HomeMy WebLinkAboutCarlsbad Equity Properties; 1992-06-01;(General Form) 1. PARTIES. Thrs Lease IS made and entered mtoMJ6X Effective June 1. 19% X03
m by and between Carlsbad Equity Properties, A General Partnership City of Carlsbad California (herematler referred to as “Landlord”) and
2. PAEMISES.
(hereinafter referred loas “Tenant”).
Landlord hereby leases to Tenant and Tenant hereby leases from Landlord, on lhe terms and condrtions hereinafter set forth, that certam
real property and lhe burlding and other tmprovements located thereon situated in the City of Carlsbad
County of San Diego . State of California , commonly known as
2965 Roosevelt Street
and described as approximately 3200 squard”‘~~~i?b’~’ improved office space referred to as
Suite B and Suite C (here “se” legal bCscr@rlOn,
(sa3fd ;eEaa;roperty is hereinafter called the “Premises”).
The term of this Lease shall be lor thirty-six (36 1 months
May ?I t 1995 Immlhslycrrsl and ending on 4. RENT.
commencing on -June 1. 1992
unless sooner terminated as heremaller provided.
Tenant shall pay to Landlord as rent for the Premises the followmg sums per month. in advance on the first day of each month during the term of thus Lease:
xIltr)t~MXX~#w~~#JQ# w RxceXR#RmXR~XBBmt~~ sum of three-thousand,two-hundred
(% 3,200 .oo ) dollars per month;
) dollars per month
without notice or demand and wrlhout any deductron. off-sel. or irbalement m lawful money of the Unned Slates lo the Landlord at the adore% staled herem for notices or to such other persons or such other places ds ihe Landlord may desrgnate lo Tenant in writing
-..“. ._..“... ..“_ .“.,“,“” ..,- , l”....““l, ...l,“ll”.ll 6. USE. Tenanl shah use the Premrses only for General ofrlces
and for no other purpose without the Landlord’s prior wrrtten consent. Tenant shall not do, bring or keep anything cn or about the Premises that will cause a cancellation of any Insurance covermg the Premrses or the burlding rn whrch the Premises are located. If lhe rate of any insurance carried by the Landlord IS Increased as a resull 01 Tenant’s use. Tenant shall Pay to Landlord wrthln ten (10) days after written demand from Landlord, the amount 01 any such increase, Tenant shall comply with all laws concernmg the Premrses or Tenant’s use of the Premrses. including without limitalion. Ihe obligation at Tenant’s cost to alter. maintam. or restore the Premrses In compkance and conformrty wrth all laws relating to the condilh n. use. or occupancy of the Premises by Tenant during the term of this Lease. Tenant shall not use or permrl the use of the Premrses In any manner that wtll tend to create waste or a nursance or, if there shall be more than one tenant of the building contammg the Premrses. whrch shall unreasonably disturb any other tenant. Tenant hereby accepts the Premises in their condillon exrstmg as of the date that Tenant possesses the Premrses. subfect to all applrcable zonmg. munrctpal. county and state laws, ordinances, regulations governrng or regufatmg the use of the Premises and acceots this Lease subfect thereto and to all matters dWosed thereby. Tenant hereby acknowledges that neither the Landlord nor the Landlord’s agent has made any representatron or warranty to Tenant as to the suitability of the Premises for the conduct of Tenant’s busmess. 7. TAXES. (a) &e;;;r;;Taxes. \
L shall pay all real property taxes and general assessments levied and assessed against the Premises during the term of this Lease.
