HomeMy WebLinkAbout1983-08-02; City Council; 6343-1; LEASE OF STORAGE SPACEAB# LJ, "'is- 1 TITLE 8-2-83 LEASE OF STORAGE SPACE lvlTG.FR
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CIpOF CARLSBAD - AGENDBQILL
RECOMMENDED ACTION:
Staff recommends Council adopt Resolution No. ''13~ 7 , apy the lease for storaqe space.
ITEM EXPLANATION
On Auqust 26, 1980, Council approved a standard net lease c
sq. ft. for storage space at Palomar Airport Business Park. Thc
monthly cost was S1,555.20 plus 13.56% of the operating costs ar
taxes. The total cost for the rent and expenses the first year $.31 sq. ft. The lease included a renewal clause that allowed i yearly increases based on the Consumer Price Index. A summary ( costs is presented below:
COST PER.
YEAR MONTHLY RENTAL & EXPENSES So. FT.
1980-81 $1,794.04 $ .31
1981-82 2,118.40 .37
1982-83 2,210.02 .38
In June, neqotiations for the renewal of the lease were bec the realty company and members of the City staff. Various optic reviewed, and it was the concensus of the staff that a three ye;
lease would best meet the City's need for future financial plant well as for adequate storaqe space. The recommended three year
lease would be adjusted yearly as follows:
COST PER
YEAR MONTHLY RENTAL & EXPENSES SQ. FT.
1983-84 $2,000 $ .35
1984-85 2,150 .37
1985-86 2,450 .43
FISCAL IMPACT
The 1983-84 revised lease will cost $24,000 and is within i
$30,000 that was allocated for the rental of storase space. Thc lease resulted in a cost savinqs of $2,520 over last year's reni amount.
EXHIBITS
Resolution No. '73Cy 1, 2. Lease Agreement - Exhibit "A"
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m * RESOLUTION NO. 7309
A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF CRRLSBAD, CALIFORNIA, APPF.OVING A LEASE
AGREEMENT BETWEEN THE CITY OF CARLSBAD AND
PALOMAR 910 ASSOCIATES, LTD.
BE IT RESOLVED by the City Council of the City of
Carlsbad as follows:
1. That a certain agreement between the City of
Carlsbad and Palomar 910 Associates, L.T.D., a copy of which
attached hereto marked Exhibit "A" and incorporated herein b:
reference, is hereby cpproved.
2. That the Mayor of the City of Carlsbad is here
authorized and directed to execute a lease, a copy of which
attached hereto marked Exhibit "A" for and on behalf of the
of Carlsbad.
PASSED, APPROVED AND ADOPTED by the City Council c
day of c_ AUC Carlsbad at a regular meeting held on the
1983, by the following vote,
2nd
to wit:
AYES :
NOES: None
Council Memkrs Casler, Lewis, Kulchin, Chick, and Presc I
l8 19
20
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25
26
27,
I ABSENT: None
$4bGt.I/ ' lL &&,/
MARY H. 1 [CASLER , Mayor
ATTEST :
+++LdT ALE9 A L. R TEPKRANZ, City Clerk
(SEAL) Y" €3. €;UNMcZ, Deputy city Clerk
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STANDARD FORM MULTIPLE OCCUPANCY LEP
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PALOMAR 910 ASSOCIATES, LTD. Lessor : ........... ....................................
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CITY OF CARLSBAD Lessee ...................................................................
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1983 4 ................................ Dofedasof ... JV?.Y..!?.g ................................. ..
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A. DEFINED TERMS, EXFIIRITS, TABLE OF CONTENTS, PREMISS, COMMON AREAS.
1. Defined Terms.
Other tenns are as defined in the Lease.
Each reference in this Lease to any of the following titles shall incorporate the data stated for that
PALOMAR 910 ASSOCIATES, ......... LTD. ............................ Landlord: ............................ -
a ...................................................... ........
CITY OF CARLSBAD ................ .... Tenant: ................................ .................
