses are more particularly described on Exhibit B attached hereto and made a part hereof (the “Non-Rental Component”).  Tenant’s Pro Rata Share of the utility expense portion of the Non-Rental Component (referred to herein as the “Utility Charges”) will be billed to Tenant separately from all of the other operating expenses comprising the Non-Rental Component (all such other operating expenses are referred to herein as the “Operating Expense Charges”).  All amounts required to be paid by Tenant under this Lease other than the Occupancy Cost shall be deemed Additional Rent (which, collectively with the Occupancy Cost, shall be deemed “Rent”).  Rent shall be made payable to the entity, and sent to the address, Landlord designates in writing to Tenant and shall be made by good and sufficient check or by other means acceptable to Landlord.

 

a.                                      Rental Component of Occupancy Cost.  The monthly Rental Component of Occupancy Cost is due and payable by Tenant to Landlord on the first day of each month

 











 

during the Term.  The Rental Component of Occupancy Cost payable under this Lease for any period which is less than one (1) month shall be a pro rata portion of the monthly installment based on such partial month.  Notwithstanding the provisions of clause (i) of the second sentence of Article 3 above, if Tenant exercises its option(s) to extend the Term pursuant to Section 2(a) above, then the Rental Component of Occupancy Cost for such Extended Term shall be adjusted to equal the Fair Market Rent (as defined below) in effect at the commencement of such Extended Term; provided, however, that the amount of any such adjusted Rental Component shall not be less than ninety percent (90%), nor more than one hundred ten percent (110%), of the Rental Component in effect during the last month of the initial Term or then-preceding Extended Term (if Tenant has more than one Extension Option right), as the case may be.  The Rental Component, as so adjusted, along with the Non-Rental Component (which shall continue to be payable by Tenant to Landlord during any such Extended Term in accordance with the procedures set forth below) shall constitute the Occupancy Cost for an Extended Term.

 

(i)                                     Fair Market Rent. The term “Fair Market Rent” for purposes of determining the Rental Component during an Extended Term shall mean the base monthly rent generally applicable to leases at comparable class buildings of comparable size, age and quality of the Premises in the market area in which the Project is located as of the first day of the Extended Term by giving due consideration for the quality of the Premises and Project and improvements therein (including the quality of the then existing improvements in the Premises), the quality for credit tenants, for a term comparable to the Extended Term at the time the commencement of the Extended Term is scheduled to commence, and for comparable space that is not subleased or subject to another party’s expansion rights or not leased to a tenant that holds an ownership interest in the landlord, taking into account the rental structure, including, without limitation, rental rates per rentable square foot (including whether gross or net, and if gross adjusting for base year or expense stop), additional rental, all other payments and escalations, the size of the Premises compared to the size of the premises of the comparison leases, location, floor levels and efficiencies of the floor(s) for which the determination is being made, free rent, moving expenses and other cash payments, monetary concessions provided to Tenant, the age and quality of construction of the Project, and leasehold improvements and/or allowances, including the amounts thereof in renewal leases, and otherwise subject to the terms and conditions of this Lease that will be applicable during the Extended Term.

 

(ii)                                  Procedure to Determine Fair Market Rent.  Landlord shall notify Tenant in writing of Landlord’s determination of the Fair Market Rent (“Landlord’s FMR”) within thirty (30) days after receipt of the Extension Option Notice.  Within thirty (30) days after Tenant’s receipt of such written notice of Landlord’s FMR, Tenant shall have the right either to: (i) accept Landlord’s FMR, or (ii) elect to have the Fair Market Rent determined in accordance with the appraisal procedure set forth below.  The failure of Tenant to deliver timely written notice of its election under the preceding sentence shall be deemed an acceptance of Landlord’s FMR.  The election (or deemed election) by Tenant under this section shall be non-revocable and binding on the parties.

 

(iii)                               Appraisers.  If Tenant has elected to have the Fair Market Rent determined by an appraisal, then within ten (10) days after receipt of Tenant’s written notice of such election, each party, by delivering written notice to the other party, shall appoint a broker to

 











 

render a written opinion of the Fair Market Rent for the Extended Term.  Each broker must be a real estate broker licensed in the State where the Building is located for at least five years and with at least five years’ experience in the appraisal of rental rates of leases or in the leasing of space in buildings in the area in which the Project is located and otherwise unaffiliated with either Landlord or Tenant.  The two brokers shall render their written opinion of the Fair Market Rent for the Extended Term to Landlord and Tenant within thirty (30) days after the appointment of the second broker.  If the Fair Market Rent of each broker is within ten percent (10%) of each other, then the average of the two appraisals of Fair Market Rent shall be the Fair Market Rent for the Extended Term.  If one party does not appoint its broker in a timely fashion as provided above, then the one timely appointed shall determine the Fair Market Rent.  The Fair Market Rent so determined under this section shall be binding on Landlord and Tenant.  If the Fair Market Rent determined by the brokers is more than ten percent (10%) apart, then the two brokers shall pick a third broker within ten (10) days after the two brokers have rendered their opinions of Fair Market Rent as provided above.  If the two brokers are unable to agree on the third broker within said ten (10) day period, Landlord and Tenant shall mutually agree on the third broker within ten (10) days thereafter.  If the parties do not agree on a third qualified broker within such ten-(10) day period, then at the request of either Landlord or Tenant, such third broker shall be promptly appointed by the then Presiding Judge of the trial court of the County in which the Project is located. The third broker shall be a person who has not previously acted in such capacity for either party and must meet the qualifications stated above.  Within thirty (30) days after its appointment, the third broker (the “Third Party”), Landlord’s broker and Tenant’s broker shall reach a decision as to whether the parties shall use the appraisal made by the Landlord’s or Tenant’s broker as the Fair Market Rent for the Extended Term, and shall notify Landlord and Tenant thereof.  The three brokers may not offer any different opinion or recommendation of Fair Market Rent.  The decision of the majority of the three brokers shall be binding upon Landlord and Tenant. The Fair Market Rent determined in accordance with the foregoing procedure shall be binding on the parties.  Each party shall bear the cost of its own appraiser and one-half (1/2) the cost of the third appraiser. After the Fair Market Rent for the Extended Term has been established in accordance with the foregoing procedure, Landlord and Tenant shall promptly execute an amendment to the Lease to reflect the Rental Component for the Extended Term.