(b) Personal Property Taxes. Tenant shall pay prior to the delinquency all taxes assessed against and levied upon the trade fixtures. furmshtngs. equipment and other personal property of Tenant Contained in the Premises. Tenant shall endeavor to cause such trade fixtures, furnishings and equipment and all other personal property to be assessed and billed separately tram the property of the Landlord. If any of Tenant’s said personal’ property shall be assessed with Landlord’s property. Tenant shall pay to Landlord the faxes attributable lo Tenant within ten (10) days after receipt of a written statement from Landlord settmg forth fhe taxes appkcable to Tenant’s property. 8. UTILITIES. Tenant shall make all arrangements and pay ior allMrPMXgar heat, fight, power, telephone and olher utility services supplied to the Premises lopether with any taxes thereon and for all connection charges. #mpa~rer~cgx~~~~atl~~OM0(3P~~~PtpPlpeKApe~~WA.RIIAIR~~fQ~~ ~~~aY~~~trubK~g~~~UlpKey~~i#izle)LX 9. MAINTENANCE AND REPAIRS. (a) Landlord’~Dbligali&. - Except as provided in Article 12. and except for damaged caused by any negligent or intentional act or omission 01 Tenant, Tenant’s agents, employees, or invihTx%. LandfOrd at its SOfe Cost and expense shall keep in QOO~ condition and repair the loundalions. exterior walls, and exterior roof of the Premises. Landlord shaff also maintain the unexposed electrical, plumbing and sewage syslems including. without limdation, those portions of the systems lying outside the Premises; window Irames. gutters and down Spouts on the building, all sidewalks. fandscaping and other improvements that are a part of the Premises or of which the Premises are a part. The Landlord shall also maintain the heating, venlilaling and air-conditioning syslems servicing the Premises. Landlord shall resurface and restripe the parking area on or adjacent to the Premises when necessary. Landlord shall have thirty (30) days atler notice horn Tenant to commence to perform 11s obligatrons under thrs Article 9,.except lhat Landlord shall perform its obligations immediately if the nature 01 the problem presenls a hazard or emergency situation. If lhe Landlord does not perform IlS ObllgatiOnS wlthln the lime limit set forth in lhis paragraph, Tenant can perform said obligations and shall have the right to be rermbursed lor the amount thaf Tenant actuaffy expends in the performance of Landlord’s ObfiQations. If Landlord does not reimburse Tenant wrthrn lhirly (30) days atis! demand from Tenant,
Tananf’s Sole remedy shall be 10 inS’IfutP cult agamsl the Landlord, and Tenanr shall not have the riohf 10 withhold from fulure rent the sums Tenant has exPended
--.1 -. the Premises and every part thereof, mclud~ng~ wIthout limrtatron, all Tenant’s personal property, fixtures, srgns, ~~&~pt, plaie glass, mw~crtpmk doors, interior walls. inlerior Ceiling. and lighting lacilities.
tf Tenant fatts 10 Perform Tenant’s obligations as stated herein, Landlord may at its option (but shall not be required to), enter the Premises, after ten (ta) days Prior 10 wrftfen notice to Tenant. Put the same in good order. condition and repair, and the costs thereof together with interest thereon at the rate of ten (to%) Percent Per annum shall become due and payable as additional rental to Landlord together with Tenant’s next rental instatlment. 10. ALTERATIONS AN0 AOOITIONS. (a) Tenant shall not, without the Landlord’s prior written consent, make any alteratiis. improvements or additions In or about the Premises except for non- SlrUCtUfal work which does not exceed 51.ooO.00 in cost. As a condition to giving any such consent, the Landlord may require the Tenant to remove any such atterations, imprOVemen or additions at the expiration of the term, and to restore the Premises to their prior condition by giving Tenant thirty (30) days written noffce prior 10 the expiration Of the term that Landlord requires Tenant to remove any such alterations, improvements or addittons that Tenant has made to fhe premises. tf Landlord So elects. Tenant at its SO10 cost shall restore the Premises to the condition designated by Landlord in its election before the fast day of the term of the Lease. &fore CMlmenCfng any work relating to the alterations. additions, or improvements affecting the Premises, Tenant shah notify Landlord in writing of the expected date Of the commencement of such work so that Landlord can post and record the appropriate notices of non-responsibility to protect Landlord from any mechanic’s lienS. materiatman hens, or any other kens. In any event. Tenant shall pay, when due. aft claims for labor and materials furnished to 0~ for Tenant at 01 for USC in the Premises. Tenant shall not permit any mechanic’s liens or materialmen’s liens to be levied against the Premises for any tabor or material furnished to Tenant Of Claimed to have been furnished 10 Tenant or Tenant’s agents or contractors in connection with work of any character performed or claimed to have been performed On the Premises by or at the direction of Tenant. Tenant shall have the right to assess the validity of any such lien if, immediately on demand by Landlord, Tenant procures and records a lien release bond meeting the requirements of California Civil Code Section 3143 and Shaft provide for the payment of any sum that the claimant may recover on the claim (together with the costs of suit. if it is recovered in the action).
thIlesS the Landtord rPquiras their removal as set forth above. all alterations, improvements or additions which are made on the Premises by the Tenant shaft become the properly Of the Landiord and remam upon and be surrendered with the Premises at the expiration of the term. Notwiths&ndirig the provlslons of tnis paragraph. Tenant’s trade lixtures. furniture, equipment and other machinery, other than that which is affixed to the Premises so that it cannot be removed . without material or structural damage to the Premises, shall remain the property al the Tenant and removed by Tenant at the expiration of the term of this Lease. 11. INSURANCE; INDEMNITY. (a) Fire Insurance.
Landlord at its Cost shall maintain during the term of this Lease on the Premises a policy or policies of standard fire and extended coverage insurance~~~has~flr~~I~oe~~bp#wld~bcw$ecta##rk Said insurance policies shall be issued in the names of LandlordlWX XaonCax~~bKPxmwwarx
1s or alterations.
