HomeMy WebLinkAboutCC Resolution 8964 (Satellite Police Station Office Rental)RESOLUTION NO. 8964
A RESOLUTION AUTHORIZING THE SIGNING
OF A RENEWAL OF A LICENSE AGREEMENT WITH
LEONARDI PROPERTIES, INC. FOR RENTAL OF OFFICE
SPACE FOR A SATELLITE POLICE STATION IN THE CANAL AREA
THE CITY COUNCIL OF THE CITY OF SAN RAFAEL RESOLVES as follows:
THE CITY MANAGER is authorized to execute, on behalf of the City of San Rafael,
a renewal of a license agreement with LEONARD[ PROPERTIES, INC., to rent an
office to the San Rafael Police Department at 97 Louise Street for a period
ending June 30, 1994, for $150.00 per month, plus utilities.
I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby certify that the
foregoing resolution was duly and regularly introduced and adopted at a
regular meeting of the City Council of said City held on Monday the 21st day of
June, 1993, by the following vote, to wit:
AYES: COUNCIL MEMBERS: Breiner, Cohen, Shippey, Thayer & Mayor Boro
NOES: COUNCIL MEMBERS: None
ABSENT COUNCIL MEMBERS: None
JEAWIqE M. LEONCINI, City Clerk
11-99Z-1
STANDARD INDUSTRIAL LEASE -MULTI -TENANT
AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
MIR
1. Parties. This Lease, dated, for reference purposes only, April 14,
is made by and between Leonardi Properties, Inc.
and The San Rafael Police Department
19 93 ,
(herein called "Lessor")
(herein called "Lessee")
2. Premises, Parking and Common Areas.
2.1 Premises. Lessor hereby leases to Lessee and Lessee leases from Lessor for the term, at the rental, and upon all of the conditions set forth
herein, real property situated in the County of Marin State of California
commonly known as 97—D Louise Street, San Rafael
and describedap approximately 1,191 square feet on the southeast corner of an 10,182 square
foot building as outlined in orange onthe attached plat. See EXHIBIT A
herein referred to as the "Premises;' as may be outlined on an Exhibit attached hereto, including rights to the Common Areas as hereinafter specified
but not including any rights to the roof of the Premises or to any Building in the Industrial Center. The Premises are a portion of a building, herein referred
to as the "Building:' The Premises, the Building, the Common Areas, the land upon which the same are located, along with all other buildings and
improvements thereon, are herein collectively referred to as the "Industrial Center."
2.2 Vehicle Parking. Lessee shall be entitled to NA vehicle parking spaces, unreserved and unassigned, on those portions of the
Common Areas designated by Lessor for parking. Lessee shall not use more parking spaces than said number. Said parking spaces shall be used only
for parking by vehicles no larger than full size passenger automobiles or pick-up trucks, herein called "Permitted Size Vehicles" Vehicles other than
Permitted Size Vehicles are herein referred to as "Oversized Vehicles"
2.2.1 Lessee shall not permit or allow any vehicles that belong to or are controlled by Lessee or Lessee's employees, suppliers, shippers,
customers, or invitees to be loaded, unloaded, or parked in areas other than those designated by Lessor for such activities.
2.2.2 If Lessee permits or allows any of the prohibited activities described in paragraph 2.2 of this Lease, then Lessor shall have the right,
without notice, in addition to such other rights and remedies that it may have, to remove or tow away the vehicle involved and charge the cost to Lessee,
which cost shall be immediately payable upon demand by Lessor.
2.3 Common Areas—Definition. The term "Common Areas" is defined as all areas and facilities outside the Premises and within the exterior
boundary line of the Industrial Center that are provided and designated by the Lessor from time to time for the general non-exclusive use of Lessor,
Lessee and of other lessees of the Industrial Center and their respective employees, suppliers, shippers, customers and invitees, including parking areas,
loading and unloading areas, trash areas, roadways, sidewalks, walkways, parkways, driveways and landscaped areas.
2.4 Common Areas—Lessee's Rights. Lessor hereby grants to Lessee, for the benefit of Lessee and its employees, suppliers, shippers, customers
and invitees, during the term of this Lease, the non-exclusive right to use, in common with others entitled to such use, the Common Areas as they exist
from time to time, subject to any rights, powers, and privileges reserved by Lessor under the terms hereof or under the terms of any rules and regulations
or restrictions governing the use of the Industrial Center. Under no circumstances shall the right herein granted to use the Common Areas be deemed
to include the right to store any property, temporarily or permanently, in the Common Areas. Any such storage shall be permitted only by the prior written
consent of Lessor or Lessor's designated agent, which consent may be revoked at any time. In the event that any unauthorized storage shall occur then
Lessor shall have the right, without notice, in addition to such other rights and remedies that it may have, to remove the property and charge the cost to
Lessee, which cost shall be immediately payable upon demand by Lessor.
2.5 Common Areas—Rules and Regulations. Lessor or such other person(s) as Lessor may appoint shall have the exclusive control and
management of the Common Areas and shall have the right, from time to time, to establish, modify, amend and enforce reasonable rules and regulations
with respect thereto. Lessee agrees to abide by and conform to all such rules and regulations, and to cause its employees, suppliers, shippers, customers,
and invitees to so abide and conform. Lessor shall not be responsible to Lessee for the non-compliance with said rules and regulations by other lessees
of the Industrial Center.
2.6 Common Areas—Changes. Lessor shall have the right, in Lessor's sole discretion, from time to time:
(a) To make changes to the Common Areas, including, without limitation, changes in the location, size, shape and number of driveways,
entrances, parking spaceg, parking areas, loading and unloading areas, ingress, egress, direction of traffic, landscaped areas and walkways; (b) To close
temporarily any of the Common Areas for maintenance purposes, so long as reasonable access to the Premises remains available; (c) To designate other
land outside the boundaries of the Industrial Center to be a part of the Common Areas; (d) To add additional buildings and improvements to the Common
Areas; (e) To use the Common Areas while engaged in making additional improvements, repairs or alterations to the Industrial Center, or any portion
thereof; (f) To do and perform such other acts and make such other changes in, to or with respect to the Common Areas and Industrial Center as Lessor
may, in the exercise of sound business judgment, deem to be appropriate.
2.6.1 Lessor shall at all times provide the parking facilities required by applicable law and in no event shall the number of parking spaces that
Lessee is entitled to under paragraph 2.2 be reduced.
3. Term.
3.1 Term. The term of this Lease shall be for ONE (1) YEAR and ONE MONTH
commencing on July 1, 1993 and ending on July 30, 1994
unless sooner terminated pursuant to any provision hereof.
3.2 Delay in Possession. Notwithstanding said commencement date, if for any reason Lessor cannot deliver possession of the Premises to Lessee
on said date, Lessor shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Lessee
hereunder or extend the term hereof, but in such case, Lessee shall not be obligated to pay rent or perform any other obligation of Lessee under the terms
of this Lease, except as May be otherwise provided in this Lease, until possession of the Premises is tendered to Lessee; provided, however, that if
Lessor shall not have delivered possession of the Premises within sixty (60) days from said commencement date, Lessee may, at Lessee's option, by
notice in writing to Lessor within ten (10) days thereafter, cancel this Lease, in which event the parties shall be discharged from all obligations hereunder;
provided further, however, that if such written notice of Lessee is not received by Lessor within said ten (10) day period, Lessee's right to cancel this
Lease hereunder shall terminate and be of no further force or effecL
3.3 Early Possession. If Lessee occupies the Premises prior to said commencement date, such occupancy shall be subject to all provisions of
this Lease, such occupancy shall not advance the termination date, and Lessee shall pay rent for such period at the initial monthly rates set forth below.
4. Rent
4.1 Base Rent Lesseeshall pa yy to Lessor, as Base Rent for the Premises, without any offset or deduction, except as m�ayy ��be therwise expressly
provided in this Lease, on the f i rS t day of each month of the term hereof, monthly payments in advance of $_1�() .80
Lessee shall pay Lessor upon execution hereof a as Base Rent for
Rent for any period during the term hereof which is for less than one month shall be a pro rata portion of the Base Rent. Rent shall be payable in lawful
money of the United States to Lessor at the address stated herein or to such other persons or at such other places as Lessor may designate in writing.
i+.J-a. po.,vov�L000vo-dt,s�iiprv�-io-%oaovreaurrn .i
of all Opera enses, as herelnaffer defined, during each calendar year of the term of this Lease, in accordance with the f rovisions:
(a) "Lesse e" is defined, for purposes of this Lease as percent
(b) "Operating Expe "' defined, for purposes of this Lease, as all costs incurred b orif any, for:
(i) The operation, repair a - tenance, in neat, clean, good ord d tvtfdifion of the following:
(aa) The Common Areas, inclu ing areas n unloading areas, trash areas, roadways, sidewalks, walkways, park-
ways, driveways, landscaped areas, striping, bumpers, it ' s, Common Area lighting facilities and fences and gates.
(bbl Trash disposal se
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0 American Industrial Real Estate Association 1982 MULTI TENANT—GROSS
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(ii) The cos gas and electricity to service the Common Areas.
(c) The inclusion of the imp nts, facilities and services set forth in paragraph 4.2(b)(i) of thq_ae.4Rftn of Operating Expenses shall not
be deemed to impose an obligation upon Lessor r have said improvements or facilities or to a those services unless the Industrial Center
already has the same, Lessor already provides the services, sor has agreed elsewh is Lease to provide the same or some of them.
(d) Lessee's Share of Operating Expenses shall be paya Le m ten (10) days after a reasonably detailed statement of actual
expenses is presented to Lessee by Lessor. At Lessor's option, how a ay be estimated by Lessor from time to time of Lessee's Share of
annual Operating Expenses and the same shall be payabl y or quarterly, as Lesso designate, during each twelve-month period of the Lease
term, on the same day as the Base Rent isdue er. In the event that Lessee pays Lessor's�stira a of Lessee's Share of Operating Expenses as
aforesaid, Lessor shall deliver to Less . n sixty (60) days after the expiration of each calendar year a reas detailed statement showing Lessee's
Share of the actual Operati nses incurred during the preceding year. If Lessee's payments under this paragrap . during said preceding year
exceed Lessee's as indicated on said statement, Lessee shall be entitled to credit the amount of such overpayment ag ' essee's Share of
Opera' enses next falling due. If Lessee's payments under this paragraph during said preceding year were less than Lessee's Sha ' dicated
to LessOF il 2r^-1Jrt gf the deiieienGy WilhiA !an (4Q) days aft8F d8l VGFY by 1=96sei: 19 Lessee Al said rtate t
5. Security Deposit Lessee shall deposit with Lessor upon execution hereof $ NA as security for Lessee's faithful performance of
Lessee's obligations hereunder. If Lessee fails to pay rent or other charges due hereunder, or otherwise defaults with respect to any provision of this
Lease, Lessor may use, apply or retain all or any portion of said deposit for the payment of any rent or other charge in default or for the payment of any
other sum to which Lessor may become obligated by reason of Lessee's default, or to compensate Lessor for any loss or damage which Lessor may
suffer thereby. If Lessor so uses or applies all or any portion of said deposit, Lessee shall within ten (10) days after written demand therefor deposit
cash with Lessor in an amount sufficient to restore said deposit to the full amount then required of Lessee. If the monthly rent shall, from time to time,
increase during the term of this Lease, Lessee shall, at the time of such increase, deposit with Lessor additional money as a security deposit so that the
total amount of the security deposit held by Lessor shall at all times bear the same proportion to the then current Base Rent as the initial security deposit
bears to the initial Base Rent set forth in paragraph 4. Lessor shall not be required to keep said security deposit separate from its general accounts.