 

(iv)                              Extension Option is Personal  The foregoing option to extend is personal to the original Tenant signing the Lease and may not be assigned or transferred to any other party without the prior express written approval of Landlord, which approval may be granted or withheld in Landlord’s sole and absolute discretion.

 

b.                                      Non-Rental Component of Occupancy Cost.  The Utility Charges portion of the Non-Rental Component of Occupancy Cost shall be based on the actual monthly costs incurred by Landlord with respect to the Term for the common utility services serving the Premises and Project.  Landlord shall invoice Tenant for Tenant’s Pro Rata Share of such charges on a monthly basis and Tenant shall pay such charges, without any deduction or offset, within thirty (30) days after its receipt of Landlord’s invoice, provided that if the Term terminates or expires before Tenant’s Pro Rata Share of such charges can be determined, then Tenant’s obligation to pay such charges to Landlord shall survive the expiration or earlier termination of this Lease.  Tenant shall pay Tenant’s Pro Rata share of the Operating Expense

 











 

Charges portion of the Non-Rental Component as follows:  Landlord shall provide Tenant with a good faith estimate of the Operating Expense Charges for each Fiscal Year (as used herein, the term “Fiscal Year” means the period beginning on November 1st of a year and ending on October 31st of the following year) or portion thereof during the Term.  Landlord’s estimate of Tenant’s Pro Rata Share of the Operating Expense Charges payable to Landlord on the first day of each month during the period commencing on the Commencement Date and ending on October 31, 2014 is                                                            Dollars ($                                ).  Thereafter, to assist Tenant with its budget forecasting, Landlord shall endeavor to provide Tenant with Landlord’s monthly estimate of Tenant’s Pro Rata Share of the Operating Expense Charges for each succeeding Fiscal Year during the Term by no later than July 31st of each preceding Fiscal Year during the Term, as applicable, with the understanding that any such new monthly estimate provided by Landlord for a succeeding Fiscal Year will not be due or payable by Tenant until the commencement of such succeeding Fiscal Year on November 1st of that year (and notwithstanding that Landlord previously provided such estimate to Tenant on or before July 31st of that year). As soon as is practical following the end of each Fiscal Year during the Term, Landlord shall furnish Tenant with a statement of the actual Operating Expense Charges for the prior Fiscal Year.  If Tenant’s Pro Rata Share of the estimated Operating Expense Charges for the prior Fiscal Year is more than the actual Operating Expense Charges for the prior Fiscal Year, then Landlord shall either provide Tenant with a refund or apply any such overpayment against Tenant’s Pro Rata Share of Operating Expense Charges due or next becoming due, provided that if the Term expires before the determination of the overpayment, Landlord shall refund any overpayment to Tenant after first deducting the amount of Rent due.  If Tenant’s Pro Rata Share of the estimated Other Operating Expense Charges for the prior Fiscal Year is less than the Tenant’s Pro Rata Share of the actual Other Operating Expense Charges for such prior Fiscal Year Tenant shall pay Landlord, within 30 days after its receipt of the statement of actual Other Operating Expense Charges any underpayment for the prior Fiscal Year.

 

4.                                      Use; Compliance with Laws; Rules.  Tenant may use the Premises only for the uses made of the Premises by Tenant immediately prior to the Commencement Date.  Tenant shall promptly observe and comply with all laws, recorded covenants, conditions and restrictions, private agreements, and any other recorded instruments affecting the use of the Premises and Project; provided, however, that Tenant shall not be required to comply with any laws requiring the construction of alterations in the Premises or the Project, unless due to Tenant’s particular use of the Premises or any alterations or improvements to the Premises made by or on behalf of Tenant after the Commencement Date.  Tenant shall not do or permit anything to be done in, about or with respect to the Premises which would (a) injure the Premises or (b) vibrate, shake, overload, or impair the efficient operation of the Premises or the building systems located therein.  Tenant shall observe and comply with, and shall cause its employees to observe and comply with, reasonable rules and regulations governing the Project as may from time-to-time be promulgated by Landlord upon twenty (20) days prior written notice to Tenant, and such rules and regulations as provided in Exhibit C attached hereto and made a part hereof. Subject to factors beyond Landlord’s control and subject to the other provisions of this Lease, including, without limitation, Sections 13 and 14, during the Term, Tenant shall have access to the Premises and entry access to the Building twenty-four (24) hours per day, seven (7) days per week year round. [FOR CALIFORNIA OWNED SITES ONLY - For purposes of Section 1938 of the

 











 

California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, that the Premises have not undergone inspection by a Certified Access Specialist (CASp).]

 

5.                                      Insurance.

 

a.                                      Landlord’s Insurance: Landlord shall maintain for the duration of the Term, at Landlord’s sole cost, a policy of “all risk” property insurance insuring the Premises and Project to at least 95% of replacement value.