(c) Waiver of Subrogation. Tenant and Landlord each waives any and all rights of recovery against the other. or against the officers, employees, agents. and representatives of the other, for loss of or damage to such waiving party or its property or the property of others under its control, where such loss or damage is insured against under any insurance policy in force at the time of such loss or damage. Each party shall cause each insurance policy obtained by it hereunder to provrde that the insurance company waives all right of recovery by way of subrogation against either Party in connection with any damage covered by any such policy. (d) Hold Harmless. Tenant shall indemnify and hold Landlord harmless from and against any and all claims arising from Tenant’s use or occupancy of the Premises or from the conduct 01 its business or from any activity, work, or things which may be permrtted or suffered by Tenant in or about the Premrses including all damage, costs, attorney’s fees, expenses and liabilities incurred in the defense of any claim or action or proceeding arising therefrom. Except for Landlord’s willful or grossly negligent conduct, Tenant hereby assumes all risk of damage to property or injury to person in or about the Premises from any cause, and Tenant hereby waives all claims in respect thereof against Landlord. (I)) Exemption of Landlord lrom Liability. Except for Landlord’s willful or grossly negligenl conduct, Tenant hereby agrees that Landlord shall not be liable for any infury to Tenant’s business or loss of income therefrom or for damage to the goods. wares, merchandise, or other property of Tenant, Tenant’s employees. invitees, customers or any other person in or about the Premises; nor shall Landlord be liable for injury to the person 01 Tenant. Tenant’s employees, agents, contractors, or invitees. 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 such damage results from conditions arising upon the Premises or upon other portions of the building in which the Premises are a part. or from any other sources or places. Landlord shall not be liable to Tenant for any damages arfsinq from any act or neglect of any other tenant, if any, 01 the building in which the Premises are located. 12. OAMAGE OR DESTRUCTION. (a) Damage - Insured. If. during the term of this Lease. the Premises and/or the building and other improvements in which the Premises are located are totally or partially destroyed rendering the Premises totally or partially inaccesible or unusable, and such damage or destruction was caused by a casualty covered under an insurance policy required to be maintained hereunder, Landlord shall restore the Premises and/or the building and other improvements in which the Premises are located into substantially the same condition as they were in immediately before such damage or destruction, provided that the restoration can be made under the existing laws and can be compleled within one hundred twenty (120) working days after the dale of such destruction or damage. Such deslruction or damage shall not terminate this Lease. If the restoration cannot be made in said 120 day period. then within fifteen (15) days after fhe parties hereto determine that the restoration cannot be made in the time stated in this paragraph, Tenant may terminate this Lease immediately by giving notice to Landlord and the Lease will be deemed cancelled as Of the date of such damage or destruction. If Tenant fails to terminate this Lease and the restoration is permitted under the existing laws, Landlord. at its option. may terminate this Lease or restore the Premises and/or any other improvements in which the Premises are located within a reasonable time and this Lease shalt continue in full force and effect. If the existing laws do not permit the restoration, either party can terminate this Lease immediately by giving notice to the other party. Notwithstanding the above, if the Tenant is the msurmg party and if the insurance proceeds received by Landlord are not sufficrent to effect such repair, Candlora shall give notice to Tenant 01 the amount required in addition to the insurance proceeds to effect such repair. Tenant may, at Tenant’s option, contribute Ihe required amount, but upon failure to do so within Ihirty (30) days following such notice, Landlord’s sole remedy shall be. at Landlord’s option and with no liability to Tenant. to cancel and terminate this Lease. If Tenant shall contribute such amount to Landlord within said thirty (30) day period, Landlord shall make such repairs as Soon as reasonably possible and this Lease shall continue in lull force and effect. Tenant shall in no event have any right to reimbursement for any amount so contributed. (b) Oamage - Uninsured. In the event that the Premises are damaged or destroyed by a casualty which is not covered by the fire and extended coverage insurance which Is required to be carried by the party designated in Article 1 l(a) above, then Landlord shall reslore the same; provided that if the damage or destruction is to an extent greater than ten (10%) percent of the then replacement cost of the improvements on the Premises (exclusive of Tenant’s trade fixtures and equipment and exclusive Of foundations and footings), then Landlord may elect not to restore and to Ierminate this Lease. Landlord must give to Tenant written notice of its intention not t0 restore within thirty (30) days from the date of such damage or destruction and, il not given, Landlord shall be deemed to have elected to restore and in such event shall repair any damaoe as soon as reasonablv oossible. In the event that Landlord elects to oive such notice of Landlord’s intention lo cancel and tefminate this Lease, Tenant’shall h&e the right. within ten (i0) days after receipt of such notice. to give wiitten notice to Landlord of Tenant’s intention to repair such damage at Tenant’s expense, without reimbursement from Landlord, in which event the Lease shall continue in full force and effect and Tenant shall proceed to make such repairs as soon as reasonably possible. If the Tenant does not give such notice within such 10 day period, this Lease shall be cancelled and be deemed terminated as of the date of the occurrence of such damage or destruction. (c) Damage Near the End of the Term. If the Premises are totallv or oarfiallv destroved or damaoed durino the last twelve (12) months of the term of this Lease. Landlord may. at Landlord’s Option. cancel and terminate this Lease as of the d&of the cause-of s&h damage Oy given writfen‘nohce to Tenant of Land&d’s election to do so within 30 days affer Ihe dale ol the occurrence 01 such damaae; provided. however. that. if the damaoe or destruction occurs within the last 12 months of the term and it within fifteen (15) days after the date Of such damage or de&uction Tenant exercises any option to exfend the term provided herein, Landlord shall restore the Premises il obligated to do so as provided in subparagraph (a) or (b) above. (d) Abatement of Rent. If the Premises are partially or totally destroyed or damaged and Landlord or Tenant repairs or restores them pursuant to the provisions of this Article 12. 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 Tenant’s reascmabte use of the Premises is impaired. Except for the abatement of rent, if any, Tenant shall have no claim agamst Landlord for any damages suffered by reason Of any such damage, destruction, repair or restoration. (e) Trade Fixtures and Equipment. If Landlord is required or elecls to restore the Premises as provided In this Article, Landlord shall not be required lo restore Tenant’s imPrOVementS. trade fixtures, equipment or alterations made by Tenant, such excluded items being the sole responsibility of Tenant to restore hereunder.
