AMENDMENT NO. 2 TO YEON BUSINESS CENTER LEASE AGREEMENT

EXHIBIT 10.2

(3200 NW Yeon)

Recitals :

A.           Landlord and Tenant are parties to a Yeon Business Center (3200 NW Yeon) Lease Agreement dated August 7, 2003 (the “ Lease Agreement ”), as amended by an Amendment No. 1 to Lease dated February 1, 2004 (the “ First Amendment ”). The Lease Agreement and the First Amendment are collectively referred to as the “Lease” in this Amendment No. 2 to Yeon Business Center Lease Agreement (the “ Amendment ”).

B.           Landlord and Tenant have agreed to expand the Premises by adding to the Premises approximately 10,572 rentable square feet in the Building (the “ Expansion Space ”), on the terms and conditions set forth in this Amendment. After such expansion, Tenant will be the sole tenant in the Building.

C.           Capitalized terms which are used in this Amendment and which are defined in the Lease shall have the meanings given to them in the Lease, unless expressly amended by this Amendment.

Agreements :

NOW, THEREFORE, in consideration of the mutual promises of the parties set forth in this Amendment, the receipt and sufficiency of which are acknowledged, the parties agree as follows:

1.1           General . Tenant has retained Yost Grube Hall (the “ Architect ”) to design its improvements to the Expansion Space (the “ Expansion Space Tenant Improvements ”). Tenant shall cause the Architect to prepare the necessary drawings, including without limitation, Basic Plans and Working Plans as described below for the Expansion Space Tenant Improvements (the “ Plans ”). The Plans are subject to Landlord’s written approval, which shall not be unreasonably withheld. Throughout the process of design and construction of the Expansion Space Tenant Improvements, Kelly Lang (“ Tenant’s Construction Representative ”) shall be available, or shall make his representative available, for onsite and telephone

consultations and decisions as necessary. Tenant’s Construction Representative shall have the authority to bind Tenant as to all matters relating to the Expansion Space Tenant Improvements.

1.2           Basic Plans . Tenant shall deliver the Basic Plans to Landlord by October 12, 2005. The Basic Plans shall clearly identify and locate on the Basic Plans (i) any equipment requiring special plumbing or mechanical systems, areas subject to above normal loads, special openings in the floor, ceiling, or walls, and other major or special features; and (ii) locations of telephone and electrical receptacles, outlets, and other items requiring electrical power (for special conditions and equipment, power requirements, and manufacturer’s model numbers must be included). Landlord shall review the Basic Plans and shall, in writing within five business days after receipt, either approve the Basic Plans (which approval shall not be unreasonably withheld, conditioned or delayed) or reject them, in which case Landlord shall specify in reasonable detail the deficiencies in the Basic Plans as submitted. If the Basic Plans are rejected, Tenant shall resubmit required changes to the Basic Plans within five business days after Landlord’s rejection until Landlord’s reasonable approval has been obtained.

1.3           Working Plans . On or before the date that is the later of (a) five business days after Landlord’s approval of the Basic Plans or (b) November 1, 2005, Tenant shall cause the Architect to produce and deliver to Landlord full working drawings for construction sufficient to obtain all necessary permits and with sufficient detail to construct the Expansion Space Tenant Improvements in compliance with the approved Basic Plans, including specifications for every item included on the Basic Plan (the “ Working Plans ”).

1.4             Construction of Expansion Space Tenant Improvements . Upon completion of the Working Plans, and subject to Tenant’s prior, written approval of the original budgeted cost (the “Initial Budget”), Landlord shall construct the Expansion Space Tenant Improvements. Tenant agrees to respond to Landlord’s request for approval of the Initial Budget within five business days of Landlord’s written request therefor. No changes to the Plans or Initial Budget shall be made except with the approval of both Landlord and Tenant. The parties acknowledge that the total cost and of, and Initial Budget for, planning, designing, permitting, installing and constructing (including labor and materials) the Expansion Space Tenant Improvements may exceed the “TI Allowance” (defined below). Landlord shall cause the Expansion Space Tenant Improvements to be completed in a good and workmanlike manner and in compliance with the building permit issued therefor (if any) by the City of Portland. Landlord shall use commercially reasonable efforts to minimize disruption of the conduct of Tenant’s business in the Building during the construction of the Expansion Space Tenant Improvements. Tenant acknowledges that all overtime costs incurred to comply with this requirement shall be included in the total costs of the Expansion Space Tenant Improvements. However, Landlord and Tenant shall work collaboratively to determine whether Tenant would prefer business disruption rather than overtime costs. Tenant shall cooperate and coordinate with Landlord to minimize disruption of the conduct of Tenant’s business in the Building during the construction.

1.5           Payment of Tenant Improvements Costs . Landlord shall pay up to $105,720.00 (the “ TI Allowance ”) towards the costs of designing and constructing the Expansion Space Tenant Improvements which costs shall include all costs, fees, and expenses incurred by Landlord in connection with the planning, design, permitting, installation, labor, materials and construction of the Expansion Space Tenant Improvements, which costs, fees and expenses shall 

include construction supervision fees paid to Landlord’s property manager, Schnitzer Northwest, LLC. Construction supervision fees paid to Schnitzer Northwest, LLC, inclusive of Landlord’s overhead charges and overhead costs of Schnitzer Northwest, LLC (if any), shall not exceed five percent (5%) of the total cost of designing and constructing the Expansion Space Tenant Improvements. Landlord shall apply the total amount of the TI Allowance toward payment of costs of designing and constructing the Expansion Space Tenant Improvements as those charges become due and payable, and thereafter, Landlord shall pay, as due, the costs of designing and constructing the Expansion Space Tenant Improvements, up to the amounts included in the Initial Budget. Within seven (7) business days after Tenant’s receipt of an invoice including an itemization of the expenditures and all documentation (e.g. contractor & sub-contractor invoices, and material invoices) supporting the expenditures or such additional documentation reasonably requested by Tenant to support the invoiced amount, Tenant shall reimburse Landlord the payments made by Landlord and included in the Initial Budget (and any Change Orders approved by Tenant) that exceed the TI Allowance.

1.6           Change Orders. Prior to incurring any costs, fees or expenses including, without limitation, governmental fees and assessments in connection with the design, permitting, installation, labor, materials, and construction of the Expansion Space Tenant Improvements that exceed the Initial Budget, and prior to making any modifications to the Plans and/or the materials, finishes, specifications or ti