 

b.                                      Tenant’s Insurance:  Tenant shall maintain for the duration of the Term, at Tenant’s sole cost, the following insurance coverages and limits against claims for injuries to persons or damages to property which may arise from or in connection with the operations performed by the Tenant on or about the Premises and Project:

 

(i)                                     General Liability:  Not less than $5,000,000 per occurrence for bodily injury, personal injury and property damage.  If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Project or the general aggregate limit shall be twice the required occurrence limit;

 

(ii)                                  Automobile Liability:  Not less than $5,000,000 per accident for bodily injury and property damage;

 

(iii)                               Employers Liability:  Not less than $5,000,000 per accident for bodily injury or disease;

 

Excess liability insurance may be used by Tenant to meet the policy limit requirements under clauses (i), (ii) and (iii) above. Further, the general liability and the automobile liability policies referenced above in clauses (i) and (ii) above, respectively, are to contain, or be endorsed to contain, the following provisions: (1) Landlord, its officers, directors and employees are covered as additional insureds with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of Tenant, and with respect to liability arising out of work or operations performed by or on behalf of Tenant on or about the Premises, including materials, parts, or equipment furnished in connection with such work or operations; and (2) for any claims related to the Premises or work performed by the Tenant on or about the Premises, Tenant’s insurance coverage shall be primary insurance to Landlord, and Landlord’s officers, directors and employees.  Any insurance or self-insurance maintained by Landlord shall be excess of Tenant’s insurance and shall not contribute with it.

 

(iv)                              Property Insurance:  Full replacement value and to include broad form coverage insuring Tenant’s inventory, tenant improvements, fixtures, equipment and belongings on or serving the Premises;

 











 

(v)                                 Verification of Coverage: Tenant shall furnish Landlord with certificates and amendatory endorsements effecting all of the insurance coverages required by this Section 5(b).

 

(vi)                              Use of Contractors: Any contractors performing work in the Premises on behalf of Tenant must satisfy all of the insurance requirements that Tenant is required to satisfy under this Section 5(b) and provide certificates of insurance to Landlord confirming the same prior to the commencement of any such work.

 

6.                                      Taxes.  Landlord shall pay before delinquency all real property taxes on the Project, subject to reimbursement by Tenant of Tenant’s Pro Rata Share of such taxes as Operating Expense Charges.  Tenant shall pay before delinquency all taxes imposed against Tenant’s personal property.

 

7.                                      Release and Waiver of Subrogation.  Notwithstanding anything to the contrary herein, Landlord and Tenant hereby release each other, and their respective agents, employees, subtenants, and contractors, from all liability for damage to any property that is caused by or results from a risk which is actually insured against or which would normally be covered by “all risk” property insurance, without regard to the negligence or willful misconduct of the entity so released.

 

8.                                      Indemnity.  Each party shall defend, indemnify, protect and hold harmless the other from and against any and all liability, loss, claim, damage and cost (including attorneys’ fees) to the extent due to the negligence or willful misconduct of the indemnifying party or its agents, employees or contractors or the indemnifying party’s violation of the terms of this Lease.  This indemnification shall survive the termination of this Lease.  Notwithstanding the foregoing or anything to the contrary contained in this Lease, in no event shall either party hereto be liable to the other party hereto for any consequential (including, without limitation, any injury to the other party’s business or loss of income or profit therefrom), punitive or exemplary damages incurred in connection with this Lease.

 

9.                                      Hazardous Materials.  Tenant shall not, without the prior written consent of Landlord, use, store, transport or dispose of any Hazardous Material in or about the Premises or Project, except for Hazardous Materials of a type and in amounts used by Tenant immediately prior to the Commencement Date.  Tenant, at its sole cost, shall comply with all laws relating to its use of Hazardous Materials during the Term.  If during the Term Hazardous Materials stored, used, disposed of, emitted, or released on or about the Building by Tenant or its agents, employees or contractors result in contamination of the Building or the water or soil thereunder, then Tenant shall promptly take any and all action necessary to clean up such contamination as required by law.  Tenant shall indemnify, defend, protect and hold Landlord and its officers, directors, employees, successors and assigns harmless from and against, all losses, damages, claims, costs and liabilities, including attorneys’ fees and costs, arising out of Tenant’s introduction, use, discharge, disposal, storage or transport of Hazardous Materials on or about the Building during the Term in violation of applicable law. “Hazardous Materials” shall mean any material or substance that is now or hereafter designated by any applicable governmental authority to be, or regulated by any applicable governmental authority as, radioactive, toxic,

 











 

hazardous or otherwise a danger to health, reproduction or the environment, including, without limitation, asbestos and petroleum products.  Notwithstanding the foregoing, nothing herein shall be deemed to alter or otherwise limit any of Tenant’s or Landlord’s rights or obligations under that certain “Real Estate Matters Agreement” between the parties,  which the parties anticipate will be effective as of August 1, 2014, and to the extent there is any inconsistency between the terms and conditions of the Real Estate Matters Agreement and this Lease, the terms and conditions of the Real Estate Matters Agreement shall govern and control.

 

10.                               Repairs.  Tenant accepts the Premises in “as is” condition.  Tenant shall maintain in good order and condition the Premises; provided, however, that Tenant shall in no event be required to perform any repairs and maintenance (a) necessitated by the acts or omissions of Landlord or its agents, employees or invitees, (b) to any of the building systems servicing the Premises or any structural portions of the Premises, or (c) which could be properly treated as a capital expenditure under generally accepted accounting principles as in effect from time to time, with the exception that Tenant shall be obligated to repair and maintain any alterations or improvements to the Premises that are made and paid for by Tenant after the Commencement Date, regardless of whether such repair or maintenance work would constitute a capital expenditure.  Except for obligations which are Tenant’s responsibility pursuant to the preceding sentence, Landlord shall maintain the Premises and Project in good, working order.

 

11.                               Alterations.  No alterations or improvements shall be made to the Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld.  All work performed in connection with alterations shall comply within all laws and applicable requirements of insurance carriers and shall be performed in a good and workmanlike manner by a licensed contractor approved by Landlord.  Tenant shall keep the Premises and Project free of any liens arising out of work performed by or for Tenant.  All alterations or improvements that cannot be removed without material damage to the Premises shall be deemed part of the Premises upon installation.  Unless Landlord waives such right in writing at the time it consents to any alteration or improvements, Landlord shall have the right to require Tenant to remove any alterations or improvements it constructs in the Premises upon the termination of this Lease and to repair any damage to the Premises and Project caused by such removal.