terminates the leases of all other lenanls in the building of which the Premises are a part, effective as of the date of such damage or destructfon.
13. CONDEMNATION.
It lhe Premrses or any ponlon thereof are taken by the power of emu-rent domam. or sold by Landlord under the threat of exercrse of Saud power (all of whrch IS herem referred lo IS “Condemnatron”). this Lease Shall lermrnate IS to the part so taken as 01 lhe date Ihe condemning authority takes tttle or possessron, whrchever OCCurS frrst. lf more than twenty (20%) percent of the floor area of any burldings on the Premrses. or more than twenty (20%) percent of the land area of the Premtses not COWed with buildrngs. IS taken by condemnation. erther Landlord or Tenant may termmate thrs Lease as of the date the condemnrng authorrty takes possessron by notice in wrrling of such electron within twenty (20) days after LandlOrd shall have notrlred Tenant ol such taking or, rn the absence of such notrce, then wrthrn twenty (20) days after Ihe condemning authority shall have taken possessron. tf this Lease IS not terminated by either Landlord or Tenant as provrded heremabove. then it shall remarn In full force and effect as to the potiron 01 the Premises remainmg. provided lhal the rental shall be reduced in proportion to the floor area of the burldmgs taken within the Premises as bears to the total floor area of att burtdmgs located on the Premrses lldWXfxmtia.XeemmmR!Rubmm#mam~peolexharmPPlocPcJn
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All awards for the taking of any part of lhe Premises or any payment made under the threat of the exercrse of the power of eminent domarn shall be the property of the Landlord, whether made as compensation for the diminution of the value of the leasehold or for lhe takmg ol the lee or as severance damages; provrded, however, thal Tenant shall be entitled to any award for loss 01 or damage lo Tenant’s bade lrxtufes and removable personal property, Each party hereby waives the Provlsions of Code Of Civil Procedure 1265.130 allowrng erther party to petihon the Superior Court to terminate this Lease tn the event of a parhal takmg oi Ihe Premrses. Rent shall be abated or reduced during the period from the date of taking ~~bexpmcbe~~~DowWm~~~ this Lease shall remain in full force and effect. ~~beDeM4bXdC%IlrX~~~wuPX#W but ali other obligations of Tenanl under
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14. ASSIGNMENT AND SUBLETTING. Tenant shall not voluntarily or by operation of law assign. transfer, sublet, mortgage, or olherwise transfer or encumber all or any part of Tenant’s interest rn this Lease or in the Premtses wrthout Landlord’s prror wrtlten consent whrch consent shall not be unreasonablv withheld. Anv alternoted assronmenl transfer - --- a. ...-.... -. - -. , morfgage. encumbrance, or subletting wrthout such consent shall be vord and shall constilute a breach 01 thus Lease. p
01
Regardless of Landlord’s Consent. no subletting or assrgnment shall release Tenant oi Tenant’s obligalion lo pay the rent and lo perform all other obligations lo be performed by Tenant hereunder for the term of thus Lease. The acceptance of rent by Landlord from any other person shall not be deemed a warver by Landlord of any provision hereof. Consent lo one assgnment or subletting shall not be deemed consent lo any subsequent assignment or subletting. 15. DEFAULT. (a) Events of Default The occurrence of any one or more of the following events shall conslitute a delautt and breach of this Lease by Tenant: (1) Failure to pay rent when due. if the iailure continues for five (5) days alter written notice has been given to Tenant. (2) Abandonment and vacatron of the Premrses (iarlure to occupy the Premises for fourteen (14) consecutive days shall be deemed an abandonment and vacation). (3) Failure lo perform any other provision ol this Lease ii the failure to perform is not cured within thirty (30) days after writlen notice thereof has been given lo Tenant by Landlord. If the detault cannot reasonably be cured withrn sard thrrty (30) day pertod. Tenant shall not be in default under this Lease if Tenant commences lo cure the default wilhm the thrrly (30) day period and diligently prosecutes the same-to completion (4) The making by Tenant Of any general assignment. or general arrangement for the beneht of creditors, the filrng by or against Tenant of a petitron to have Tenant adjudged a bankrupt or a petitlon for reorganization or arrangemenl under any law relating to bankruptcy unless the same IS dismrssed wrthrn srx-ty (60) days; lhe appointment of a IruSlee or receiver to take possesson of substantially all 01 