If Lessee performs all of Lessee's obligations hereunder, said deposit, or so much thereof as has not theretofore been applied by Lessor, shall be returned,
without payment of interest or other increment for its use, to Lessee (or, at Lessor's option, to the last assignee, if any, of Lessee's interest hereunder) at
the expiration of the term hereof, and after Lessee has vacated the Premises. No trust relationship is created herein between Lessor and Lessee with
respect to said Security Deposit.
6. Use.
6.1 Use. The Premises shall be used and occupied only for Police Observation and Law Enforcement
or any other use which is reasonably comparable and for no other purpose.
6.2 Compliance with Law.
(a) Lessor warrants to Lessee that the Premises, in the state existing on the date that the Lease term commences, but without regard to the
use for which Lessee will occupy the Premises, does not violate any covenants or restrictions of record, or any applicable building code, regulation or
ordinance in effect on such Lease term commencement date. In the event it is determined that this warranty has been violated, then it shall be the
obligation of the Lessor, after written notice from Lessee, to promptly, at Lessor's sole cost and expense, rectify any such violation. In the event Lessee
does not give to Lessor written notice of the violation of this warranty within six months from the date that the Lease term commences, the correction of
same shall be the obligation of the Lessee at Lessee's sole cost. The warranty contained in this paragraph 6.2(a) shall be of no force or effect if, prior
to the date of this Lease, Lessee was an owner or occupant of the Premises and, in such event, Lessor shall correct any such violation at Lessee's
sole cost.
(b) Except as provided in paragraph 6.2(a) Lessee shall, at Lessee's expense, promptly comply with all applicable statutes, ordinances, rules,
regulations, orders, covenants and restrictions of record, and requirements of any fire insurance underwriters or rating bureaus, now in effect or which
may hereafter come into effect, whether or not they reflect a change in policy from that now existing, during the term or any part of the term hereof,
relating in any manner to the Premises and the occupation and use by Lessee of the Premises and of the Common Areas. Lessee shall not use nor
permit the use of the Premises or the Common Areas in any manner that will tend to create waste or a nuisance or shall tend to disturb other occupants
of the Industrial Center.
6.3 Condition of Premises.
(a) Lessor shall deliver the Premises to Lessee clean and free of debris on the Lease commencement date (unless Lessee is already in
possession) and Lessor warrants to Lessee that the plumbing, lighting, air conditioning, heating, and loading doors in the Premises shall be in good
operating condition on the Lease commencement date. In the event that it is determined that this warranty has been violated, then it shall be the
obligation of Lessor, after receipt of written notice from Lessee setting forth with specificity the nature of the violation, to promptly, at Lessor's sole cost,
rectify such violation. Lessee's failure to give such written notice to Lessor within thirty (30) days after the Lease commencement date shall cause the
conclusive presumption that Lessor has complied with all of Lessor's obligations hereunder. The warranty contained in this paragraph 6.3(a) shall be of
no force or effect if prior to the date of this Lease, Lessee was an owner or occupant of the Premises.
(b) Except as otherwise provided in this Lease, Lessee hereby accepts the Premises in their condition existing as of the Lease commencement
date or the date that Lessee takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county and state laws,
ordinances and regulations governing and regulating the use of the Premises, and any covenants or restrictions of record, and accepts this Lease subject
thereto and to all matters disclosed thereby and by any exhibits attached hereto. Lessee acknowledges that neither Lessor nor Lessor's agent has made
any representation or warranty as to the present or future suitability of the Premises for the conduct of Lessee's business.
7. Maintenance, Repairs, Alterations and Common Area Services.
7.1 Lessor's Obligations. Subject to the provisions of paragraphs 4.2 (Operating Expenses), 6 (Use), 7.2 (Lessee's Obligations) and 9 (Damage or
Destruction) and except for damage caused by any negligent or intentional act or omission of Lessee, Lessee's employees, suppliers, shippers, customers,
or invitees, In which event Lessee shall repair the damage. Lessor, at Lessor's expense, subject to reimbursement pursuant to paragraph 4.2, shall keep
In good condition and repair the foundations, exterior walls, structural condition of interior bearing walls, and roof of the Premises, as well as the parking
lots, walkways, driveways, landscaping, fences, signs and utility Installations of the Common Areas and all parts thereof, as well as providing the services
for which there is an Operating Expense pursuant to paragraph 4.2. Lessor shall not, however, be obligated to paint the exterior or interior surface of
exterior walls, nor shall Lessor be required to maintain, repair or replace windows, doors or plate glass of the Premises. Lessor shall have no obligation
to make repairs under this paragraph 7.1 until a reasonable time after receipt of written notice from Lessee of the need for such repairs. Lessee expressly
waives the benefits of any statute now or hereafter in effect which would otherwise afford Lessee the right to make repairs at Lessor's expense or to
terminate this Lease because of Lessor's failure to keep the Premises in good order, condition and repair. Lessor shall not be liable for damages or loss
of any kind or nature by reason of Lessor's failure to furgish any Common Area Services when such failure is caused by accident, breakage, repairs,
strikes, lockout, or other labor disturbances or disputes of any character, or by any other cause beyond the reasonable control of Lessor.
7.2 Lessee's Obligations.
(a) Subject to the provisions of paragraphs 6 (Use), 7.1 (Lessor's Obligations), and 9 (Damage or Destruction), Lessee, at Lessee's expense,
shall keep in good order, condition and repair the Premises and every part thereof (whether or not the damaged portion of the Premises or the means
of repairing the same are reasonably or readily accessible to Lessee) including, without limiting the generality of the foregoing, all plumbing, heating,
ventilating and air conditioning systems (Lessee shall procure and maintain, at Lessee's expense, a ventilating and air conditioning system maintenance
contract), electrical and lighting facilities and equipment within the Premises, fixtures, interior walls and interior surfaces of exterior walls, ceilings,
windows, doors, plate glass, and skylights located within the Premises. Lessor reserves the right to procure and maintain the ventilating and air
conditioning system maintenance contract and if Lessor so elects, Lessee shall reimburse Lessor, upon demand, for the cost thereof.
(b) If Lessee fails to perform Lessee's obligations under this paragraph 7.2 or under any other paragraph of this Lease, Lessor may enter upon
the Premises after ten (10) days' prior written notice to Lessee (except in the case of emergency, in which no notice shall be required), perform such
obligations on Lessee's behalf and put the Premises in good order, condition and repair, and the cost thereof together with interest thereon at the
maximum rate then allowable by law shall be due and payable as additional rent to Lessor together with Lessee's next Base Rent installment.
(c) On the last day of the term hereof, or on any sooner termination, Lessee shall surrender the Premises to Lessor in the same condition as
received, ordinary wear and tear excepted, clean and free of debris. Any damage or deterioration of the Premises shall not be deemed ordinary wear and
tear if the same could have been prevented by good maintenance practices. Lessee shall repair any damage to the Premises occasioned by the installation
or removal of Lessee's trade fixtures, alterations, furnishings and equipment. Notwithstanding anything to the contrary otherwise stated in this Lease,
Lessee shall leave the air lines, power panels, electrical distribution systems, lighting fixtures, space heaters, air conditioning, plumbing and fencing on
the Premises in good operating condition.
7.3 Alterations and Additions.
(a) Lessee shall not, without Lessor's prior written consent make any alterations, improvements, additions, or Utility Installations in, on or about
the Premises, or the Industrial Center, except for nonstructural alterations to the Premises not exceeding $2,500 in cumulative costs, during the term of
this Lease. In any event, whether or not in excess of $2,500 in cumulative cost, Lessee shall make no change or alteration to the exterior of the
Premises nor the exterior of the Building nor the Industrial Center without Lessor's prior written consent. As used in this paragraph 7.3 the term "Utility
Installation" shall mean carpeting, window coverings, air lines, power panels, electrical distribution systems, lighting fixtures, space heaters, air conditioning,
plumbing, and fencing. Lessor may require that Lessee remove any or all of said alterations, improvements, additions or Utility Installations at the
Initials:
MULTI-TENANT—GROSS
C7 American Industrial Real Estate Association 1982 —2�T4
—
expiration of the term, and restore the Premises and the Industrial Center to their prior condition. Lessor may require Lessee to provide Lessor, at Lessee's
sole cost and expense, a lien and completion bond in an amount equal to one and one-half times the estimated cost of such improvements, to insure
Lessor against any liability for mechanic's and materialmen's liens and to insure completion of the work. Should Lessee make any alterations, improve-
ments, additions or Utility Installations without the prior approval of Lessor, Lessor may, at any time during the term of this Lease, require that Lessee
remove any or all of the same.
(b) Any alterations, improvements, additions or Utility Installations in or about the Premises or the Industrial Center that Lessee shall desire
to make and which requires the consent of the Lessor shall be presented to Lessor in written form, with proposed detailed plans. If Lessor shall give its
consent, the consent shall be deemed conditioned upon Lessee acquiring a permit to do so from appropriate governmental agencies, the furnishing of
a copy thereof to Lessor prior to the commencement of the work and the compliance by Lessee of all conditions of said permit in a prompt and
expeditious manner.