 

12.                               Services.  Landlord shall provide to Tenant the utilities and services to the Premises (at the levels provided immediately prior to the Commencement Date) described in Exhibit B attached hereto.  Landlord shall not, however, be liable for the interruption of any such services or utilities for causes beyond Landlord’s reasonable control.  Tenant shall contract for and pay directly when due any and all other utilities and services used by Tenant in the Premises prior to the Commencement Date.

 

13.                               Damage.  If the Premises or any portions of the Project serving the Premises are damaged by any peril, Landlord shall restore the Premises and such portions of the Project to substantially the same condition as existed immediately prior to such damage, unless this Lease is terminated by Landlord or Tenant as set forth below.  Landlord shall have the right to terminate this Lease, which option may be exercised by delivery to Tenant of a written notice within sixty (60) days after the date of such damage, in the event that:  (a) the Premises or portions of the Project serving the Premises are damaged by a peril both not covered by the type

 












 

of insurance Landlord is required to carry under this Lease and not actually covered by valid and collectible insurance carried by Landlord to such an extent that the estimated cost to restore the such areas exceeds ten percent (10%) of the then actual replacement cost thereof (and Tenant does not agree to pay the uninsured amount); or (b) the damage to the Premises or portions of the Project serving the Premises cannot reasonably be restored within one hundred eighty (180) days.  If the Premises or portions of the Project serving the Premises are damaged due to any peril, Tenant shall be entitled to an abatement of all Rent to the extent of the interference with Tenant’s use of the Premises occasioned thereby.  If the damage resulting therefrom cannot be (or is not in fact) repaired within one hundred eighty (180) days following the occurrence of such event, then Tenant also shall be entitled to terminate this Lease by delivery of written notice of termination to Landlord at any time prior to restoration of such damage.

 

14.                               Condemnation.  If all or any part of the Premises is taken by the exercise of the power of eminent domain or a voluntary transfer in lieu thereof (a “Condemnation”), this Lease shall terminate as to the part of the Premises taken.  If the Premises cannot be restored within one hundred eighty days (180) days of the Condemnation and made reasonably suitable for Tenant’s continued occupancy, then Tenant shall have the right to terminate this Lease by delivery of written notice to Landlord within thirty (30) days after such Condemnation.  If this Lease is not terminated following a Condemnation, Landlord shall make all repairs and alterations that are reasonably necessary to make the portion of the Premises not taken a complete architectural unit reasonably suitable for Tenant’s occupancy, and Rent shall be reduced in proportion to the reduction in utility to the Premises following the Condemnation.  Tenant shall be entitled to receive any Condemnation proceeds for the unamortized value of alterations installed in the Premises at Tenant’s expense, Tenant’s relocation and moving costs and lost goodwill.  The balance of the award shall be the property of Landlord.

 

15.                               Assignment and Subletting.  Tenant may not assign this Lease, sublet the Premises or permit any use of the Premises by another party (collectively, “Transfer”), without the prior written approval of Landlord, which approval may be granted or withheld in Landlord’s sole and absolute discretion, except in connection with a Transfer resulting from a Reorganization (defined below), in which case, Landlord’s consent to the Transfer resulting from a Reorganization shall not be unreasonably withheld.  Landlord shall inform Tenant of Landlord’s approval or disapproval of the proposed Transfer within thirty (30) days after Landlord’s receipt of Tenant’s written request for approval of the proposed Transfer.  Landlord’s consent to one Transfer shall not constitute consent to a subsequent Transfer. No Transfer shall affect the continuing primary liability of Tenant (which, following the Transfer, shall be joint and several with the assignee), and Tenant shall not be released from performing any of the terms, covenants and conditions of this Lease.

 

a.                                      Reorganization.  As used herein, the term “Reorganization” shall mean an assignment or transfer by operation of law or otherwise in connection with a merger, consolidation, reorganization, stock or asset sale or other like transaction by Tenant.  Without limiting other situations in which it may be reasonable for Landlord to withhold its consent to a proposed Transfer resulting from a Reorganization by Tenant, Landlord and Tenant agree that it shall be reasonable for Landlord to withhold its consent in any one or more of the following situations: (i) in Landlord’s reasonable judgment, the financial strength, credit, character or

 











 

business or professional standing of the proposed transferee at the time of the proposed Transfer is not sufficient for the performance of the applicable obligations of the Tenant under this Lease (as they apply to the subject portion of the Premises at issue); (ii) a proposed transferee whose impact or effect on Landlord’s operations on the Project or the common facilities or the utility, efficiency or effectiveness of any utility or telecommunication system serving the Project, would be materially adverse or materially disadvantageous or require material improvements or changes to the Project; (iii) the existence of any monetary or material non-monetary default by Tenant under this Lease beyond any applicable notice and cure periods; (iv) Landlord reasonably determines that the proposed Transfer would have the effect of materially increasing the expenses associated with operating, maintaining and repairing the Project; (v) the proposed transferee will use, store or handle Hazardous Materials (defined above) in or about the Premises of a type, nature or quantity not then reasonably acceptable to Landlord and which require a governmental use permit; or (vi) the proposed transferee is engaged either directly or indirectly (through an affiliated entity or otherwise) in any business line or product that competes with that of Landlord.  Notwithstanding the foregoing, if Tenant has requested Landlord’s approval of any proposed Transfer resulting from a Reorganization, the proposed Transfer and Reorganization are not a subterfuge by Tenant to avoid its obligations under this Lease, and Landlord has elected to disapprove the Transfer resulting from the Reorganization for any reason other than that set forth in clause (iii) above, then Tenant shall have the right to provide Landlord with written notice of Tenant’s intention to terminate this Lease within thirty (30) days after the date by which Tenant has received Landlord’s written disapproval of the proposed Transfer, and Tenant shall be entitled to terminate this Lease within one hundred eighty (180) days following the end of such thirty (30)-day period.