Tenant’s assets located at the Premises or of Tenant’s rnterest in the Lease, where pOSSeSSiOn is not reSlOred lo Tenant withm thirty (30) days: or the atlachment. execution or other tudicral serzure 01 substantially all 01 Tenant’s assets located at the Premises or of Tenanl’s interest in the Lease, where such seizure IS not descharged within thirty (30) days Notices given under this paragraph shalt specify the alleged delaull and the applicable lease provisions, and shall demand lhat Tenant pertorm the provrsrons of this Lease of pay the rent that IS in arrears as Ihe case may be, within the applicable period 01 time. No such nolrce shall be deemed a foflerture or a lermmation of thrs Lease unless Landlord so elects n-t the notrce. (b) Landlord’s Remedies. The Landlord shall have the following remedies if Tenanf commits a default under thrs Lease These remedies are not exclusive buf are cumulative and In addition to any remedies now or hereafter allowed by law. Landlord can continue lhrs Lease in lull lorce and effect, and the Lease will continue in effect so long as Landlord does not terminale Tenant’s right IO possession, and the Landlord shall have the right to collect rent when due. During the period that Tenant is in deiault. Landlord can enter the Premises and relet them, or any part of them. to fhird parties for Tenant’s account. Tenant shall be liable rmmedialely to the Landlord for all costs the Landlord Incurs in reletting the Premises, including. witbout limitation. brokers’ COmmrSSrOnS. expenses 01 remodeling the Premrses required by the reletfmg. and like costs. Relettrng can be for a period shorter or longer than the remaining term of this Lease. Tenant shall pay lo Landlord the rent due under this Lease on the dates the rent IS due, less Ihe rem Landlord receives from any relefting. No act by Landlord allowed by lhrs paragraph shall terminate this Lease unless Landlord notifies Tenant that Landlord elects to termtnate this Lease. After Tenant’s default and for so long as Landlord has not lermrnated Tenant’s right to possessron of the Premsres. if Tenant oblains Landlord’s consent, Tenant shall have the right to assume or sublet its interest in the Lease, but Tenant shall not be released from liability. Landlord’s consent to Ihe proposed assignment or subletting shall not be unreasonably wilhheld. If Landlord elects lo relet the Premises as provided in this paragraph, any rent that Landlord receives from such reletting shall apply first to the payment of any indebtedness from Tenant lo Landlord olher than lhe rent due horn Tenant to Landlord; secondly, lo all costs, including maintenance. Incurred by Landlord In such reletfing: and third. to any rent due and unpaid under this Lease. After deducting the paymenls reterred lo In lhrs paragraph. any sum remainrng from the rent Landlord receives from such reletting shall be held by Landlord and applred In payment of luture rent as rent becomes due under this Lease. In no even1 shall tenant be entitled lo any excess rent received by Landlord. If. on the date rent IS due under this Lease, the rent received from the reletting is less than the rent due on that dale, Tenant shall pay to Landlord. in addition to the remaining rent due. all costs. including mamtenance. that Landlord shall have incurred In reletting that remam after applying the rent received from the reletting as provided in lhrs paragraph. Landlord can, at its oplron. terminate Tenant’s right to possession oi the Premises at any lime. No act by Landlord other than giving written notice to Tenant shall terminate this Lease. Acts of maintenance. efforts lo relel Ihe Premises, or the appornlment oi a receiver on Landlord’s initiative to prolecl Landlord’s interest In this Lease shall not constilute a termination of Tenant’s right 10 possessron. In the event 01 such termination. Landlord has the right lo recover horn Tenant: (1) The worth, at the lime of the award, of the unpaid rent that had been earned at the time of the termination of this Lease: (2) The worth. al the lime of the award. of the amount by which the unpaid rent that would have been earned after the dale of the termination of this Lease until the lime of the award exceeds Ihe amount 01 the loss of rent that Tenant proves could have been reasonably avoided; (3) The worth. at the time of the award, of the amount by which the unpaid rent for the balance of the term after the time of the award exceeds the amount of the loss of rent that Tenant proves could have been reasonably avoided; and (4) Any other amount, including courl costs. necessary lo compensate Landlord lor all detriment proximately caused by Tenant’s default. .