(c) Lessee shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Lessee at or for use in
the Premises, which claims are or may be secured by any mechanic's or materialmen's lien against the Premises, or the Industrial Center, or any interest
therein. Lessee shall give Lessor not less than ten (10) days' notice prior to the commencement of any work in the Premises, and Lessor shall have the
right to post notices of non -responsibility in or on the Premises or the Building as provided by law. If Lessee shall, in good faith, contest the validity of
any such lien, claim or demand, then Lessee shall, at its sole expense defend itself and Lessor against the same and shall pay and satisfy any such
adverse judgment that may be rendered thereon before the enforcement thereof against the Lessor or the Premises or the Industrial Center, upon the
condition that if Lessor shall require, Lessee shall furnish to Lessor a surety bond satisfactory to Lessor in an amount equal to such contested lien claim
or demand indemnifying Lessor against liability for the same and holding the Premises and the Industrial Center free from the effect of such lien or claim.
In addition, Lessor may require Lessee to pay Lessor's attorney's fees and costs in participating in such action if Lessor shall decide it is to Lessor's
best interest to do so.
(d) All alterations, improvements, additions and Utility Installations (whether or not such Utility Installations constitute trade fixtures of Lessee),
which may be made on the Premises, shall be the property of Lessor and shall remain upon and be surrendered with the Premises at the expiration of
the Lease term, unless Lessor requires their removal pursuant to paragraph T3(a). Notwithstanding the provisions of this paragraph T3(d), Lessee's
machinery and equipment, other than that which is affixed to the Premises so that it cannot be removed without material damage to the Premises, and
other than Utility Installations, shall remain the property of Lessee and may be removed by Lessee subject to the provisions of paragraph 7.2.
7.4 Utility Additions. Lessor reserves the right to install new or additional utility facilities throughout the Building and the Common Areas for the
benefit of Lessor or Lessee, or any other lessee of the Industrial Center, including, but not by way of limitation, such utilities as plumbing, electrical
systems, security systems, communication systems, and fire protection and detection systems, so long as such installations do not unreasonably interfere
with Lessee's use of the Premises.
8. Insurance; Indemnity. — �'G-=?2 ry % I r 4w,-fC.,w c•rX J.JE-V0 tom•✓i S t -,c O <<ayscs rs.�!!�' �%
8.1 Liabili surance—L Less s all, at Lessee' xpense, obtain keep in force ring the term his Lease a cy of ComOin d
Single Limit B fly jury an rope Da ge in urance ins in Lesse/and esso against an Ila fifty arisen out f the us occ ancy orMai -
tenance of th Premfs s an a Indus ial nter. S h insur crS a shy I be iunt tless Shan $5 000.0 per occ rrence. The po'cy sh 1) insur
periorman by Less e fthe indem 't provisions f t k§ paragrath 8.its of insurance hallnot, howev Droit the liab i"f Lessee
hereunder. C.✓• a .>7zzt_" cL L�./�i.c7, �, 3 c/
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8.2 Liability Insurance—Lessor. Lessor shall obtain and keep in force during the term of this Lease a policy of Combined Single Limit Bodily
Injury and Property Damage Insurance, insuring Lessor, but not Lessee, against any liability arising out of the ownership, use, occupancy or maintenance
of the Industrial Center in an amount not less than $500,000.00 per occurrence.
8.3 Property Insurance. Lessor shall obtain and keep in force during the term of this Lease a policy or policies of insurance covering loss or
damage to the Industrial Center improvements, but not Lessee's personal property, fixtures, equipment or tenant improvements, in an amount not to
exceed the full replacement value thereof, as the same may exist from time to time, providing protection against all perils included within the classification
of fire, extended coverage, vandalism, malicious mischief, flood (in the event same is required by a lender having a lien on the Premises), special extended
perils ("all risk;' as such term is used in the insurance industry), plate glass insurance and such other insurance as Lessor deems advisable. In addition,
Lessor shall obtain and keep in force, during the term of this Lease, a policy of rental value insurance covering a period of one year, with loss payable
to Lessor, which insurance shall also cover all Operating Expenses for said period.
8.4 Payment of Premium Increase.
(a) After the term of this Lease has commenced, Lessee shall not be responsible for paying Lessee's Share of any increase in the property
insurance premium for the Industrial Center specified by Lessor's insurance carrier as being caused by the use, acts or omissions of any other lessee
of the Industrial Center, or by the nature of such other lessee's occupancy which create an extraordinary or unusual risk.
(b) Lessee, however, shall pay the entirety of any increase in the property insurance premium for the Industrial Center over what it was
immediately prior to the commencement of the term of this Lease if the increase is specified by Lessor's insurance carrier as being caused by the nature
of Lessee's occupancy or any act or omission of Lessee.
(c) Lessee shall pay to Lessor, during the term hereof, in addition to the rent, Lessee's Share (as defined in paragraph 4.2[a]) of the amount
of any increase in premiums for the insurance required under paragraphs 8.2 and 8.3 over and above such premiums paid during the Base Period, as
hereinafter defined, whether such premium increase shall be the result of the nature of Lessee's occupancy, any act or omission of Lessee, requirements
of the holder of a mortgage or deed of trust covering the Premises, increased valuation of the Premises, or general rate increases. In the event that the
Premises have been occupied previously, the words "Base Period" shall mean the last twelve months of the prior occupancy. In the event that the
Premises have never been occupied previously, the premiums during the "Base Period" shall be deemed to be the lowest premiums reasonably
obtainable for said insurance assuming the most nominal use of the Premises. Provided, however, in lieu of the Base Period, the parties may insert a
dollar amount at the end of this sentence which figure shall be considered as the insurance premium for the Base Period: 1
In no event, however, shall Lessee be responsible for any portion of the premium cost attributable to liability insurance coverage in excess of $500,0000
procured under paragraph 8.2.
(d) Lessee shall pay any such premium increases to Lessor within 30 days after receipt by Lessee of a copy of the premium statement or
other satisfactory evidence of the amount due. If the insurance policies maintained hereunder cover other improvements in addition to the Premises,
Lessor shall also deliver to Lessee a statement of the amount of such increase attributable to the Premises and showing in reasonable detail, the manner
in which such amount was computed. If the term of this Lease shall not expire concurrently with the expiration of the period covered by such insurance,
Lessee's liability for premium increases shall be prorated on an annual basis.
8.5 Insurance Policies. Insurance required hereunder shall be in companies holding a "General Policyholders Rating" of at lease B plus, or such
other rating as may be required by a lender having a lien on the Premises, as set forth in the most current issue of "Best's Insurance Guide" Lessee shall
not do or permit to be done anything which shall invalidate the insurance policies carried by Lessor. Lessee shall deliver to Lessor copies of liability
insurance policies required under paragraph 8.1 or certificates evidencing the existence and amounts of such insurance within seven (7) days after the
commencement date of this Lease. No such policy shall be cancellable or subject to reduction of coverage or other modification except after thirty (30)
days prior written notice to Lessor. Lessee shall, at least thirty (30) days prior to the expiration of such policies, furnish Lessor with renewals or
"binders" thereof.
8.6 Waiver of Subrogation. Lessee and Lessor each hereby release and relieve the other, and waive their entire right of recovery against the
other for loss or damage arising out of or incident to the perils insured against which perils occur in, on or about the Premises, whether due to the
negligence of Lessor or Lessee or their agents, employees, contractors and/or invitees. Lessee and Lessor shall, upon obtaining the policies of insurance
required hereunder, give notice to the insurance carrier or carriers that the foregoing mutual waiver of subrogation is contained in this Lease.
8.7 Indemnity. Lessee shall indemnify and hold harmless Lessor from and against any and all claims arising from Lessee's use of the Industrial
Center, or from the conduct of Lessee's business or from any activity, work or things done, permitted or suffered by Lessee in or about the Premises or
elsewhere and shall further indemnify and hold harmless Lessor from and against any and all claims arising from any breach or default in the performance
of any obligation on Lessee's part to be performed under the terms of this Lease, or arising from any act or omission of Lessee, or any of Lessee's agents,
contractors, or employees, and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claim or any action
or proceeding brought thereon, and in case any action or proceeding be brought against Lessor by reason of any such claim. Lessee upon notice from
Lessor shall defend the same at Lessee's expense by counsel reasonably satisfactory to Lessor and Lessor shall cooperate with Lessee in such defense.
Lessee, as a material part of the consideration to Lessor, hereby assumes all risk of damage to property of Lessee or injury to persons, in, upon or about
the Industrial Center arising from any cause and Lessee hereby waives all claims in respect thereof against Lessor.
8.8 Exemption of Lessor from Liability. Lessee hereby agrees that Lessor shall not be liable for injury to Lessee's business or any loss of income
therefrom or for damage to the goods, wares, merchandise or other property of Lessee, Lessee's employees, invitees, customers, or any other person
in or about the Premises or the Industrial Center, nor shall Lessor be liable for injury to the person of Lessee, Lessee's employees, agents or contractors,
whether such damage or injury is caused by or results from fire, steam, electricity, gas, water or rain, or from the breakage, leakage, obstruction or other
defects of pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures, or from any other cause, whether said damage or injury
results from conditions arising upon the Premises or upon other portions of the Industrial Center, or from other sources or places and regardless of
whether the cause of such damage or injury or the means of repairing the same is inaccessible to Lessee. Lessor shall not be liable for any damages
arising from any act or neglect of any other lessee, occupant or user of the Industrial Center, nor from the failure of Lessor to enforce the provisions of
any other lease of the Industrial Center.
9. Damage or Destruction.
9.1 Definitions.
(a) "Premises Partial Damage" shall mean if the Premises are damaged or destroyed to the extent that the cost of repair is less than fifty
percent of the then replacement cost of the Premises.
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c American Industrial Real Estate Association 1982 —3—
(b) "Premises Total Destruction" shall mean if the Premises are damaged or destroyed to the extent that the cost of repair is fifty percent or
more of the then replacement cost of the Premises.
(c) "Premises Building Partial Damage" shall mean if the Building of which the Premises are a part is damaged or destroyed to the extent that
the cost to repair is less than fifty percent of the then replacement cost of the Building.
(d) "Premises Building Total Destruction" shall mean if the Building of which the Premises are a part is damaged or destroyed to the extent
that the cost to repair is fifty percent or more of the then replacement cost of the Building.
(e) "Industrial Center Builaings" shall mean all of the buildings on the Industrial Center site.
(f) "Industrial Center Buildings Total Destruction" shall mean if the Industrial Center Buildings are damaged or destroyed to the extent that
the cost of repair is fifty percent or more of the then replacement cost of the Industrial Center Buildings.
(g) "Insured Loss" shall mean damage or destruction which was caused by an event required to be covered by the insurance described in
paragraph 8. The fact that an Insured Loss has a deductible amount shall not make the loss an uninsured loss.
(h) "Replacement Cost" shall mean the amount of money necessary to be spent in order to repair or rebuild the damaged area to the
condition that existed immediately prior to the damage occurring excluding all improvements made by lessees.