 

16.                               Default.  Tenant shall be in default of its obligations under this Lease if any of the following events occur:  (a) Tenant fails to pay any Rent when due, when such failure continues for ten (10) business days after written notice from Landlord to Tenant of a delinquency; (b) Tenant fails to perform any term, covenant or condition of this Lease (except those requiring payment of Rent) and fails to cure such breach within thirty (30) days after delivery of a written notice specifying the nature of the breach; provided, however, that if more than thirty (30) days reasonably are required to remedy the failure, then Tenant shall not be in default if Tenant commences the cure within the thirty (30) day period and thereafter diligently endeavors to complete the cure; (c) Tenant makes a general assignment of its assets for the benefit of its creditors, including attachment of, execution on, or the appointment of a custodian or receiver with respect to a substantial part of Tenant’s property or any property essential to the conduct of its business; or (d) a petition is filed by or against Tenant under the bankruptcy laws of the United States or any other debtors’ relief law or statute, unless such petition is dismissed within sixty (60) days after filing.

 

17.                               Remedies.  In the event of any default by Tenant, Landlord shall have the following remedies, in addition to all other rights and remedies provided by any law or otherwise provided in this Lease, to which Landlord may resort cumulatively or in the alternative:

 

a.                                      Landlord may, at Landlord’s election, keep this Lease in effect and enforce by an action at law or in equity all of its rights and remedies under this Lease, including (i) the right to recover the Rent and other sums as they become due by appropriate legal action, (ii) the

 











 

right to make payments required of Tenant or perform Tenant’s obligations and be reimbursed by Tenant for the cost thereof, (iii) the remedies of injunctive relief and specific performance to compel Tenant to perform its obligations under this Lease, and (iv) the right to recover the Rent as it becomes due under this Lease.

 

b.                                      Landlord may, at Landlord’s election, terminate this Lease by giving Tenant written notice of termination, in which event this Lease shall terminate on the date set forth for termination in such notice.  Any such termination shall not relieve Tenant from its obligation to pay sums then due Landlord or from any claim against Tenant for damages or Rent previously accrued or then accruing.  In the event Landlord terminates this Lease, Landlord shall be entitled, at Landlord’s election, to damages in an amount as permitted under applicable law, including, without limitation:  (i) the worth at the time of award of the amount by which the unpaid Rent for the balance of the term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided, computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%); and (ii) any other amount necessary to compensate Landlord for all detriment proximately caused by Tenant’s failure to perform Tenant’s obligations under this Lease, or which in the ordinary course of things would be likely to result therefrom.

 

c.                                       Landlord waives any right by statute, common law, contract or otherwise for distraint, landlord’s lien or any other similar right or remedy with respect to the personal property of Tenant.

 

18.                               Right to Cure Defaults.  If Tenant fails to pay any sum of money to Landlord, or fails to perform any other act on its part to be performed hereunder, then Landlord may, but shall not be obligated to, after passage of any applicable notice and cure periods (except in the case of an emergency, in which case no cure period is required), make such payment or perform such act.  All such sums paid, and all reasonable costs and expenses of performing any such act, shall be deemed Additional Rent payable by Tenant to Landlord upon demand.

 

19.                               Surrender; Holdover.  Prior to expiration or earlier termination of this Lease, Tenant shall remove all of its personal property and equipment and shall surrender the Premises to Landlord broom clean, in the same condition as exists on the Commencement Date, reasonable wear and tear, alterations or other improvements in the Premises that Tenant is permitted to surrender at the expiration or earlier termination of this Lease, and damaged caused by casualty or condemnation excepted.  Additionally, Tenant shall be obligated to remove any and all of its Building and exterior identification signage that was installed on or about the Premises or Project pursuant to Section 27 below and repair any damage caused by such removal.  If the Premises are not so surrendered or Tenant’s identification signage is not so removed, then Tenant shall be liable to Landlord for all costs incurred by Landlord in returning the Premises and Project to the required condition.  If Tenant gives Landlord written notice at least ninety (90) days before the expiration date of the Term, Tenant may extend the expiration date of the Term for a period not to exceed ninety (90) days, on the same terms and conditions as applicable during the last month of the Term, including without limitation, the Base Rent amount payable for such month.  In the event that Tenant does not surrender the Premises upon the expiration (as it may be extended pursuant to the preceding sentence) or earlier termination of

 











 

this Lease as required above, Tenant shall indemnify, defend, protect and hold harmless Landlord from and against all loss, cost, claim, damage and liability resulting from Tenant’s delay in surrendering the Premises and pay Landlord holdover rent in an amount equal to one hundred fifty percent (150%) of the Occupancy Cost payable under this Lease during the last month of the Term.

 

20.                               Estoppel Certificates.  Within ten (10) calendar days after receipt of written demand by either party, the other party shall execute and deliver to the requesting party an estoppel certificate (a) certifying that this Lease is unmodified and in full force and effect or, if modified, the nature of such modification; (b) acknowledging, to the best of the responding party’s knowledge, that there are no uncured defaults on the part of the requesting party; and (c) certifying such other information as is reasonably required by the requesting party.

 

21.                               Subordination.  This Lease is subject and subordinate to all present and future ground leases, underlying leases, mortgages, deeds of trust or other encumbrances, and all renewals, modifications and replacements thereof affecting any portion of the Building (collectively, the “Mortgages”).  Notwithstanding the foregoing, such subordination to future Mortgages shall be conditioned upon Tenant’s receipt of a recognition agreement from the holder of the applicable Mortgage in form reasonably acceptable to Tenant.

 

22.                               Landlord’s Right to Enter.  Provided Landlord complies with all of Tenant’s reasonable security measures, Landlord or its agents may, upon reasonable notice (except in the case of emergency), enter the Premises at any reasonable time for the purpose of inspecting the same, supplying any service to be provided by Landlord to Tenant, making necessary alterations or repairs or for any other purpose permitted under this Lease.