“The worlh at the time of the award,” as used in (1) and (2) 01 this paragraph is to be computed by allowing interest at the maximum rate an Individual is permlffed by law to charge. “The worth al the lime of the award” as relerred lo in (3) of this paragraph is to be compuled by discounting the amount at the discount rale of the Federal Reserve Dank of San Francisco al the time of Ihe award. plus one (1%) percent. II Tenant is in detaull under the terms of lhis Lease, Landlord shall have the addilional right to have a receiver appointed to cotle-cf rent and conducl Tenant’s business. Neither the filing of a petitron for the appoinlmenl 01 a receiver nor the appointment ilself shall constitute an election by Landlord to terminate this Lease. Landlord al any lime after Tenant commits a default. can cure the default at Tenant’s cost and expense. If Landlord al any time, by reason of Tenant’s default.
PJi’S any sUm or does any acf that requires the payment oi any sum, the sum paid by Landlord shall be due immediately from Tenant lo Landlord at the time the sum is paid, and if paid al a later date shall bear interest al the maximum rate an indrvidual is permitted by law lo charge from the date the sum is paid by Landlord until Landford is reimbursed by Tenant. The sum. together with interest thereon. shall be considered additional rent. 16. SIGNS. Tenant shall not have the right to place, construct or maintain any sign, advertisement. awning, banner. or other ederior decorations on the building or other improvemenls that are a pan of the Premises without Landlord’s prior. written consent, which consent shail not be unreasonably withheld. 17. EARLY WSSESSION. In the event that the Landlord shall permit Tenant IO occupy Ihe Premises prior to the commencement date of the term of this Lease. such occupancy shall be subject IO all the provisions of this Lease. Said early possession shall not advance the termination dale of thrs Lease. 18. SUBORDINATION. This Lease, al Landlord’s option, shall be subordinate to any ground lease, mongage. deed of trust. or any other hypothication for security now or hereafter PkCed upon the real Property of which the Premises are a oart and to anv and all advances made on !he security thereof and to all renewal, modifications, and extensions thereol. Notwifhslanding any such subordination, Tenant’s right io quiet possession of the Premises shall not be disturbed if Tenant is not in default and so long as Tenant shall pay Ihe rent and observe and perform all the other provisions 01 this Lease, unless this Lease is olherwise lerminated pursuant 10 Its lerms. If any mOrtgage% bUSlee, Or ground lessor Shall elect lo have this Lease prior lo the lien of its morfgage or deed of trust or ground lease, and shall give wriffen notice thereof t0 Tenanl. this Lease Shalt be deemed prior lo such mortgage, deed of trust or ground lease, whelher lhis Lease is dated prior to or subsequent lo the date oi such morlgage. deed Of IRIS1 o( ground tease. or the date of recording thereof. Tenant agrees to execute any documents required to effect such subordination or lo make this Lease prior to the lien Of any morlgage. deed of trust. or ground lease, as the case may be, and failing to do so within ten (10) days after wriften demand from Landlord does hereby make, constiiute and irrevocably appotnl Landlord as Tenant’s attorney in tact and in Tenant’s name, place and slead lo do so. 19. SURRENDER. On the tad day Of the lenTI hereOf. or on any sooner termination. Tenant shall surrender the Premises to Landlord in good condition. broom clean, ordinary wear and tear accepted. Tenant shall repair any damage lo the Premises occasioned by tts use thereof, or by the removal of Tenant’s trade fixlures, furnishings and equipment which repair shall include the palching and filling of holes and repair of structural damage. Tenant shall remove all of Its personal property and fixtures on the Premises prior to the expiralion of the term of lhis Lease and If required by Landlord pursuant fo Article 10(a) above. any alleralions. improvements or additions made by Tenant to the f%emiSeS. If Tenant fails lo surrender the Premises to Landlord on the expiration of fhe Lease as required by lhrs paragraph, Tenant shall h Landlord harmless horn all damages resultmr nom Tenant’s l&lure IO vacate the Premrses, rncludtng. without r~mrtatron. clarms made by any succeedrng ten
20. HOLOING OVER. If Ihe Tenant. wrth the Landlord’s consent. remains in possession of the Premises after the expiration or termination Of the tern of this Lease, such possession by Tenant shall be deemed lo be a lenancy lrom month-to-month al a rental in the amount of the lasl monthly renlal plus all other charges payable hereunder, upon all the provisrons of this Lease applicable to month-lo-month tenancy 21. BINDING ON SUCCESSORS AN0 ASSIGNS. The terms. condibons and covenants of this Lease shall be bmdino uoon and shall inure to the benefit of each of the oarties hereto. their heirs. oersonal representatives; successors and assigns. 22. NOTICES. Whenever under this Lease a provision is made for any demand, notice or declaration of any kind, it shall be in writing and served either personally or Sent by registered or certified Umted States mail. pOstage prepaid. addressed al the addresses as set forth below:
TO LANDLORO AT: 2965 Roosevelt Street
Carl&a& CA 9?flOFI
TO TENANT AT: 1200 Carlsbad Village Drive
