EIGHTH MODIFICATION AND RATIFICATION OF LEASE

EXHIBIT 10.19

EIGHT MODIFICATION AND RATIFICATION OF LEASE

THIS EIGHTH MODIFICATION AND RATIFICATION OF LEASE (this “Modification”) is made and entered into effective the 7 ^th day of April 2006, by and between ST. PAUL PROPERTIES, INC., a Delaware corporation (“Landlord”), and THE TRIZETTO GROUP, INC., a Delaware corporation (“Tenant”).

WITNESSETH:

WHEREAS, Landlord and Tenant entered into that certain Office Lease dated as of April 26, 1999, as amended by that certain Lease commencement letter signed by Landlord on September 9, 1999, and by Tenant on September 7, 1999, by that certain First Modification and Ratification of Lease entered into effective November 1, 1999, by that certain Second Modification and Ratification of Lease entered into effective December 27, 1999, by that certain Third Modification and Ratification of Lease entered into effective January 15, 2000, by that certain Fourth Modification and Ratification of Lease entered into Effective October 15, 2000, by that certain Fifth Modification and Ratification of Lease entered into effective October 31, 2002, by that certain Sixth Modification and Ratification of Lease entered into effective May 19, 2003, by that certain Seventh Modification and Ratification of Lease entered into effective April 12, 2004 (hereafter collectively the “Lease”), for the rental of certain commercial real property located in the Building known as Atrium I, 6061 S. Willow Drive, Englewood, Colorado, and more particularly described in the Lease as: Suites 310 and 300, containing collectively approximately 47,385 rentable square feet (the “Original Premises” and “Expansion Premises” respectively, which may be collectively referred to herein as the “Original Premises”); Suite 233, containing approximately 4,805 rentable square feet (the “Second Expansion Premises”); Suites 217, 235 and 250 containing collectively 13,077 rentable square feet (the “Third Expansion Premises); and Suites 230 and 260 containing collectively 4,624 rentable square feet (the “Fourth Expansion Premises”), and Suite 100 containing approximately 5,586 rentable square feet (the “Fifth Expansion Premises”); and

WHEREAS, Tenant desires to extend the term of the Lease for a period eighty-four (84) months, from July 31, 2009, to and including July 31, 2016, on the terms and conditions set forth in greater detail in this Modification; and

WHEREAS, Tenant desires to further expand the Premises beginning on or about April 14, 2006, through the addition of Suites 115, 120, 125, 150, and 232 in the Building containing approximately 50,862 rentable square feet (hereafter the “Sixth Expansion Premises”), as depicted in greater detail in Exhibit A-7 attached hereto and incorporated by reference, on the terms and conditions set forth in greater detail in this Modification; and

WHEREAS, Landlord is willing to modify the Lease to accommodate such desires, subject to the terms and conditions of this Modification and Landlord and Tenant desire to amend the Lease to reflect the extension of the Lease Term, the addition of the Sixth Expansion Premises, and the increase in Base Rent payable under the Lease.

NOW, THEREFORE, in consideration of the foregoing, the agreements and undertakings of the parties, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1. Definitions . All capitalized terms used herein not otherwise defined in this Modification shall have the meanings given them in the Lease.

2. Incorporation of Recitals . The foregoing recitals are incorporated herein and made a part hereof as if set forth in their entirety.

3. Additional Premises . Effective on April 14, 2006 ( the “Sixth Expansion Premises Commencement Date”), Landlord shall lease to Tenant and Tenant shall lease from Landlord the Sixth Expansion Premises. In addition the identification of the Leased Premises in Section 1.03(B) of the Lease is hereby further amended by adding immediately after the description of the Fifth Expansion Premises the following:

SIXTH EXPANSION PREMISES:

The following portions of the first and second floors of the Building outlined on Exhibit A-7 : Suites 115, 120, 125, 150, and 232 in the Building containing approximately 50,862 rentable square feet. Following the Sixth Expansion Premises Commencement Date (as such term is defined below) the Original Premises, Second Expansion Premises, Third Expansion Premises, Fourth Expansion Premises, Fifth Expansion Premises and Sixth Expansion Premises, shall collectively be referred to as the “ Premises”.

4. Sixth Expansion Premises Commencement Date. Section 1.03(D) of the Lease is hereby amended by adding immediately after the description of the commencement date of the Fifth Expansion Premises the following:

The Sixth Expansion Premises Commencement Date shall be April 14, 2006.

5. Termination Date. Section 1.03(F) of the Lease is hereby amended in its entirety by replacing the existing Termination Date of the Lease of July 31, 2009, with the following:

The Termination Date of the Lease for the Original Premises, Expansion Premises, Second Expansion Premises, Third Expansion Premises, Fourth Expansion Premises, Fifth Expansion Premises and Sixth Expansion Premises shall be July 31, 2016, unless sooner terminated as provided in this Lease.

6. Tenant’s Proportionate Share. Section 1.03(J) of the Lease is amended effective on the Sixth Expansion Premises Commencement Date by adding immediately after the description of the Tenant’s Proportionate Share under the Lease for the Premises the following:

Tenant’s Proportionate Share for the Sixth Expansion Premises shall be 38.06%.

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7. Security Deposit. Section 1.03(K) of the Lease is hereby amended by increasing the security deposit under the Lease in the additional amount of Forty-One Thousand Seven Hundred Forty-Nine and 23/100 US Dollars ($41,749.23), for a total security deposit of One Hundred Eighty-Nine Thousand Eight Hundred Ninety-Two and No/100 US Dollars ($189,892.00), which additional amount shall be payable to Landlord upon execution of this Modification.

8. Parking Spaces. Effective on the Sixth Expansion Premises Commencement Date, Section 1.03(O) of the Lease is deleted in its entirety, as amended, and is replaced with the following:

Commencing on the Sixth Expansion Premises Commencement Date, and in connection with its occupancy of the entirety of the Premises, Tenant shall be entitled to the non-exclusive use of a maximum of Four Hundred Seventeen (417) parking spaces in the Building parking areas at no charge during the Term of the Lease expiring on July 31, 2016. Landlord, with reasonable advance notice, reserves the right to strictly enforce the number of parking spaces utilized by Tenant during the term of this Lease based upon a parking ratio of 3.3 parking spaces per 1,000 rentable square feet. Landlord further reserves the right to assign and reassign (with the exception of Tenant’s reserved parking spaces described below), from time to time and on a non-discriminatory basis, particular parking spaces for use by persons selected by Landlord, and to issue and implement non-discriminatory rules and regulations with respect to parking spaces for the Building, provided that Tenant’s rights to the number of parking spaces designated herein are preserved. Within the foregoing parking allowance, Tenant shall be entitled to the use of a total of eleven (11) covered reserved parking spaces in those areas designated by Landlord for such spaces as of the date of this Modification, at no charge during the initial Term of the Lease.

9. Operating Expenses. Section 2.02 of the Lease, as previously amended, shall be further amended effective on the date of this Modification by adding to the first sentence thereof after the phrase “Fifth Expansion Premises” the phrase “and Sixth Expansion Premises”. In addition, the schedule of base years to be used to calculate excess expenses incorporated into the Sixth Modification and Ratification of Lease shall be amended by adding thereto the following:

10. Base Rent . Section 1.03(H) of the Lease entitled Base Rent, and Section 1.03(I) of the Lease entitled Monthly Installments of Base Rent, are hereby amended by adding the following:

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