 

23.                               Late Charge.  If Tenant fails to pay to Landlord any amount due hereunder within ten (10) business days after the due date, Tenant shall pay Landlord upon demand a late charge equal to five percent (5%) of the delinquent amount accruing from the due date.  In addition, Tenant shall pay to Landlord interest on all amounts due, at the rate of the prime rate published in the The Wall Street Journal plus two percent (2%) or the maximum rate allowed by law, whichever is less, from the due date to and including the date of the payment.

 

24.                               Notices.  Any notice given under this Lease shall be in writing and shall be hand delivered or mailed (by registered mail, return receipt requested, postage prepaid), addressed as follows:  (a) if to Tenant:  (i) the Premises, Attn.:                                and (ii)                                         , Attn.:                                           ; and (b) if to Landlord:  (i) the Premises, Attn.:                      and (ii)                                         , Attn.:                                         .  Any notice shall be deemed to have been given when hand delivered or, if mailed, three (3) business days after mailing.

 

25.                               Effect of Conveyance.  As used in this Lease, the term “Landlord” means the owner of the Project, or the holder of a leasehold interest in the Project pursuant to a superior lease.   In the event of any assignment or transfer of the Project by Landlord, Landlord shall be and hereby is entirely relieved of all covenants and obligations of Landlord accruing after the

 











 

date of such transfer, and it shall be deemed and construed that any transferee has assumed and shall carry out all covenants and obligations thereafter to be performed by Landlord hereunder.

 

26.                               Parking.  Tenant shall have the right to use throughout the Term Tenant’s Pro Rata Share of the parking spaces in the Project’s parking lot.

 

27.                               Signage.  Landlord may, in Landlord’s reasonable discretion, upon request by Tenant, provide Tenant with directory signage and other signage (taking into consideration Tenant’s Pro Rata Share of the Project), in accordance with a design and at a location that is mutually acceptable to Landlord and Tenant and in accordance with applicable laws.  Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord in installing any such signage promptly upon Tenant’s receipt of a written invoice from Landlord.

 

28.                               Right of First Offer to Lease:  If at any time during the Term, Landlord determines to lease to an unaffiliated, third-party tenant any space (other than the Premises) located in the Project (the “Expansion Space”), then Landlord shall so notify Tenant in writing (the “ROFO Notice”) and Tenant shall have fifteen (15) business days after receipt of Landlord’s ROFO Notice to notify Landlord of Tenant’s intention to lease such Expansion Space.  The terms of any such lease shall be on the same terms and conditions as this Lease, including, without limitation, the then remaining term, except that the Rental Component of the Occupancy Cost per rentable square foot of Expansion Premises shall be the then Fair Market Rent of the Expansion Premises, as determined by Landlord, which rental value shall be included in Landlord’s ROFO Notice to Tenant.  If Tenant timely provides Landlord with written notice of Tenant’s election to lease the Expansion Space within said fifteen (15)-business day period, then the parties shall consummate the lease of such space by the preparation and execution of an amendment to this Lease within fifteen (15) days after Landlord’s receipt of Tenant’s notice.  If Tenant does not indicate in writing its agreement to lease the Expansion Space within said fifteen (15)-business day period, then Landlord thereafter shall have the right to lease the Expansion Space to a third party.

 

29.                               OFAC Compliance. Each party shall take any actions that may be required to comply with the terms of the USA Patriot Act of 2001, as amended, any regulations promulgated under the foregoing law, Executive Order No. 13224 on Terrorist Financing, any sanctions program administrated by the U.S. Department of Treasury’s Office of Foreign Asset Control or Financial Crimes Enforcement Network, or any other laws, regulations or executive orders designed to combat terrorism or money laundering, if applicable, to this Lease.  Each party represents and warrants to the other party that it is not an entity named on the List of Specially Designated Nationals and Blocked Persons maintained by the U.S. Department of Treasury, as last updated prior to the date of this Lease.

 

30.                               Reserved.

 

31.                               Miscellaneous.  Each party represents that it has not had any dealings with any real estate broker, finder, or other person with respect to this Lease who is entitled to commission in connection with the execution of this Lease.  Each party shall hold harmless the other from all damages or claims that may be asserted by any broker, finder, or other person with whom the

 











 

indemnifying party has purportedly dealt.  This Lease shall in all respects be governed by and construed in accordance with the laws of the state in which the Premises are located.  If any term of this Lease is held to be invalid or unenforceable by any court of competent jurisdiction, then the remainder of this Lease shall remain in full force and effect to the fullest extent possible under the law, and shall not be affected or impaired.  This Lease may not be amended except by the written agreement of all parties hereto.  Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor.  Any executed copy of this Lease shall be deemed an original for all purposes.  This Lease shall, subject to the provisions regarding assignment and subletting, apply to and bind the respective heirs, successors, executors, administrators and assigns of Landlord and Tenant.  The language in all parts of this Lease shall in all cases be construed as a whole according to its fair meaning, and not strictly for or against either Landlord or Tenant.  The captions used in this Lease are for convenience only and shall not be considered in the construction or interpretation of any provision hereof.  When a party is required to do something by this Lease, it shall do so at its sole cost and expense without right of reimbursement from the other party unless specific provision is made therefor. Whenever one party’s consent or approval is required to be given as a condition to the other party’s right to take any action pursuant to this Lease, unless another standard is expressly set forth, such consent or approval shall not be unreasonably withheld or delayed.  This Lease may be executed in counterparts.

 

32.                               Right of First Offer to Purchase  Provided that (a) Tenant has not assigned this Lease and (b) Tenant is not, at the time Landlord would otherwise deliver a Landlord’s Offer (defined below), subleasing more than                         % of the Premises, it being intended that all rights pursuant to this provision are and shall remain personal to the original Tenant under this Lease, and shall not be transferable or exercisable by or for the benefit of any other party, and so long as no default (beyond applicable notice and cure periods) on the part of Tenant then exists under this Lease, Tenant shall have a right of first offer to purchase Landlord’s interest in the Project on the terms and conditions provided below.  As used herein, for purposes hereof, the term “control” means the direct or indirect ownership of more than fifty percent (50%) of the voting securities of an entity or possession of the right to vote more than fifty percent (50%) of the voting interest in the ordinary direction of the entity’s affairs.