C-ad. CA 93008
Such notlce sha!t be deemed to be recerved withrn forty-eight (48) hours from the time of maitmg, if marled as provided for in thrs paragraph. 23. LANOLORD’S RIGHT TO INSPECTIONS. Landlord and Landlord’s agent shall have the right to enter the Premises al reasonable times for the purpose of inspecting same, showing the same to prospecttve purchasers or lenders. and making such alterations. repatrs. improvements or addttions to the Premises or to the building of which the Premises are a part as LandlMd may deem necessary or desrable. landlord may at any time place on or about the Premises any ordmary “For Sale” signs and Landlord may at any time during Ihe last one hundred twenty (120) days of the term of thts Lease place on or about the Premises any ordinary “For Sale or Lease” signs, all without rebate 01 rent or liability to Tenant. 24. CHOICE OF LAW. This Lease shall be governed by fhe laws of the slate where fhe Premises are located. . 25. ATTORNEY’S FEES. If either Landlord or Tenant becomes a party 10 any litigation or arbitration concerning this Lease, the Premises, or the building or olher improvemenls in which the Premtses are located. by reason of any act or omisston 01 the other party or its authorized representatives. and not by reason of any act or omission of the party that becomes a party to that litigahon or any act or omission of its authortzed representatives, the party that causes the other party to become involved in the litigation shall be liable to that party for reasonable attorney’s fees and court costs Incurred by il in the litigation. If either party commences an action agamst the other party artsing out of or tn connection with this Lease, the prevailing party shall be entttled to have and recover from the losing party reasonable attorney’s fees and costs of suit. 26. LANDLORD’S LIABILITY. The term “Landlord” as used in this Lease shalt 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 Premrses. and in the event of any transfer of such tttle or interest. Landlord herem named (and in case of any subsequent transfers to the then successor) shall be relieved from and after the dale ot such lranster of all lrabtltty in respect to Landlord’s obkgabons thereatter to be performed. The obligations contamed in this Lease lo be perforped by Landlord shall be bmding upon the Landlord’s successors and asstgns. only during their respective penods of ownership. 27. WAIVERS. No warver by Landlord of any prowson hereof shall be deemed a waiver of any other prowsron hereof or of any subsequenl breach by Tenant of the same or any other prowsron. Landlord’s consent 10 or approval of any act shall not be deemed lo render unnecessary the obtaining ot Landlord’s consent to or approval of any subsequent act by Tenant. The acceptance ot rent hereunder by Landlord shall not be a warver of any preceding breach by Tenant of any provision hereof, olher than the failure of Tenant to pay the parltcular rent so accepted, regardless of Landlord’s knowledge of such preceding breach at the ttme of its acceptance of such rent. 28. INCORWRATION OF PRtOR AGREEMENTS. This Lease conlains all agreements at the parties with respect to any matter menboned herein. No prior agreement or understanding pertainmg to any such matter shall be elfecbve Thts Lease may be mcdtfied only In writing. and signed by the parbes m mterest al the ttme of such modiftcation. 29. TIME Time IS of the essence 01 this Lease. 30. SEVERABILITY. The unenforceabtlily. mvalrdrty. or rllegalny of any prowsion of this Lease shall not render the other provisions hereof unenforceable, invalid or illegal. 31. ESTOPPEL CERTIFICATES. Each party. wtthm ten (10) days after notice from the other party. shall execute and deliver to the other party a certilicate stating that this Lease is unmodilied and in full lorce and eftect. or in full lorce and ettect as modified. and statmg the modlftcatton The cerhfrcate shall also state the amount 01 mmtmum monthly rent. the dates to which rent has been Pard in advance. and the amount 01 any securcty depose or prepaid rent. tf any. as well as acknowledging that there are not, to that party‘s knowledge. any uncured oetaults on the pan of Ihe other party. or specitymg such defaults. II any, which are clalmed. Failure to delrver such a cenificate within the ten 110) dav period shall be conclusive uoon the oartv farlina to deliver the cerbticate lo the benefit ot the partv reouestmo the certificate that lhis Lease IS in full force and etlecl. ihat there are no uncured deiaults hereunder. aid has not been modtlied except as may be represented by”the party requesting the certificate 32. COVENANTS AND CONOITIONS Each provison 01 this Lease pertormable by Tenant shall be deemed both a covenant and a condihon 33. SINGULAR AND PLURAL. When required by the context of thrs Lease. the singular shall mclude the plural. 34. JOINT AND SEVERAL OBLIGATIONS “Party” shall mean Landlord and Tenant, and it more than one person or entity IS the Landlord or Tenant. the obligations Imposed on that party shall be joint and severat.
gree on the miremum monthly renta shall immediately execute Lease, the parties hereto on the minimum monthly the term. Neither party to
36. ADDENDUM. Any addendum attached hereto and either signed or initialled by the parties shall be deemed a part hereof and shall supersede any conflicting terms or provisions contained in this Lease.
