EXHIBIT 10.27
PURCHASE AND SALE AGREEMENT
2000 and 2100 Seaport Boulevard in the City of Redwood City, County of San
Mateo, State of California
SELLER:
VII PACIFIC SHORES INVESTORS, L.L.C.,
a Delaware limited liability company
BUYER:
INFORMATICA CORPORATION,
a Delaware corporation
November 17, 2011
1
PURCHASE AND SALE AGREEMENT
2000 and 2100 Seaport Boulevard in the City of Redwood City,
County of San Mateo, State of California
THIS PURCHASE AND SALE AGREEMENT (this "Agreement") is made as of November 17,
2011 (the "Effective Date"), by and among VII PACIFIC SHORES INVESTORS, L.L.C.,
a Delaware limited liability company ("Seller"); and INFORMATICA CORPORATION, a
Delaware corporation ("Buyer").
R E C I T A L S
Seller is the owner of the Property (as defined below) and Seller desires to
sell, and Buyer desires to purchase the Property upon and subject to the terms
and conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the respective promises contained in this
Agreement, Buyer and Seller agree as follows:
A G R E E M E N T S
1.Purchase and Sale; Reservation; Definitions
A.Purchase and Sale. Subject to the terms and conditions of this Agreement,
Seller shall sell to Buyer, and Buyer shall purchase from Seller, all of
Seller's right, title and interest in and to the Property.
B.Reservation. Seller hereby reserves the Seller's Proprietary Materials (as
hereinafter defined), and Buyer hereby acknowledges that the Seller's
Proprietary Materials will be reserved by Seller at Closing (as hereinafter
defined).
C.Certain Definitions. As used herein, the following terms shall have the
following meanings:
(1)"Property" means all of Seller's right, title and interest in and to the
following, collectively:
(a)the land (the "Land") located at 2000 and 2100 Seaport Boulevard, in the City
of Redwood City, County of San Mateo, State of California, as more particularly
described in Exhibit D attached hereto;
(b)all improvements, structures and fixtures located upon the Land (the
"Improvements") ;
(c)all rights, entitlements, privileges and easements appurtenant to the Land
and Improvements, including, without limitation, air rights, water rights and
any other easements, rights-of-way or appurtenances used in connection with the
beneficial use or enjoyment of the Land and Improvements (the "Appurtenances";
the Land, the Improvements and the Appurtenances are sometimes hereinafter
collectively referred to as the "Real Property");
(d)all tangible personal property (the "Personal Property") owned by Seller and
located on and used solely in connection with the management, operation or
repair of the Real Property, other than that owned by tenants, the property
manager and any other third parties;
(e)the interest of the "Lessor" in and to all Tenant Leases (as hereinafter
defined);
(f)all contracts that affect solely the Property (the "Property Contracts") set
forth on Exhibit E attached hereto that Buyer has hereby expressly elected to
assume at Closing as specifically noted on Exhibit E attached hereto;
(g)all contracts that affect the Property and any other property within the
Pacific Shores Center complex (the "Project Contracts" and collectively with the
Property Contracts, the "Contracts") set