 

(a)                                 If Landlord decides to sell its fee interest in the Project, Landlord shall submit to Tenant a written offer (“Landlord’s Offer”) identifying the price at which Landlord is willing to offer the Project for sale based upon Landlord’s reasonable good faith belief as to the fair market value of the Project (the “Purchase Price”); provided, however, that if a sale under this Section 32 actually closes within five (5) years from the Commencement Date, then, notwithstanding the foregoing or anything to the contrary contained in this Section 32, the Purchase Price for the Project shall be equal to the Net Book Value (as defined below) of the Project as of the Commencement Date.  Within thirty (30) days after receipt of Landlord’s Offer, Tenant shall give Landlord written notice of Tenant’s rejection or unqualified and unconditional acceptance of Landlord’s Offer.  As used herein, the “Net Book Value shall mean  he allocated value of the ROFR Property as of the “Operational Separation Date” as determined and defined in the Master Separation Agreement between the parties, which the parties anticipate will be effective as of August 1, 2014.

 











 

(b)                                 If Tenant timely accepts Landlord’s Offer as provided above, Landlord shall, within ten (10) business days after Landlord’s receipt of notice of Tenant’s acceptance, submit to Tenant a Purchase and Sale Agreement prepared by Landlord’s counsel for the Project providing for (i) sale of the Project on an “as is” basis without representations or warranties of any kind except with respect to Landlord’s existence and authority to sell; (ii) a Fifty Thousand Dollar ($50,000.00) cash deposit to be paid by Tenant to Landlord upon execution of the Purchase and Sale Agreement, which shall be increased to equal three percent (3%) of the Purchase Price upon waiver of Tenant’s due diligence contingency, all of which funds shall be placed in an escrow with a nationally-recognized title company selected by Landlord and reasonably acceptable to Tenant until the closing and (A) be applied towards the Purchase Price at closing or (B) be refundable to Tenant if and only if the purchase fails to close due to no fault of Tenant (and shall otherwise be nonrefundable); (iii) all cash consideration; (iv) a due diligence period of forty-five (45) days following the date of Landlord’s receipt of Tenant’s notice of acceptance in order to complete its title, survey and other property evaluations; (v) closing within fifteen (15) days after the aforementioned due diligence period expires; (vi) allocation of closing costs (including transfer taxes and escrow fees) in accordance with El Paso County custom; (vii) no contingencies to closing other than (A) Tenant’s aforementioned due diligence period and (B) performance by the parties of their respective obligations under the Purchase and Sale Agreement; and (viii) incorporating the other terms of sale specified in Landlord’s Offer (if any).  The parties shall then have a period of up to twenty (20) business days from Tenant’s receipt of the draft Purchase and Sale Agreement within which to negotiate in good faith and execute the final form of the Purchase and Sale Agreement consistent with the foregoing.  At Tenant’s written request received by Landlord prior to the end of such negotiation period, (x) Landlord shall provide to Tenant, without representation or warranty of any kind, copies of any and all environmental and physical plant reports and studies for the Project then in Landlord’s possession and not previously delivered to Tenant and (y) Landlord shall provide Tenant with reasonable access to Landlord’s lease files for the Project to enable Tenant to review any correspondence with any governmental agencies regarding the Project, which Tenant shall be permitted to copy ((x) and (y) collectively, the “Property Documents”), all of which Property Documents shall be returned to Landlord if the closing does not occur for any reason.

 

(c)                                  If Tenant rejects Landlord’s Offer, then Landlord shall be free to sell its fee interest in the Project without regard to Tenant’s right of first offer to purchase at any sales price and on any terms as Landlord may elect in its sole discretion; provided, however, that if Landlord has not entered into a binding agreement to sell its fee interest in the Project within one (1) year after Landlord’s receipt of Tenant’s rejection notice, Tenant shall once again have Tenant’s right of first offer to purchase as provided in this Section 32; and provided further, however, that before entering into any agreement to sell its fee interest in the Project within such one (1)-year period after Landlord’s receipt of Tenant’s rejection notice for a price that is lower than ninety-five percent (95%) of the Purchase Price, Landlord shall first offer to sell its fee interest in the Project to Tenant at the reduced price Landlord is willing to accept, in which event Landlord’s written offer to Tenant to sell at the reduced price shall be treated as a new Landlord’s Offer subject to all of the provisions of this Section 32, except that if Tenant again rejects Landlord’s Offer (i.e., at the reduced price), then Landlord will have no further obligation for the remainder of the Term to present a Landlord’s Offer to Tenant with respect to its fee interest in the Project.  If Landlord does enter into an agreement to sell its fee interest in the

 











 

Project to a third party following Tenant’s rejection of Landlord’s Offer, and such fee interest is subsequently sold to such third party, then this right of first offer shall lapse and be null and void, and of no further force or effect.

 

(d)                                 If Tenant does not give Landlord written notice of Tenant’s acceptance or rejection within thirty (30) days after receipt of Landlord’s Offer as provided above, or if Tenant accepts Landlord’s Offer and either (i) despite their good faith efforts Landlord and Tenant for any reason do not execute a Purchase and Sale Agreement within the twenty (20)-business day period as described above (it being understood that Landlord and Tenant shall each be obligated to use good faith efforts to consummate a purchase and sale agreement consistent with the terms of this Section 32 within such twenty (20)-business day period) or (ii) Tenant fails to close the purchase of the Project after entering into a Purchase and Sale Agreement through no fault of Landlord, then (in any of those events), the provisions of this Section 32 shall be null and void and of no further force or effect, and Landlord shall then and at all times thereafter be free to sell the Project to any person or entity upon whatever terms Landlord in its sole discretion may find acceptable.