TENANT: THE CITY OF CARLSBAD
Dated:
.
ADDENDUM
Addendum to lease dated June 1, 1992 between CARLSBAD EQUITY PROPERTIES, A
General Partnership, Lessor (Landlord), and the CITY OF CARLSBAD CALIFORNIA, Lessee
(Tenant).
37. TENANT IMPROVEMENTS:
a) Tenant is author&i to re-open a previously existing opening at the east end of
the north interior wall for the purpose of access between Suites B and C. Said
opening to be approximately 6 feet to 7 feet wide. Tenant is also authorized to
r-e-open the previous opening at the west end of the north interior wall.
b) Landlord agrees to provide the sum certain of $4500.00 to reimburse tenant for
the cost of new carpets and other improvements to be approved by landlord.
38. EARLY POSSESSION:
a) Tenant is currently occupying a portion of the premises which are the subject of
this lease. Said occupancy shall continue at the existing rental rate until the
effective date of this lease, As of the effective date of this lease, the prior lease
covering the currently occupied premises shall be terminated.
39. COST OF LIVING ADJUSTMENT
The amount of the Base Rent (and the corresponding Monthly Installments of Base Rent) payable
hereunder shall be adjusted annually, commencing with the date twelve (12) months after the
Commencement Date (the “Adjusted Date”). Such adjustments shall be for the purpose of
reflecting the increase, if any, in the cost of living. Adjustments, if any, shall be calculated
based upon the United States Department of Labor, Bureau of Labor Statistics Consumer Price
Index for all Urban Consumers, L.A. - Long Beach Average, Subgroup, “All Items”
(1967= 100) (the “Index”). The Index published as of the third month prior to the
Commencement date shall be considered the “Base”. In the event the Index is not published in
the third month prior to the commencement date then the second month prior to the commencement date shall be the “Base”. On each Adjustment Date, the Base Rent shall be
increased by a percentage equal to the percentage increase, if any, in the Index over the Base as
of the third month (or second month if applicable) prior to each Adjustment Date (“Adjusted Base
Rent”). Notwithstanding any subsequent decrease in the Index, the Adjusted Base Rent shall not
be less than that rent paid after any preceding adjustment. When the Adjusted Base Rent payable
as of each Adjustment Date is determined, Lessor shall give Lessee written notice of such
adjusted Base Rent and the manner in which it is computed.
. . . If at any Adjustment Date .c Index no longer exists in the form SL. iorth above, Landlord may
substitute any substantially equivalent official index published by the Bureau of Labor Statistics
or its successor. Landlord shall use any appropriate conversion factors to accomplish such
substitution. The substitute index shall then become the “Index” hereunder. In no event shall
said increase be less then 4% per year or exceed 7% per year non-cumulative.
40. OPTION To EXTEND:
If Tenant is not in default under the terms of this lease, Tenant shall have the option to extend
the term of this lease for three successive one year periods upon all the terms and conditions set
forth in this lease; except that, the monthly rent to be paid by Tenant to Landlord for each
extended term shall be computed by adding to the minimum monthly rental for the immediately
preceding period a sum obtained by multiplying said minimum monthly rental by a factor equal
to a percentage increase in the Consumer Price Index, (published by the United States
Department of Labor, Bureau of Statistics, Consumer Price Index for all Urban Consumers, L.A.
- Long Beach Average, Subgroup “All Items” (1967= lo(l)), equal to the percentage difference
between the Index as last published prior to the commencement of the preceding term of this
lease, and the Index last published immediately preceding the commencement of each successive
term.
Tenant shall exercise this option by delivery of written notice to Landlord not less than 90 days
prior to expiration of the preceding term of this lease of its election to extend the term hereof.
In no event shall the monthly rental for any additional period be below the monthly rental for
the preceding term of this rental.
In the event that the Consumer Price Index is no longer published at the time of the adjustment
period Landlord may substitute any substantially equivalent official index published by the Bureau
of Labor Statistics or its successor. Landlord shall use any appropriate conversion factor to
accomplish said substitution. The substitute index shall then become the “Index” hereunder.
Landlord:
CARLSBAD EQUITY PROPERTIES
Thomas M. Perlow&, Partner
Tenant:
CITY OF CARLSBAD CALIFORNIA
ALETHA L. RAUTENKRANZ, City Clerk
Dated: 61 lol%L