9.2 Premises Partial Damage; Premises Building Partial Damage.
(a) Insured Loss: Subject to the provisions of paragraphs 9.4 and 9.5, if at any time during the term of this Lease there is damage which is
an Insured Loss and which falls into the classification of either Premises Partial Damage or Premises Building Partial Damage, then Lessor shall, at
Lessor's expense, repair such damage to the Premises, but not Lessee's fixtures, equipment or tenant improvements, as soon as reasonably possible and
this Lease shall'conlinue in full force and effect.
(b) Uninsured Loss: Subject to the provisions of paragraphs 9.4 and 9.5, if at any time during the term of this Lease there is damage which
is not an Insured Loss and which falls within the classification of Premises Partial Damage or Premises Building Partial Damage, unless caused by a
negligent or willful act of Lessee (in which event Lessee shall make the repairs at Lessee's expense), which damage prevents Lessee from using the
Premises, Lessor may at Lessor's option either (i) repair such damage as soon as reasonably possible at Lessor's expense, in which event this Lease
shall continue in full force and effect, or (ii) give written notice to Lessee within thirty (30) days after the date of the occurrence of such damage of
Lessor's intention to cancel and terminate this Lease as of the date of the occurrence of such damage. In the event Lessor elects to give such notice of
Lessor's intention to cancel and terminate this Lease, Lessee shall have the right within ten (10) days after the receipt of such notice to give written notice
to Lessor of Lessee's intention to repair such damage at Lessee's expense, without reimbursement from Lessor, in which event this Lease shall continue
in full force and effect, and Lessee shall proceed to make such repairs as soon as reasonably possible. If Lessee does not give such notice within such
10 -day period this Lease shall be cancelled and terminated as of the date of the occurrence of such damage.
9.3 Premises Total Destruction; Premises Building Total Destruction; Industrial Center Buildings Total Destruction.
(a) Subject to the provisions of paragraphs 9.4 and 9.5, if at any time during the term of this Lease there is damage, whether or not it is an
Insured Loss, and which falls into the classifications of either (i) Premises Total Destruction, or (ii) Premises Building Total Destruction, or (iii) Industrial
Center Buildings Total Destruction, then Lessor may at Lessor's option either (i) repair such damage or destruction, but not Lessee's fixtures, equipment
or tenant improvements, as soon as reasonably possible at Lessor's expense, and this Lease shall continue in full force and effect, or (ii) give written
notice to Lessee within thirty (30) days after the date of occurrence of such damage of Lessor's intention to cancel and terminate this Lease, in which
case this Lease shall be cancelled and terminated as of the date of the occurrence of such damage.
9.4 Damage Near End of Term.
(a) Subject to paragraph 9.4(b), if at any time during the last six months of the term of this Lease there is substantial damage, whether or not
an Insured Loss, which falls within the classification of Premises Partial Damage, Lessor may at Lessor's option cancel and terminate this Lease as of the
date of occurrence of such damage by giving written notice to Lessee of Lessor's election to do so within 30 days after the date of occurrence of
such damage.
(b) Notwithstanding paragraph 9.4(a), in the event that Lessee has an option to extend or renew this Lease, and the time within which said
option may be exercised has not yet expired, Lessee shall exercise such option, if it is to be exercised at all, no later than twenty (20) days after the
occurrence of an Insured Loss falling within the classification of Premises Partial Damage, during the last six months of the term of this Lease. If Lessee
duly exercises such option during said twenty (20) day period, Lessor shall, at Lessor's expense, repair such damage, but not Lessee's fixtures,
equipment or tenant improvements, as soon as reasonably possible and this Lease shall continue in full force and effect. If Lessee fails to exercise such
option during said twenty (20) day period, then Lessor may at Lessor's option terminale and cancel this Lease as of the expiration of said twenty (20)
day period by giving written notice to Lessee of Lessor's election to do so within ten (10) days after the expiration of said twenty (20) day period,
notwithstanding any term or provision in the grant of option to the contrary.
9.5 Abatement of Rent; Lessee's Remedies.
(a) In the event Lessor repairs or restores the Premises pursuant to the provisions of this paragraph 9, the rent payable hereunder for the
period during which such damage, repair or restoration continues shall be abated in proportion to the degree to which Lessee's use of the Premises
is impaired. Except for abatement of rent, if any, Lessee shall have no claim against Lessor for any damage suffered by reason of any such damage,
destruction, repair or restoration.
(b) If Lessor shall be obligated to repair or restore the Premises under the provisions of this paragraph 9 and shall not commence such repair
or restoration within ninety (90) days after such obligation shall accrue, Lessee may at Lessee's option cancel and terminate this Lease by giving Lessor
written notice of Lessee's election to do so at any time prior to the commencement of such repair or restoration. In such event this Lease shall
terminate as of the date of such notice.
9.6 Termination—Advance Payments. Upon termination of this Lease pursuant to this paragraph 9, an equitable adjustment shall be made
concerning advance rent and any advance payments made by Lessee to Lessor. Lessor shall, in addition, return to Lessee so much of Lessee's security
deposit as has not theretofore been applied by Lessor.
9.7 Waiver. Lessor and Lessee waive the provisions of any statute which relate to termination of leases when leased property is destroyed and
agree that such event shall be governed by the terms of this Lease.
10. Real Property Taxes.
10.1 Payment of Tax Increase. Lessor shall pay the real property tax, as defined in paragraph 10.3, applicable to the Industrial Center, provided,
however, that Lessee shall pay, in addition to rent, Lessee's Share (as defined in paragraph 4.2[a]) of the amount, if any, by which real property taxes
applicable to the Premises increase over the fiscal real estate tax year 19 -19 . Such payment shall be made by Lessee within thirty (30) days
after receipt of Lessor's written statement setting forth the amount of such increase and the computation thereof. If the term of this Lease shall not
expire concurrently with the expiration of the tax fiscal year, Lessee's liability for increased taxes for the last partial lease year shall be prorated on an
annual basis.
10.2 Additional Improvements. Lessee shall not be responsible for paying Lessee's Share of any increase in real property tax specified in the tax
assessor's records and work sheets as being caused by additional improvements placed upon the Industrial Center by other lessees or by Lessor for
the exclusive enjoyment of such other lessees. Lessee shall, however, pay to Lessor at the time that Operating Expenses are payable under paragraph
4.2(c) the entirety of any increase in real property tax if assessed solely by reason of additional improvements placed upon the Premises by Lessee or
at Lessee's request.
10.3 Definition of "Real Property Tax!' As used herein, the term "real property tax" shall include any form of real estate tax or assessment, general,
special, ordinary or extraordinary, and any license fee, commercial rental tax, improvement bond or bonds, levy or tax (other than inheritance, personal
income or estate taxes) imposed on the Industrial Center or any portion thereof by any authority having the direct or indirect power to.tax, including any
city, county, state or federal government, or any school, agricultural, sanitary, fire, street, drainage or other improvement district thereof, as against any legal
or equitable interest of Lessor In the Industrial Center or in any portion thereof, as against Lessor's right to rent or other income therefrom, and as against
Lessor's business of leasing the Industrial Center. The term "real property tax" shall also include any tax, fee, levy, assessment or charge (i) in substitution
of, partially or totally, any tax, fee, levy, assessment or charge hereinabove included within the definition of "real property tax;' or (ii) the nature of which
was hereinbefore included within the definition of "real property tax;' or (iii) which is imposed for a service or right not charged prior to June 1. 1978, or,
if previously charged, has been- increased since June 1, 1978, or (iv) which is imposed as a result of a transfer, either partial or total, of Lessor's interest
in the Industrial Center or which is added to a tax or charge hereinbefore included within the definition of real property tax by reason of such transfer,
or (v) which is imposed by reason of this transaction, any modifications or changes hereto, or any transfers hereof.
10.4 Joint Assessment If the Industrial Center is not separately assessed, Lessee's Share of the real property tax liability shall be an equitable
proportion of the real property taxes for all of the land and improvements included within the tax parcel assessed, such proportion to be determined by
Lessor from the respective valuations assigned in the assessor's work sheets or such other information as may be reasonably available. Lessor's
reasonable determination thereof, in good faith, shall be conclusive.
10.5 Personal Property Taxes.
(a) Lessee shall pay prior to delinquency all taxes assessed against and levied upon trade fixtures, furnishings, equipment and all other
personal property of Lessee contained in the Premises or elsewhere. When possible, Lessee shall cause said trade fixtures, furnishings, equipment and
all other personal property to be assessed and billed separately from the real property of Lessor.
(b) If any of Lessee's said personal property shall be assessed with Lessor's real property, Lessee shall pay to Lessor the taxes attributable
to Lessee within ten (10) days after receipt of a written statement setting forth the taxes applicable to Lessee's property.
11. Utilities. Lessee shall pay for all water, gas, heat, light, power, telephone and other utilities and services supplied to the Premises, together with any
taxes thereon. If any such services are not separately metered to the Premises, Lessee shall pay at Lessor's option, either Lessee's Share or a reasonable
proportion to be determined by Lessor of all charges jointly metered with other premises in the Building.
* Lessee shall pay for all sewer fees, and trash removal.
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(c) American Industrial Real Estate Association 1982 —4—
d��
12. Assignment and Subletting.
12.1 Lessor's Consent Required. Lessee shall not voluntarily or by operation of law assign, transfer, mortgage, sublet, or otherwise transfer or
encumber all or any part of Lessee's interest in the Lease or in the Premises, without Lessor's prior written consent, which Lessor shall not unreasonably
withhold. Lessor shall respond to Lessee's request for consent hereunder in a timely manner and any attempted assignment, transfer, mortgage,
encumbrance or subletting without such consent shall be void, and shall constitute a breach of this Lease without the need for notice to Lessee under
paragraph 13.1.
12.2 Lessee Affiliate. Notwithstanding the provisions of paragraph 12.1 hereof, Lessee may assign or sublet the Premises, or any portion thereof,
without Lessor's consent, to any corporation which controls, is controlled by or is under common control with Lessee, or to any corporation resulting from
the merger or consolidation with Lessee, or to any person or entity which acquires all the assets of Lessee as a going concern of the business that is
being conducted on the Premises, all of which are referred to as "Lessee Affiliate;' provided that before such assignment shall be effective said assignee
shall assume, in full, the obligations of Lessee under this Lease. Any such assignment shall not, in any way, affect or limit the liability of Lessee under the
terms of this Lease even if after such assignment or subletting the terms of this Lease are materially changed or altered without the consent of Lessee,
the consent of whom shall not be necessary.