 

(e)                                  Tenant’s right of first offer to purchase shall not apply with respect to any of the following transactions:  (i) a sale at foreclosure (or a deed in lieu of foreclosure) or any sale by a mortgagee of the Project following foreclosure (or a deed in lieu of foreclosure); (ii) a conveyance to a corporation, partnership, limited liability company, trust or other form of entity wholly or partially in exchange for stock, or other form of beneficial equity interest in such entity as part of a corporate, partnership or similar restructuring, acquisition, merger or other similar transaction and not as a means of circumventing the rights granted to Tenant under this Section 32; or (iii) a conveyance to any person or entity which, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with Landlord, provided that the right of first offer to purchase shall survive any transaction of the kind described in this clause (iii).

 

(f)                                   If Tenant timely accepts Landlord’s Offer, and the Purchase and Sale Agreement is timely executed, the closing of the sale of the Project shall be held at the time and place specified in the Purchase and Sale Agreement.  At the closing, a special warranty deed, together with such other instruments and documents as may be reasonably necessary to effectuate the sale of the Project to Tenant, shall be deposited in the escrow established by the parties.  The instruments and documents to be deposited in escrow at the closing shall be legally sufficient to convey Landlord’s fee interest in the Project to Tenant free and clear of all loans, mortgages, deeds of trust, liens and encumbrances except real property taxes not yet due, which real property taxes shall be prorated as of the date of the closing.  The Purchase Price and all other sums due at the time of closing shall be paid by delivery of funds in escrow which are immediately available to Landlord upon closing.  Landlord’s obligation to convey title to the Project in accordance herewith shall be fully satisfied upon the willingness of the title company to issue to Tenant upon payment by Landlord of its regularly scheduled premium its policy of CLTA (or, at Tenant’s option, ALTA, provided Tenant bears the incrementally incurred costs associated with the procurement of ALTA coverage including any ALTA survey) title insurance, containing such endorsements as Tenant may reasonably request (at Tenant’s sole cost), insuring that Tenant is vested as the fee owner of the Project subject only to the exceptions allowed by

 











 

this paragraph.  Notwithstanding the foregoing, issuance of any title insurance endorsements shall not be a condition to Tenant’s obligation to close the transaction.

 

(g)                                  Recordation of Memorandum.  A short form memorandum of this right of first offer in the form attached hereto as Exhibit A may be recorded within thirty (30) days after the Commencement Date.  If this right of first offer is terminated or voided under the provisions of Sections 32(a) through 32(f) (inclusive) above, Tenant shall deliver to Landlord within thirty (30) days after Tenant’s receipt of Landlord’s written request, an executed and acknowledged termination of this ROFO in the form attached hereto as Schedule 1.

 

IN WITNESS WHEREOF, the parties have executed this Lease as of the day first above written.

 

	
LANDLORD:
    	
 
    	
TENANT:
    
	
 
    	
 
    	
 
    
	
                                                                                              ,
    	
 
    	
                                                                                            ,
    
	
a Delaware corporation
    	
 
    	
a Delaware corporation
    
	
 
    	
 
    	
 
    
	
By:
    	
 
    	
 
    	
By:
    	
 
    
	
Name:
    	
 
    	
 
    	
Name:
    	
 
    
	
Title:
    	
 
    	
 
    	
Title:
    	
 
    


 











 

EXHIBIT A

 

THE PREMISES, INCLUDING DESCRIPTION OF SHARED AREAS

 












 

EXHIBIT B

 

DESCRIPTION OF NON-RENTAL COMPONENT OF OCCUPANCY COSTS

 











 

EXHIBIT C

 

PROJECT RULES AND REGULATIONS

 











 

EXHIBIT D

 

SHORT FORM OF RIGHT OF FIRST OFFER

(                                                              )

Property Address

 

By this Short Form of Right of First Offer effective as of                                         , the undersigned party designated as “Offeror” hereby grants to                                   , a                                  (“Offeree”) a right of first offer to purchase Offeror’s right, title and interest in and to the real property located at                                 ,                             , Colorado, which real property is more particularly described on Exhibit A attached hereto and made a part hereof, on the terms and conditions set forth in Paragraph 32 of that certain Lease dated August 1, 2014 between Offeror and Offeree concerning such real property (the “Lease”).

 

Offeree’s right of First Offer expires automatically on the fifth (5th) anniversary of the effective date hereof unless sooner terminated by action of the parties or the Lease is sooner terminated.

 

IN WITNESS WHEREOF, the parties hereto have executed this Short Form of Right of First Offer on the day and year first above written.

 

	
OFFEROR:
    	
 
    	
OFFEREE:
    
	
 
    	
 
    	
 
    
	
                                                  ,   a Delaware corporation  
    	
 
    	
                                                  ,   a Delaware corporation  
    
	
 
    	
 
    	
 
    
	
By:
    	
 
    	
 
    	
By:
    	
 
    
	
 
    	
 
    	
 
    	
 
    	
 
    
	
Title:
    	
 
    	
 
    	
Title:
    	
 
    


 











 

SCHEDULE 1

 

TERMINATION OF RIGHT OF FIRST OFFER

(                                                              )

Property Address

 

By this Termination of Right of First Offer effective as of                                   , the undersigned offeree (“Offeree”) hereby acknowledges the termination of any and all rights it may have to purchase the real property located at                                       ,                                           , Colorado, and more particularly described on Exhibit A attached hereto and made a part hereof, that were granted to Offeree pursuant to that certain Right of First Offer to Purchase set forth in Paragraph 32 of that certain Lease dated August 1, 2014 between Offeree and                              concerning such real property dated                       , a short form of which was recorded on                                at Book No.               , Page                      of the records of                                  County.

 

IN WITNESS WHEREOF, Offeree has executed this Termination of Right of First Offer on the day and year first above written.

 

	
OFFEREE:
    	
 
    
	
 
    	
 
    
	
                                                  ,   a Delaware corporation  
    	
 
    
	
 
    	
 
    
	
By:
    	
 
    	
 
    
	
 
    	
 
    	
 
    
	
Title: