EIGHTH AMENDMENT TO LEASE AGREEMENT
Exhibit 10.15
EIGHTH AMENDMENT TO LEASE AGREEMENT
THIS EIGHTH AMENDMENT TO LEASE AGREEMENT (this “Amendment”) is made as of the 21st day of
February, 2007, by and between 1899 L STREET TOWER LLC, a Delaware limited liability company
(“Landlord”), and BLACKBOARD INC. (“Tenant”).
W I T N E S S E T H:
WHEREAS, 0000 X Xxxxxx LLC (“Original Landlord”) and Tenant entered into that certain Office
Lease dated November 22, 1999 (the “Original Lease”), as amended by that certain Amendment to Lease
Agreement dated February 16, 2000 (the “First Amendment”) as further amended by that certain Second
Amendment to Lease Agreement dated July, 2000, as further amended by that certain Third Amendment
to Lease Agreement dated January 31, 2001 (the “Third Amendment”), as further amended by that
certain Fourth Amendment to Lease Agreement dated March 22, 2002 (the “Fourth Amendment”), as
further amended by that certain Fifth Amendment to Lease Agreement dated August 31, 2005, executed
by Landlord (as successor-in-interest to Original Landlord) (the “Fifth Amendment”) as further
amended by that certain Sixth Amendment to Lease Agreement dated January 20, 2006 (the “Sixth
Amendment”), as further amended by that certain Seventh Amendment to Lease Agreement dated November
3, 2006 (the “Seventh Amendment”; all of the foregoing being collectively, the “Lease”) pertaining
to 62,665 square feet of space (the “Premises”), including the 500 square feet of storage space
leased by Tenant pursuant to the Original Lease, the 700 square feet of storage space leased by
Tenant pursuant to the Second Amendment and 646 square feet of storage space leased by Tenant
pursuant to the Sixth Amendment (collectively, the “Storage Space”) located in that certain
building (the “Building”) located at 0000 X Xxxxxx XX, Xxxxxxxxxx D.C.; and
WHEREAS, Landlord and Tenant have agreed to amend the Lease, as more particularly set forth
below.
NOW THEREFORE, in consideration of the covenants contained herein and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, Landlord and Tenant
hereby amend the Lease as follows:
A G R E E M E N T
1. Amendment. Section 2 of the Seventh Amendment is hereby deleted and replaced with the following text:
2. First Renewal Option. Tenant, at its option, may extend the Term of
this Lease for a period (“First Extended Term”), commencing on February 1, 2008 for up to three months as indicated below. The option for such
extension may be exercised by Tenant giving up to two written notices (the “Written
Notices”) thereof to Landlord, the first of which
shall be delivered not later
than February 23, 2007, provided that at the time of either notice Tenant shall not
be in Default in the performance of any of the terms and provisions of this Lease
beyond any applicable grace periods. The first Written Notice shall extend the
Lease by one month and 15 days (to March 15, 2008). The second Written Notice
shall extend the Lease by an additional one month and 15 days (to April 30, 2008),
provided that no second Written Notice may be delivered after March 30, 2007 or if
the first Written Notice was not timely delivered. The length of the First
Extended Term shall be three months if both Written Notices are timely delivered
and shall be one month and 15 days if only the First Written Notice is timely
delivered. The First Extended Term shall be on like terms, covenants, agreements,
provisions, conditions and limitations as are contained herein, except that the
rental payable by Tenant during the First Extended Term shall be equal to
$212,866.50 per month ($42.00 x 60,819 / 12) for the Premises, other than the
Storage Space (the Premises less the Storage Space is the “Office Space”), plus
$3,230 per month ($21.00 x 1,846 /12) for the Storage Space.
2. Façade Work. Tenant is aware that Landlord is contemplating performing certain
façade work to the second floor of the Building. Tenant grants Landlord the right to enter the
portion of the Premises on the second floor of the Building in order to conduct architectural
design work and planning provided that Landlord uses reasonable efforts to minimize the disruption
caused by such activities.. With Tenant’s written consent, and in no event earlier than four (4)
weeks prior to the end of the Lease, as extended, Landlord may perform work requiring access to the
Premises provided that such work does not require Tenant to relocate occupants of the affected
portion of the Premises. During all such times, Landlord shall use all reasonable efforts to
minimize any interference with Tenant’s use or occupancy of the Premises. Landlord may not, during
the progress of such work, close or suspend operation of entrances, doors, corridors, elevators or
other facilities except as such activities are consistent with the Landlord’s obligations under the
Lease and would not impair Tenant’s use or occupancy of the Premises.
3. Broker Warranty Landlord and Tenant each warrant that it has had no dealings with
any broker, agent or any other person in connection with the negotiation or execution of this
Amendment other than Xxxxxxx, Inc. and Transwestern Commercial Services (collectively, the
“Brokers”). Landlord and Tenant agree to indemnify and hold harmless the other from and against
any and all cost, expense, or liability for commissions or other compensation and charges claimed
by any broker or agent (other than the Brokers) with respect to this Amendment on account of the
acts of the indemnifying party.
4. Definitions. Unless the context otherwise requires, any capitalized term used herein shall have its
respective meaning as set forth in the Lease.
5. Integration of Amendment and Lease. This Amendment and the Lease shall be deemed to be, for all purposes, one instrument. In
the event of any conflict between the terms and provisions of this Amendment and the terms and
provisions of the Lease, the terms and provisions of this Amendment shall, in all instances,
control and prevail.
6. Counterparts. This Amendment may be executed by each of the parties hereto in separate counterparts and
have the same force and effect as if all of the parties had executed it as a single document.
7. Ratification. Except as modified herein, all of the remaining terms and provisions of the Lease shall
remain in full force and effect.
IN WITNESS WHEREOF, Landlord and Tenant have duly executed this Amendment as of the day and
year first above written.
| LANDLORD: 1899 L STREET TOWER LLC, a Delaware limited liability company |
|||||
| By: | BlackRock Realty Advisors, Inc., | ||||
| its manager | |||||
| By: | /s/ Xxxxx Xxxxxxxxx | ||||
| Name: | Xxxxx Xxxxxxxxx | ||||
| Title: | Director | ||||
| TENANT: BLACKBOARD INC. |
||||
| By: | /s/ Xxxxxx Xxx | |||
| Name: | Xxxxxx Xxx | |||
| Title: | Deputy General Counsel | |||