12.3 Terms and Conditions of Assignment. Regardless of Lessor's consent, no assignment shall release Lessee of Lessee's obligations hereunder
or alter the primary liability of Lessee to pay the Base Rent and Lessee's Share of Operating Expenses, and to perform all other obligations to be
performed by Lessee hereunder. Lessor may accept rent from any person other than Lessee pending approval or disapproval of such assignment.
Neither a delay in the approval or disapproval of such assignment nor the acceptance of rent shall constitute a waiver or estoppel of Lessor's right to
exercise its remedies for the breach of any of the terms or conditions of this paragraph 12 or this Lease. Consent to one assignment shall not be
deemed consent to any subsequent assignment. In the event of default by any assignee of Lessee or any successor of Lessee, in the performance of any
of the terms hereof, Lessor may proceed directly against Lessee without the necessity of exhausting remedies against said assignee. Lessor may consent
to subsequent assignments of this Lease or amendments or modifications to this Lease with assignees of Lessee, without notifying Lessee, or any
successor of Lessee, and without obtaining its or their consent thereto and such action shall not relieve Lessee of liability under this Lease.
12.4 Terms and Conditions Applicable to Subletting. Regardless of Lessor's consent, the following terms and conditions shall apply to any
subletting by Lessee of all or any part of the Premises and shall be included in subleases:
(a) Lessee hereby assigns and transfers to Lessor all of Lessee's interest in all rentals and income arising from any sublease heretofore or
hereafter made by Lessee, and Lessor may collect such rent and income and apply same toward Lessee's obligations under this Lease; provided,
however, that until a default shall occur in the performance of Lessee's obligations under this Lease, Lessee may receive, collect and enjoy the rents
accruing under such sublease. Lessor shall not, by reason of this or any other assignment of such sublease to Lessor nor by reason of the collection
of the rents from a sublessee, be deemed liable to the sublessee for any failure of Lessee to perform and comply with any of Lessee's obligations to such
sublessee under such sublease. Lessee hereby irrevocably authorizes and directs any such sublessee, upon receipt of a written notice from Lessor
stating that a default exists in the performance of Lessee's obligations under this Lease, to pay to Lessor the rents due and to become due under the
sublease. Lessee agrees that such sublessee shall have the right to rely upon any such statement and request from Lessor, and that such sublessee
shall pay such rents to Lessor without any obligation or right to inquire as to whether such default exists and notwithstanding any notice from or claim
from Lessee to the contrary. Lessee shall have no right or claim against such sublessee or Lessor for any such rents so paid by said sublessee
to Lessor.
(b) No sublease entered into by Lessee shall be effective unless and until it has been approved in writing by Lessor. In entering into any
sublease, Lessee shall use only such form of sublease as is satisfactory to Lessor, and once approved by Lessor, such sublease shall not be changed
or modified without Lessor's prior written consent. Any sublessee shall, by reason of entering into a sublease under this Lease, be deemed, for the
benefit of Lessor, to have assumed and agreed to conform and comply with each and every obligation herein to be performed by Lessee other than such
obligations as are contrary to or inconsistent with provisions contained in a sublease to which Lessor has expressly consented in writing.
(c) If Lessee's obligations under this Lease have been guaranteed by third parties, then a sublease, and Lessor's consent thereto, shall not
be effective unless said guarantors give their written consent to such sublease and the terms thereof.
(d) The consent by Lessor to any subletting shall not release Lessee from its obligations or alter the primary liability of Lessee to pay the
rent and perform and comply with all of the obligations of Lessee to be performed under this Lease.
(e) The consent by Lessor to any subletting shall not constitute a consent to any subsequent subletting by Lessee or to any assignment or
subletting by the sublessee. However, Lessor may consent to subsequent sublettings and assignments of the sublease or any amendments or modifi-
cations thereto without notifying Lessee or anyone else liable on the Lease or sublease and without obtaining their consent and such action shall not
relieve such persons from liability.
(f) In the event of any default under this Lease, Lessor may proceed directly against Lessee, any guarantors or any one else responsible for
the performance of this Lease, including the sublessee, without first exhausting Lessor's remedies against any other person or entity responsible therefor
to Lessor, or any security held by Lessor or Lessee.
(g) In the event Lessee shall default in the performance of its obligations under this Lease, Lessor, at its option and without any obligation to
do so, may require any sublessee to attorn to Lessor, in which event Lessor shall undertake the obligations of Lessee under such sublease from the
time of the exercise of said option to the termination of such sublease; provided, however, Lessor shall not be liable for any prepaid rents or security
deposit paid by such sublessee to Lessee or for any other prior defaults of Lessee under such sublease.
(h) Each and every consent required of Lessee under a sublease shall also require the consent of Lessor.
(i) No sublessee shall further assign or sublet all or any part of the Premises without Lessor's prior written consent.
(j) Lessor's written consent to any subletting of the Premises by Lessee shall not constitute an acknowledgement that no default then exists
under this Lease of the obligations to be performed by Lessee nor shall such consent be deemed a waiver of any then existing default, except as may
be otherwise stated by Lessor at the time.
(k) With respect to any subletting to which Lessor has consented, Lessor agrees to deliver a copy of any notice of default by Lessee to the
sublessee. Such sublessee shall have the right to cure a default of Lessee within ten (10) days after service of said notice of default upon such
sublessee, and the sublessee shall have a right of reimbursement and offset from and against Lessee for any such defaults cured by the sublessee.
12.5 Attorney's Fees. In the event Lessee shall assign or sublet the Premises or request the consent of Lessor to any assignment or subletting or
if Lessee shall request the consent of Lessor for any act Lessee proposes to do then Lessee shall pay Lessor's reasonable attorney's fees incurred in
connection therewith, such attorney's fees not to exceed $350.00 for each such request.
13. Default; Remedies.
13.1 Default The occurrence of any one or more of the following events shall constitute a material default of this Lease by Lessee:
(a) The vacating or abandonment of the Premises by Lessee.
(b) The failure by Lessee to make any payment of rent or any other payment required to be made by Lessee hereunder, as and when due,
where such failure shall continue for a period of three (3) days after written notice thereof from Lessor to Lessee. In the event that Lessor serves Lessee
with a Notice to Pay Rent or Quit pursuant to applicable Unlawful Detainer statutes such Notice to Pay Rent or Quit shall also constitute the notice required
by this subparagraph.
(c) Except as otherwise provided in this Lease, the failure by Lessee to observe or perform any of the covenants, conditions or provisions of
this Lease to be observed or performed by Lessee, other than described in paragraph (b) above, where such failure shall continue for a period of thirty (30)
days after written notice thereof from Lessor to Lessee; provided, however, that if the nature of Lessee's noncompliance is such that more than thirty (30)
days are reasonably required for its cure, then Lessee shall not be deemed to be in default if Lessee commenced such cure within said thirty (30) day
period and thereafter diligently prosecutes such cure to completion. To the extent permitted by law, such thirty (30) day notice shall constitute the sole
and exclusive notice required to be given to Lessee under applicable Unlawful Detainer statutes.
(d) (i) The making by Lessee of any general arrangement or general assignment for the benefit of creditors; (ii) Lessee becomes a "debtor"
as defined in 11 U.S.C. §101 or any successor statute thereto (unless, in the case of a petition filed against Lessee, the same is dismissed within sixty (60)
days); (iii) the appointment of a trustee or receiver to take possession of substantially all of Lessee's assets located at the Premises or of Lessee's Interest
in this Lease, where possession is not restored to Lessee within thirty (30) days; or (iv) the attachment, execution or other judicial seizure of substantially
all of Lessee's assets located at the Premises or of Lessee's interest in this Lease, where such seizure is not discharged within thirty (30) days. In the
event that any provision of this paragraph 13.1(d) is contrary to any applicable law, such provision shall be of no force or effect
(e) The discovery by Lessor that any financial statement given to Lessor by Lessee, any assignee of Lessee, any subtenant of Lessee, any
successor in interest of Lessee or any guarantor of Lessee's obligation hereunder, was materially false.
13.2 Remedies. In the event of any such material default by Lessee, Lessor may at any time thereafter, with or without notice or demand and
without limiting Lessor in the exercise of any right or remedy which Lessor may have by reason of such default:
(a) Terminate Lessee's right to possession of the Premises by any lawful means, in which case this Lease and the term hereof shall terminate
and Lessee shall immediately surrender possession of the Premises to Lessor. In such event Lessor shall be entitled to recover from Lessee all damages
incurred by Lessor by reason of Lessee's default including, but not limited to, the cost of recovering possession of the Premises, expenses of reletting,
including necessary renovation and alteration of the Premises, reasonable attorney's fees, and any real estate commission actually paid; the worth at the
time of award by the court having jurisdiction thereof of the amount by which the unpaid rent for the balance of the term after the time of such award
exceeds the amount of such rental loss for the same period that Lessee proves could be reasonably avoided; that portion of the leasing commission paid
by Lessor pursuant to paragraph 15 applicable to the unexpired term of this Lease.
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!c American Industrial Real Estate Association 1982 —5— ,,
(b) Maintain Lessee's right to possession in which case this Lease shall continue in effect whether or not Lessee shall have vacated or
abandoned the Premises. In such event Lessor shall be entitled to enforce all of Lessor's rights and remedies under this Lease, including the right to
recover the rent as it becomes due hereunder.
(c) Pursue any other remedy now or hereafter available to Lessor under the laws or judicial decisions of the state wherein the Premises are
located. Unpaid installments of rent and other unpaid monetary obligations of Lessee under the te,ms of this Lease shall bear interest from the date due
at the maximum rate then allowable by law.
13.3 Default by Lessor. Lessor shall not be in default unless Lessor fails to perform obligations required of Lessor within a reasonable time, but
in no event later than thirty (30) days after written notice by Lessee to Lessor and to the holder of any first mortgage or deed of trust covering the
Premises whose name and address shall have theretofore been furnished to Lessee in writing, specifying wherein Lessor has failed to perform such
obligation; provided, however, that if the nature of Lessor's obligation is such that more than thirty (30) days are required for performance then Lessor
shall not be in default if Lessor commences performance within such thirty (30) day period and thereafter diligently prosecutes the same to completion.
