First Amendment To Lease Agreement And Service Level Agreement

Exhibit 10.14

FIRST AMENDMENT TO LEASE AGREEMENT (BUILDING 90)

AND SERVICE LEVEL AGREEMENT THIS FIRST AMENDMENT TO LEASE AGREEMENT (BUILDING 90) AND SERVICE LEVEL AGREEMENT (this " Amendment" ) is entered into this 10th day of January, 2007 by and between AVAGO TECHNOLOGIES U.S. INC., a Delaware corporation (" Avago" ), and LUMILEDS LIGHTING B.V., a Netherlands corporation (" Lumileds" ).

RECITALS:

WHEREAS, Agilent Technologies, Inc., a Delaware corporation (" Agilent" ), as Landlord, and Avago, as Tenant, entered into that certain Lease Agreement (Building 90) dated December 1, 2005 (the " Original Lease" ), pursuant to which Tenant leased from Landlord portions of the property commonly known as Building 90 and located at 350/370 W. Trimble Road, San Jose, California (the " Premises" ) as more particularly described in the Original Lease. Landlord' s interest in the Original Lease was subsequently assigned by Agilent to Lumileds (Lumileds shall also be referred to herein as " Landlord" ).

WHEREAS, Agilent, as the Company, Lumileds, as the Contractor, and Avago entered into that certain Service Level Agreement (the " SLA" ) dated as of November 1, 2005, pursuant to which Agilent engaged Lumileds to provide services to the Premises as more particularly described in the SLA. Agilent' s interest in the SLA was assigned to Avago (Avago shall also be referred to as the " Company" and Lumileds shall also be referred to as the " Contractor" ). WHEREAS, Avago and Lumileds desire to amend the Original Lease and the SLA as set forth herein. NOW, THEREFORE, for and in consideration of the recitals herein above set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Agilent and Lumileds hereby agree as follows:

1. Terms. Unless otherwise defined in this Amendment to the contrary, all capitalized terms have the meaning ascribed to them in the Original Lease and SLA.

2. Extension of Term.

a. Section 2.1 of the Original Lease is hereby deleted in its entirety and is replaced with the following: " Landlord and Tenant hereby agree to extend the Lease Term for a period of an additional seven (7) years from December 1, 2008 through November 30, 2015. For purposes of the Lease, the period from December 1, 2008 through November 30, 2015 is referred to herein as the " Extended Term" ."

b. The definition of " Expiration Date" in Section 1.15 of the Original Lease is hereby deleted, and replaced by the following: "" Expiration Date" means the earlier of November 30, 2015 or the date that this Lease is sooner terminated pursuant to its terms."

c.

The definition of " Tenant' s Share" in the Lease Summary (at the beginning of the Original Lease) and Section 1.4.4 of the Original Lease is hereby amended by adding the following as a new sentence at the end of the current definition in the Lease Summary: " During the Extended Term, Tenant' s Share shall mean 29.62% for the Project should Tenant exercise its right to take the Exhibit 3b Space defined below, and 28.42% if Tenant does not exercise such right." and the following sentence at the end of Section 1.4.4: "" Tenant' s Share" in connection with the Operating Expenses for the Project means the percentage obtained by dividing the gross rentable square footage of the Premises (134,202 sq. ft. if Tenant exercises its right to take the Exhibit 3b Space, or 128,790 if


1 Tenant does not exercise such right) by the gross rentable square footage of the Project (453,107 sq. ft.), which is deemed to be 29.62% if Tenant exercises its right to take the Exhibit 3b Space, or 28.42% if Tenant does not exercise such right ."

3. Square Footage. The definition of " Premises" in the Lease Summary (at the beginning of the Original Lease) and Section 1.29 of the Original Lease are hereby amended by adding the following as a new sentence at the end of the current definition: " During the Extended Term, should Tenant exercise its right to take the Exhibit 3b Space, the Premises shall be deemed to contain one hundred thirty-four thousand two hundred two (134,202) square feet of space, including 4684 square feet of basement currently used for data center purposes, as more particularly described on Exhibit 3a attached hereto and made a part hereof. If Tenant does not exercise such right, the Premises shall be deemed to contain one hundred twenty-eight thousand seven hundred ninety (128,790) square feet of space, including 4684 square feet of basement currently used for data center purposes, also as more particularly described on Exhibit 3a attached hereto and made a part hereof."

4. Relocation and Restoration of Tenant. The Original Lease is hereby amended by inserting the following as a new Section 2.2: " Relocation and Restoration of Tenant. Prior to the commencement of the Extended Term, Tenant shall vacate approximately 10,795 square feet of office space and 5,412 square feet of laboratory space on the ground floor as more specifically designated and set forth on Exhibit 3b hereto (the " Exhibit 3b Space" ). Tenant shall surrender and vacate such space in accordance with the applicable provisions of the Lease, but shall have no restoration or " put back" obligations with respect to such space. Tenant shall have the right to require Landlord to perform, at Landlord' s cost, the restoration and relocation described below if, on or prior to November 30, 2007, Tenant notifies Landlord that it is exercising its right to require Landlord to perform such restoration and relocation. If Tenant timely exercises such right, Landlord shall, at Landlord' s cost, relocate Tenant' s existing offices from the approximately 10,795 square feet of office space surrendered to other space within the remaining Premises Tenant designates, and relocate Tenant' s existing lab equipment and utilities from the 5,412 square feet of laboratory space in a portion of the Exhibit 3b Space and restore it in the replacement laboratory space set forth on Exhibit 3b (the " Exhibit 3b Space" ). The relocation of the office space shall consist of Landlord movi ...