13.4 Late Charges. Lessee hereby acknowledges that late payment by Lessee to Lessor of Base Rent, Lessee's Share of Operating Expenses or
other sums due hereunder will cause Lessor to incur costs not contemplated by this Lease, the exact amount of which will be extremely difficult to
ascertain. Such costs include, but are not limited to, processing and accounting charges, and late charges which may be imposed on Lessor by the terms
of any mortgage or trust deed covering the Industrial Center. Accordingly, if any installment of Base Rent, Operating Expenses, or any other sum due
from Lessee shall not be received by Lessor or Lessor's designee within ten (10) days after such amount shall be due, then, without any requirement for
notice to Lessee, Lessee shall pay to Lessor a late charge equal totbibf such overdue amount. The parties hereby agree that such late charge
represents a fair and reasonable estimate of the costs Lessor will incur by reason of late payment by Lessee. Acceptance of such late charge by Lessor
shall in no event constitute a waiver of Lessee's default with respect to such overdue amount, nor prevent Lessor from exercising any of the other rights
and remedies granted hereunder. In the event that a late charge is payable hereunder, whether or not collected, for three (3) consecutive installments of
any of the aforesaid monetary obligations of Lessee, then Base Rent shall automatically become due and payable quarterly in advance, rather than
mpnthly, notwithstanding paragraph 4.1 r a other provisio of this Lease to the ontr Y*10%
Lessee agrees to pay $S.t�� for eac�i dishonored MW check.
14. Condemnation. If the Premises or any portion thereof or the Industrial Center are taken under the power of eminent domain, or sold under the threat
of the exercise of said power (all of which are herein called "condemnation"), this Lease shall terminate as to the part so taken as of the date the
condemning authority takes title or possession, whichever first occurs. If more than ten percent of the floor area of the Premises, or more than twenty-five
percent of that portion of the Common Areas designated as parking for the Industrial Center is taken by condemnation, Lessee may, at Lessee's option,
to be exercised in writing only within ten (10) days after Lessor shall have given Lessee written notice of such taking (or in the absence of such notice,
within ten (10) days after the condemning authority shall have taken possession) terminate this Lease as of the date the condemning authority takes such
possession. If Lessee does not terminate this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of
the Premises remaining, except that the rent shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of
the Premises. No reduction of rent shall occur if the only area taken is that which does not have the Premises located thereon. Any award for the taking
of all or any part of the Premises under the power of eminent domain or any payment made under threat of the exercise of such power shall be the
property of Lessor, whether such award shall be made as compensation for diminution in value of the leasehold or for the taking of the fee, or as
severance damages; provided, however, that Lessee shall be entitled to any award for loss of or damage to Lessee's trade fixtures and removable personal
property. In the event that this Lease is not terminated by reason of such condemnation, Lessor shall to the extent of severance damages received by
Lessor in connection with such condemnation, repair any damage to the Premises caused by such condemnation except to the extent that Lessee has
been reimbursed therefor by'the condemning authority. Lessee shall pay any amount in excess of such severance damages required to complete
such repair.
15. Broker's Fee.
(a) Upon execution of this Lease by both parties, Lessor shall pay to NA
Licensed real estate broker(s),
a fee as set forth in a separate agreement between Lessor and said broker(s), or in the event there is no separate agreement between Lessor and said
broker(s), the sum of 'V , for brokerage services rendered by said broker(s) to Lessor in this transaction.
(b) Lessor further agrees that if Lessee exercises any Option, as defined in paragraph 39.1 of this Lease, which is granted to Lessee under this
Lease, or any subsequently granted option which is substantially similar to an Option granted to Lessee under this Lease, or if Lessee acquires any
rights to the Premises or other premises described in this Lease which are substantially similar to what Lessee would have acquired had an Option herein
granted to Lessee been exercised, or if Lessee remains in possession of the Premises after the expiration of the term of this Lease after having failed to
exercise an Option, or if said broker(s) are the procuring cause of any other lease or sale entered into between the parties pertaining to the Premises
and/or any adjacent property in which Lessor has an interest, then as to any of said transactions, Lessor shall pay said broker(s) a fee in accordance
with the schedule of said broker(s) in effect at the time of execution of this Lease.
(c) Lessor agrees to pay said fee not only on behalf of Lessor but also on behalf of any person, corporation, association, or other entity having an
ownership interest in said real property or any part thereof, when such fee is due hereunder. Any transferee of Lessor's interests in this Lease, whether
such transfer is by agreement or by operation of law, shall be deemed to have assumed Lessor's obligation under this paragraph 15. Said broker shall
be a third parry beneficiary of the provisions of this paragraph 15.
16. Estoppel Certificate.
(a) Each party (as "responding party") shall at anytime upon not less than ten (10) days' prior written notice from the other party ("requesting
parry") execute, acknowledge and deliver to the requesting party a statement in writing (i) certifying that this Lease is unmodified and in full force and
effect (or, if modified, stating the nature of such modification and certifying that this Lease, as so modified, is in full force and effect) and the date to which
the rent and other charges are paid in advance, if any, and (ii) acknowledging that there are not, to the responding party's knowledge, any uncured
defaults on the part of the requesting party, or specifying such defaults if any are claimed. Any such statement may be conclusively relied upon by any
prospective purchaser or encumbrancer of the Premises or of the business of the requesting party.
(b) At the requesting party's option, the failure to deliver such statement within such time shall be a material default of this Lease by the party who
is to respond, without any further notice to such party, or it shall be conclusive upon such party that (i) this Lease is in full force and effect, without
modification except as may be represented by the requesting party, (ii) there are no uncured defaults in the requesting party's performance, and (iii) if
Lessor is the requesting party, not more than one month's rent has been paid in advance.
(c) If Lessor desires to finance, refinance, or sell the Industrial Center, or any part thereof, Lessee hereby agrees to deliver to any lender or
purchaser designated by Lessor such financial statements of Lessee as may be reasonably required by such lender or purchaser. Such statements shall
include the past three (3) years' financial statements of Lessee. All such financial statements shall be received by Lessor and such lender or purchaser
in confidence and shall be used only for the purposes herein set forth.
17. Lessor's Liability. The term "Lessor" as used herein shall mean only the owner or owners, at the time in question, of the fee title or a lessee's
interest in a ground lease of the Industrial Center, and except as expressly provided in paragraph 15, in the event of any transfer of such title or interest.
Lessor herein named (and in case of any subsequent transfers then the grantor) shall be relieved from and after the date of such transfer of all liability
as respects Lessor's obligations thereafter to be performed, provided that any funds in the hands of Lessor or the then grantor at the time of such transfer,
in which Lessee has an interest, shall be delivered to the grantee. The obligations contained in this Lease to be performed by Lessor shall, subject as
aforesaid, be binding on Lessor's successors and assigns, only during their respective periods of ownership.
18. Severability. The invalidity of any provision of this Lease as determined by a court of competent jurisdiction, shall in no way affect the validity of
any other provision hereof.
19. Interest on Past -due Obligations. Except as expressly herein provided, any amount due to Lessor not paid when due shall bear interest at the
maximum rate then allowable by law from the date due. Payment of such interest shall not excuse or cure any default by Lessee under this Lease;
provided, however, that interest shall not be payable on late charges incurred by Lessee nor on any amounts upon which late charges are paid by Lessee.
20. Time of Essence. Time is of the essence with respect to the obligations to be performed under this Lease.
21. Additional RenL All monetary obligations of Lessee to Lessor under the terms of this Lease, including but not limited to Lessee's Share of Operating
Expenses and insurance and tax expenses payable shall be deemed to be rent.
22. Incorporation of Prior Agreements; Amendments. This Lease contains all agreements of the parties with respect to any matter mentioned herein.
No prior or contemporaneous agreement or understanding pertaining to any such matter shall be effective. This Lease may be modified in writing only;
signed by the parties in interest at the time of the modification. Except as otherwise stated in this Lease, Lessee hereby acknowledges that neither the
real estate broker listed in paragraph 15 hereof nor any cooperating broker on this transaction nor the Lessor or any employee or agents of any of said
persons has made any oral or written warranties or representations to Lessee relative to the condition or use by Lessee of the Premises or the Industrial
Center and Lessee acknowledges that Lessee assumes all responsibility regarding the Occupational Safety Health Act, the legal use and adaptability of
the Premises and the compliance thereof with all applicable laws and regulations in effect during the term of this Lease except as otherwise specifically
stated in this Lease.
23. Notices. Any notice required or permitted to be given hereunder shall be in writing and may be given by personal delivery or by certified mail, and
if given personally or by mail, shall be deemed sufficiently given if addressed to Lessee or to Lessor at the address noted below the signature of the
respective parties, as the case may be. Either party may by notice to the other specify a different address for notice purposes except that upon Lessee's
taking possession of the Premises, the Premises shall constitute Lessee's address for notice purposes. A copy of all notices required or permitted to be
given to Lessor hereunder shall be concurrently transmitted to such party or parties at such addresses as Lessor may from time to time hereafter
designate by notice to Lessee.
MULTI-TENANT—GROSS
Initials:
V American Industrial Real Estate Association 1982 —6—
24. Waivers. No waiver by Lessor or any provision hereof shall be deemed a waiver of any other provision hereof or of any subsequent breach by
Lessee of the same or any other provision. Lessor's consent to, or approval of, any act shall not be deemed to render unnecessary the obtaining of
Lessor's consent to or approval of any subsequent act by Lessee. The acceptance of rent hereunder by Lessor shall not be a waiver of any preceding
breach by Lessee of any provision hereof, other than the failure of Lessee to pay the particular rent so accepted, regardless of Lessor's knowledge of
such preceding breach at the time of acceptance of such rent.
25. Recording. Either Lessor or Lessee shall, upon request of the other, execute, acknowledge and deliver to the other a "short form" memorandum
of this Lease for recording purposes.
26. Holding Over. If Lessee, with Lessor's consent, remains in possession of the Premises or any part thereof after the expiration of the term hereof,
such occupancy shall be a tenancy from month to month upon all the provisions of this Lease pertaining to the obligations of Lessee, but all Options,
if any, granted under the terms of this Lease shall be deemed terminated and be of no further effect during said month to month tenancy.
27. Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other
remedies at law or in equity.
28. Covenants and Conditions. Each provision of this Lease performable by Lessee shall be deemed both a covenant and a condition
29. Binding Effect; Choice of Law. Subject to any provisions hereof restricting assignment or subletting by Lessee and subject to the provisions of
paragraph 17, this Lease shall bind the parties, their personal representatives, successors and assigns. This Lease shall be governed by the laws of the
State where the Industrial Center is located and any litigation concerning this Lease between the parties hereto shall be initiated in the county in which
the Industrial Center is located.
30. Subordination.
(a) This Lease, and any Option granted hereby, at Lessor's option, shall be subordinate to any ground lease, mortgage, deed of trust, or any other
hypothecation or security now or hereafter placed upon the Industrial Center and to any and all advances made on the security thereof and to all
renewals, modifications, consolidations, replacements and extensions thereof. Notwithstanding such subordination, Lessee's right to quiet possession of
the Premises shall not be disturbed if Lessee is not in default and so long as Lessee shall pay the rent and observe and perform all of the provisions of this
Lease, unless this Lease is otherwise terminated pursuant to its terms. If any mortgagee, trustee or ground lessor shall elect to have this Lease and any
Options granted hereby prior to the lien of its mortgage, deed of trust or ground lease, and shall give written notice thereof to Lessee, this Lease and such
Options shall be deemed prior to such mortgage, deed of trust or ground lease, whether this Lease or such Options are dated prior or subsequent to the
date of said mortgage, deed of trust or ground lease or the date of recording thereof.
(b) Lessee agrees to execute any documents required to effectuate an attornment, a subordination or to make this Lease or any Option granted
herein prior to the lien of any mortgage, deed of trust or ground lease, as the case may be. Lessee's failure to execute such documents within ten (10)
days after written demand shall constitute a material default by Lessee hereunder without further notice to Lessee or, at Lessor's option, Lessor shall
execute such documents on behalf of Lessee as Lessee's attorney-in-fact. Lessee does hereby make, constitute and irrevocably appoint Lessor as
Lessee's attorney -in -tact and in Lessee's name, place and stead, to execute such documents in accordance with this paragraph 30(b).
31. Attorney's Fees. If either party or the broker(s) named herein bring an action to enforce the terms hereof or declare rights hereunder, the prevailing
party in any such action, on trial or appeal, shall be entitled to his reasonable attorney's fees to be paid by the losing party as fixed by the court. The
provisions of this paragraph shall inure to the benefit of the broker named herein who seeks to enforce a right hereunder.
32. Lessor's Access. Lessor and Lessor's agents shall have the right to enter the Premises at reasonable times for the purpose of inspecting the same,
showing the same to prospective purchasers, lenders, or lessees, and making such alterations, repairs, improvements or additions to the Premises or to
the Industrial Center as Lessor may deem necessary or desirable. Lessor may at any time place on or about the Premises or the Building any ordinary -
"For Sale" signs and Lessor may at any time during the last 120 days of the term hereof place on or about the Premises any ordinary "For Lease" signs.
All activities of Lessor pursuant to this paragraph shall be without abatement of rent, nor shall Lessor have any liability to Lessee for the same.
33. Auctions. Lessee shall not conduct, nor permit to be conducted, either voluntarily or involuntarily, any auction upon the Premises or the Common
Areas without first having obtained Lessor's prior written consent. Notwithstanding anything to the contrary in this Lease, Lessor shall not be obligated
to exercise any standard of reasonableness in determining whether to grant such consent.
34. Signs. Lessee shall not place any sign upon the Premises or the Industrial Center without Lessor's prior written consent. Under no circumstances
shall Lessee place a sign on any roof of the Industrial Center.
35. Merger. The voluntary or other surrender of this Lease by Lessee, or a mutual cancellation thereof, or a termination by Lessor, shall not work a
merger, and shall, at the option of Lessor, terminate all or any existing subtenancies or may, at the option of Lessor, operate as an assignment to Lessor
of any or all of such subtenancies.
36. Consents. Except for paragraph 33 hereof, wherever in this Lease the consent of one party is required to an act of the other party such consent
shall not be unreasonably withheld or delayed.
37. Guarantor. In the event that there is a guarantor of this Lease, said guarantor shall have the same obligations as Lessee under this Lease.
38. Quiet Possession. Upon Lessee paying the rent for the Premises and observing and performing all of the covenants, conditions and provisions
on Lessee's part to be observed and performed hereunder, Lessee shall have quiet possession of the Premises for the entire term hereof subject to all
of the provisions of this Lease. The individuals executing this Lease on behalf of Lessor represent and warrant to Lessee that they are fully authorized
and legally capable of executing this Lease on behalf of Lessor and that such execution is binding upon all parties holding an ownership interest in the
Industrial Center.
39. Options.
39.1 Definition. As used in this paragraph the word "Option" has the following meaning: (1) the right or option to extend the term of this Lease or
to renew this Lease or to extend or renew any lease that Lessee has on other property of Lessor; (2) the option or right of first refusal to lease the
Premises or the right of first offer to lease the Premises or the right of first refusal to lease other space within the Industrial Center or other property
of Lessor or the right of first offer to lease other space within the Industrial Center or other property of Lessor; (3) the right or option to purchase the
Premises or the Industrial Center, or the right of first refusal to purchase the Premises or the Industrial Center, or the right of first offer to purchase the
Premises or the Industrial Center, or the right or option to purchase other property of Lessor, or the right of first refusal to purchase other property of
Lessor or the right of first offer to purchase other property of Lessor.
39.2 Options Personal. Each Option granted to Lessee in this Lease is personal to the original Lessee and may be exercised only by the original
Lessee while occupying the Premises who does so without the intent of thereafter assigning this Lease or subletting the Premises or any portion thereof,
and may not be exercised or be assigned, voluntarily or involuntarily, by or to any person or entity other than Lessee, provided, however, that an Option
may be exercised by or assigned to any Lessee Affiliate as defined in paragraph 12.2 of this Lease. The Options, if any, herein granted to Lessee are not
assignable separate and apart from this Lease, nor may any Option be separated from this Lease in any manner, either by reservation or otherwise.
39.3 Multiple Options. In the event that Lessee has any multiple options to extend or renew this Lease a later option cannot be exercised unless
the prior option to extend or renew this Lease has been so exercised.
39.4 Effect of Default on Options.
(a) Lessee shall have no right to exercise an Option, notwithstanding any provision in the grant of Option to the contrary, (i) during the
time commencing from the date Lessor gives to Lessee a notice of default pursuant to paragraph 13.1(b) or 13.1(c) and continuing until the
noncompliance alleged in said notice of default is cured, or (ii) during the period of time commencing on the date after a monetary obligation to
Lessor is due from Lessee and unpaid (without any necessity for notice thereof to Lessee) and continuing until the obligation is paid, or (iii) at any time
after an event of default described in paragraphs 13.1 (a), 13.1(d), or 13.1(e) (without any necessity of Lessor to give notice of such default to Lessee),
or (iv) in the event that Lessor has given to Lessee three or more notices of default under paragraph 13.1(b) or paragraph 13.1(c), whether or not the
defaults are cured, during the 12 month period of time immediately prior to the time that Lessee attempts to exercise the subject Option.
(b) The period of time within which an Option may be exercised shall not be extended or enlarged by reason of Lessee's inability to exercise
an Option because of the provisions of paragraph 39.4(a).
(c) All rights of Lessee under the provisions of an Option shall terminate and be of no further force or effect, notwithstanding Lessee's due
and timely exercise of the Option, if, after such exercise and during the term of this Lease, (i) Lessee fails to pay to Lessor a monetary obligation
of Lessee for a period of thirty (30) days after such obligation becomes due (without any necessity of Lessor to give notice thereof to Lessee), or
(ii) Lessee fails to commence to cure a default specified in paragraph 13.1(c) within thirty (30) days after the date that Lessor gives notice to Lessee
of such default and/or Lessee fails thereafter to diligently prosecute said cure to completion, or (iii) Lessee commits a default described in paragraphs
13.1(a), 13.1(d) or 13.1(e) (without any necessity of Lessor to give notice of such default to Lessee), or (iv) Lessor gives to Lessee three or more notices
of default under paragraph 13.1(b), or paragraph 13.1(c), whether or not the defaults are cured.
40. Security Measures. Lessee hereby acknowledges that Lessor shall have no obligation whatsoever to provide guard service or other security
measures for the benefit of the Premises or the Industrial Center. Lessee assumes all responsibility for the protection of Lessee, its agents, and invitees
and the property of Lessee and of Lessee's agents and invitees from acts of third parties. Nothing herrein contained shall prevent Lessor, at Lessor's sole
option, from providing security protection for the Industrial Center or any part thereof, in which event the cost thereof shall be included within the
definition of Operating Expenses, as set forth in paragraph 4.2(b).
MULTI -TENANT -GROSS
Initials:
it American Industrial Real Estate Association 1982 -7-
41. Easements. Lessor reserves to itself the right, from time to time, to grant such easements, rights and dedications that Lessor deems necessary or
desirable, and to cause the recordation of Parcel Maps and restrictions, so long as such easements, rights, dedications, Maps and restrictions do not
unreasonably interfere with the use of the Premises by Lessee. Lessee shall sign any of the aforementioned documents upon request of Lessor and
failure to do so shall constitute a material default of this Lease by Lessee without the need for further notice to Lessee.
42. Performance Under Protest. If at any time a dispute shall arise as to any amount or sum of money to be paid by one party to the other under the
provisions hereof, the party against whom the obligation to pay the money is asserted shall have the right to make payment, under protest, and such
payment shall not be regarded as a voluntary payment, and there shall survive the right on the part of said party to institute suit for recovery of such sum.
If it shall be adjudged that there was no legal obligation on the part of said party to pay such sum or any part thereof, said party shall be entitled to
recover such sum or so much thereof as it was not legally required to pay under the provisions of this Lease.
43. Authority. If Lessee is a corporation, trust, or general or limited partnership, each individual executing this Lease on behalf of such entity represents
and warrants that he or she is duly authorized to execute and deliver this Lease on behalf of said entity. If Lessee is a corporation, trust or partnership,
Lessee shall, within thirty (30) days after execution of this Lease, deliver to Lessor evidence of such authority satisfactory to Lessor.
44. Conflict. Any conflict between the printed provisions of this Lease and the typewritten or handwritten provisions, if any, shall be controlled by the
typewritten or handwritten provisions.
45. Offer. Preparation of this Lease by Lessor or Lessor's agent and submission of same to Lessee shall not be deemed an offer to lease. This Lease shall
become binding upon Lessor and Lessee only when fully executed by Lessor and Lessee.
46. Addendum. Attached hereto is an addendum or addenda containing paragraphs 47 through 58 which constitute
a part of this Lease.
LESSOR AND LESSEE HAVE CAREFULLY READ AND REVIEWED THIS LEASE AND EACH TERM AND PROVISION CONTAINED HEREIN AND, BY
EXECUTION OF THIS LEASE, SHOW THEIR INFORMED AND VOLUNTARY CONSENT THERETO. THE PARTIES HEREBY AGREE THAT, AT THE TIME
THIS LEASE IS EXECUTED, THE TERMS OF THIS LEASE ARE COMMERCIALLY REASONABLE AND EFFECTUATE THE INTENT AND PURPOSE OF
LESSOR AND LESSEE WITH RESPECT TO THE PREMISES.
THIS LEASE HAS BEEN PREPARED FOR SUBMISSION TO YOUR ATTORNEY FOR APPROVAL. NO REPRE-
SENTATION OR RECOMMENDATION IS MADE BY THE AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION
OR BY THE REAL ESTATE BROKER OR ITS AGENTS OR EMPLOYEES AS TO THE LEGAL SUFFICIENCY,
LEGAL EFFECT, OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION RELATING THERETO. THE
PARTIES SHALL RELY SOLELY UPON THE ADVICE OF THEIR OWN LEGAL COUNSEL AS TO THE LEGAL AND
TAX CONSEQUENCES OF THIS LEASE.
Executed on
LESSOR
P,ro nAa rt es
P ENT
(/193
ADDRESS FOR NOTICES AND RENT
P.O. Box 750457
Petaluma, CA 94975-0457
(707) 769-9543
LESSEE
City of San Rafael
Pamela - J. Nicolai, City Asainager
By—
Attest-
�!. . LeonciZ,
Executed on June 21 r 199
(Corporate Seal) (Corporate Seal)
ADDRESS
.1400 5th Street
San Rafael, CA 94901
(415) 485-3004
NOTE: These forms are often modified to meet changing requirements of law and needs of the industry. Always write or call to make sure you are utilizing
the most current form: AMERICAN INDUSTRIAL REAL ESTATE ASSOCIATION, 345 So. Figueroa St., M-1, Los Angeles, CA 90071. (213) 687-8777.
ADDENDUM NUMBER ONE TO STANDARD INDUSTRIAL LEASE
DATED APRIL 12, 1993
BY AND BETWEEN
LEONARDI PROPERTIES, LESSOR
AND
THE SAN RAFAEL POLICE DEPARTMENT, LESSEE
FOR
97-D LOUISE STREET, SAN RAFAEL, CALIFORNIA
The undersigned parties hereby agree as follows:
47. FLOOD PLAIN: Lessee acknowledges that the premises are located in a flood plain;
and Lessor is not liable for any damage to any equipment, tools, materials, etc., of Lessee
or Lessee's agents, employees, contractors, suppliers, shippers, customers or invitees caused
by a flood or flooding.
48. LESSEE'S ENVIRONMENTAL OBLIGATIONS: Lessee shall comply, and take all
necessary actions to cause its operations in and on the Premises to comply, with all
applicable federal, state and local requirements relating to the protection of public health,
safety and welfare, and with all applicable environmental laws relating to the Premises.
Lessee is responsible for, and agrees to hold harmless, indemnify and defend Lessor from
any and all claims, losses, liabilites, damages, costs and expenses, including reasonable
attorneys' fees, caused by or related to Lessee's delivery, storage or use of Hazardous
Substances in or on the premises, common areas, soil or surrounding area or Lessee's acts
or those of Lessee's agents, employees, contractors, suppliers, shippers, customers or invitees
which result in violation of any such laws. To the extent Lessee or Lessee's agents,
employees, contractors, suppliers, shippers, customers or invitees cause or allow the presence
of or places Hazardous Substances in, on or under the Premises, common areas, soil or
surrounding area or violate any such laws, Lessee at its sole cost and expense shall promptly
take any and all actions necessary or required to return the Premises, common areas, soil
or surrounding area to the condition existing prior to such placement of the Hazardous
Substances; in any such event, Lessee shall be liable for any related claims, losses, liabilites,
damages, costs and expenses, including reasonable attorneys' fees, and/or for investigating
and complying with any governmental order (federal, state and/or local).
INITIAL ITIAL
ADDENDUM NUMBER ONE TO STANDARD INDUSTRIAL LEASE
LEONARDI PROPERTIES, -LESSOR
THE SAN RAFAEL POLICE DEPARTMENT, LESSEE
97-D LOUISE STREET, SAN RAFAEL, CALIFORNIA
49. LESSOR NOTIFICATION: Lessee will advise Lessor within three (3) days of the
existence of any Hazardous Substances on the Premises, common areas, soil or surrounding
area and in addition to complying with the provisions of the preceding paragraph, either
obtain approval from Lessor within thirty (30) days from notice or remove and clean up said
Hazardous Substances to standards required by the Lessor within sixty (60) days from notice.
If Lessee or Lessee's agents, employees, contractors, suppliers, shippers, customers or
invitees cause or allow any release (as defined in any federal, state or local agency, law, rule
or ordinance) or spill of, or contamination by, Hazardous Substances, Lessee shall
immediately notify Lessor.
50. SURVIVABILITY: All indemnifacations set forth in this Lease that relate to
Hazardous Substances shall survive the termination or expiration of this lease.
51. NOTICE REGARDING HAZARDOUS WASTES: Lessor and Lessee each
acknowledge the Hazardous Materials Addendum, attached as Exhibit B.
52. DEFINITION OF HAZARDOUS SUBSTANCES: As used in the preceding four
paragraphs regarding environmental matters, "Hazardous Substances" means a substance,
material or waste that is toxic, etiological, ignitable, reactive or corrosive or that is regulated
by any federal, state or local agency, law, rule or ordinance and includes without limitation
any and all materials or substances defined or listed as "hazardous waste," "extremely
hazardous waste" or a "hazardous substance" pursuant to Proposition 65 and/or any other
federal, state or local agency, law, rule or ordinance, and includes asbestos,
PCB's(polychlorinated biphenyls), petroleum products, and substances which are or may be
toxic to humans, animals, plants, or the environment.
53. SIZE VERIFICATION: By executing this Lease, Lessee acknowlewdges that it has
verified, or waived its opportunity to verify, the approximate square footage of the Premises.
INITIALTIAL
ADDENDUM NUMBER ONE TO STANDARD INDUSTRIAL LEASE
LEONARDI PROPERTIES, LESSOR
THE SAN RAFAEL POLICE DEPARTMENT, LESSEE
97-D LOUISE STREET, SAN RAFAEL, CALIFORNIA
54. TENANT IMPROVEMENTS: Lessor shall make no tenant improvements. If Lessee
makes any tenant improvements, they shall be made with Lessor's prior written approval,
by a licensed contractor, in a good workmanlike manner, in conformity with all local code
standards and subject to the approval of the local building official. Lessor shall have the
right to inspect and approve all improvements made by Lessee. Upon termination of this
Lease, Lessor may require Lessee to remove any or all Lessee improvements and restore
the Premises to their original condition in accordance with Paragraph 7.3 (a) of the Lease.
55. DRIVEWAYS AND COMMON AREAS: No exterior storage of equipment or supplies
is permitted. Lessee will immediately clean-up any debris left in the driveway or common
areas by Lessee's operation.
56. SIGNAGE:
(a) Lessee will be responsible for providing and paying for all signage. Lessee
agrees to abide by the sign program for the building, and all lettering will conform to the
sign program with regard to style and size. All signage must be be submitted to Lessor in
the form of drawings to be approved or disapproved prior to installation.
(b) Lessor may place such signs as Lessor deems reasonable for the advertisement
of space available for lease in the building. "FOR LEASE" signs include canvas or wood
banner or metal signs of real estate brokerage companies retained by Lessor.
57. UTILITIES AND OTHER SERVICES: If Lessee's use of water or sewer services
provided by Lessor is unreasonable in proportion to Lessee's percentage of total building
occupancy, Lessor may charge Lessee a reasonable sum for such additional services.
58. ELECTRICAL: The area in front of the electrical panels are to be kept free and clear
by at least Y-0".
INITIAL - T AL
�.
• � •gggIBIT A
tip
w
zu4,1
IA 3�av
CJ
19
7
INI IAL
AL
NCR (No Carbon Required)
HAZARDOUS MATERIALS ADDENDUM 016
EXHIBIT B
To the F__j PURCHASE AGREEMENT, 0 EXCHANGE AGREEMENT, 0 LEASE AGREEMENT
covering the real property commonly known as 97-D Louise Street, San Rafael, California
as shown on the attached plat, outlined in orange, EXHIBIT A
between Leonardi Properties, Lessor
and The San Rafael Police Department, Lessee
dated April 14, 1993
Various materials utilized in the construction of any improvements to Property may contain materials that have been
or may in the future be determined to be toxic, hazardous or undesirable and may need to be specially handled and/or
removed from the Property. For example, some electrical transformers and other electrical components can contain
PCBS, and asbestos has been used in a wide variety of building components such as fire -proofing, air duct insulation,
acoustical tiles, spray -on acoustical materials, linoleum, floor tiles and plaster. Due to current or prior uses, the
Property or improvements may contain materials such as metals, minerals, chemicals, hydrocarbons, biological or
radioactive materials and other substances which are considered, or in the future may be determined to be, toxic
wastes, hazardous materials or undesirable substances. Such substances may be in above -and below -ground
containers on the Property or may be present on or in soils, water, building components or other portions of the
Property in areas that may not be accessible or noticeable.
Current and future federal, state and local laws and regulations may require the clean-up of such toxic, hazardous or
undersirable materials at the expense of those persons who in the past, present or future have had any interest in
Property including, but not limited to current, past and future owners and users of the Property. The Parties are
advised to consult with Independent legal counsel of their choice to determine the potential liability with respect to
toxic, hazardous, or undesirable materials. The Parties should also consult with such legal counsel to determine what
provisions regarding toxic, hazardous or undesirable materials they may wish to include in purchase and sale
agreements, leases, options and other legal documentation related to transactions they contemplate entering into
with respect to the Property.
The real estate salesperson and brokers in this transaction have no expertise with respect to toxic wastes, hazardous
materials or undesirable substances. Proper inspections of the Property by qualified experts are an absolute
necessity to determine whether or not there are any current or potential toxic wastes, hazardous materials or
undesirable substances in or on the Property. The real estate salesperson and brokers in this transaction have not
made, nor will make, any representations, either expressed or implied, regarding the existence or nonexistence of
toxic wastes, hazardous materials, or undesirable substances in or on the Property. Problems involving toxic wastes,
hazardous materials or undesirable substances can be extremely costly to correct. It is the responsibility of the
Parties to retain qualified experts to deal with the detection and correction of such matters.
The Parties are directed to seek further information concerning any and all future correctional measures, if any, from
Municipal, County, State and/or Federal Agencies.
DATED: -% � �� ! 3
Seller/Lessor
RECEIPT ACKNOWLEDGED:
DATED:
Buyer/Lessee
jer/Le0orSnardi Properties, Lessor
Buyer/Lessee
City of San Rafael
Attest:
FORM 110.61 (old 109.8) (5-91) PROFESSIONAL PUBLISHING CORPORATION, 122PAULDR, SANRAFAEL. CA 94903 (415)472-1964 PROFESSIONAL
M PUBLISHING