.... a .....................................................................
b- Building Location:
StreetAddress: 6351 Yarrbw Drive, Suite c
City: Carlsbad
c County: San Diego
%. State: California
Tenant’sFloorSpaceApprrximately 5,760 sq. ft.
Total Rentable Floor Space: 4 2 ,4 8 0 s q . f t D . --
. Term:.. . .3 .... years. - .
Fixed Rent :F T Z E z + bwss Oct. 1, 1983 - Sept. 30, 1984 , $2,000 per
Oct. 1 1985 - Sept. 30, 1986 $2,450 per Oct. 1, 1984 - Sept, 30, 1985 $2,150 per
Tenant’s Share of Operating Expenses: ... 0. .. d.
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Tenant’s Share of Impositions: .. 0. ... .%.
Tenant’s Share of Insurance Expenses: . 9.
Scheduled Term Commencement Date: Oct . 1 , 1983
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Liability Insurance Amounts:
Bodily injury per person:
Bodily Injury per occurrence: $1,000,000
Property Damage: 500,O.OO
$500 r 000
6 RoiIcr Iiisiirnnce: 500,000
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-I;md-lerd-’it CoRstm+&bRegreseItee&es- --
-Te~a&WFtt&e&?epese&a&ws+ -- -
Landlord’s Address: 1660 Hotel Circle North, Suite 216
San Diego, Ca. 92108
....... .. ......... .&€e&
............... .............. .........,... .............
1200 Elm Street, Tenant’s Address:
Carlsbad, Ca 92008 1.
... .. .:, .............. &eet
.................... ., ..............................
Any lawful uses consistant with the Declaration of
Covenants and Restrictions
Permitted Uses:
Declaration of Covenants and Restrictions: copy delivered to tenant
, ~~:~~~d~d: , .October ........ 1, 19.74, Amended ... ,February 25, 1977 and May 23, 1977
2. Table of Contents.
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A. Defined Terms;’Exhil>its, Table of Contents, Premises, Common Areas ...
B. Landlord’s Improvements ............. : ...................................
C. Term .......................... ................................
D.. Rent ......................................................................
E. Impositions ............. ...............................................
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. F. Insurnnce ................................................................
C;. Repairs, Mainteiiaiice, Afterutions, Operating Expenses ........... y ...............
11. Te~~i~t’s Fixtures and Personal Property ................... .....................
I. Utilities atid Boundaries ...................................................
J. Use of Premises ..................................................... .. 1
K. 1);uii;igc or Destructioii ........................ ...... I
I.. Eminrirt Domain ......................................................... 1
................................................ 1 xi. 1)dMllt ............
N. Assigiitiient and Subletting .......... ............................ ...... 1
0. ....... I
P. Notices 1
Q. Xliscellnrieous , ............................................... 1
R. Successors Hound ................................ .........
Offset Stiitcillent, Attommerit ilnd Subordillation . , , , , , , , , , , , , . , , , . , , , ,
........................... ...................................
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The following Exhibits are attached to this Lease after the 9gnatures and are incorporated herei
reference thereto.
Description:
Exhibit A - Tenant‘s Floor Plan.
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3. Premises.
Landlord hereby leases to Tenant, subject to and with the benefit of the provisions of this Lease, Tel
Floor Space (“Demised Premises”) in the Building extending from the top surface of subfloor to the bc
surface of ceilings al)ove but escliiding the common stairways, stairwells, hallways, accessways, and 1
ducts, conduits. wires and appurtenant fixtures serving exchsively or in common other parts of the Buil
;tiid if Tenant’s Floor Spme includes less than the entire rentable area of any floor: excluding also the rema
of the Floor Common Area.
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4. Common Areas.
Tenant shall have, as appurtenant to the Cemised Premises, rights to use in common. subject to re
The common stainvays and accessways, loading docks and plat
and any passageways thereto. and the common pipes, ducts, conduits, wires and appurtenant equil
if the Demised Premises include less than the entire rentable area c
able rules from time to time made by Landlord of which Tenant is given notice:
(a) BuiIcling Comnion Areas.
. sening the Demised Premises;
(b) Floor Common Area.
floor, the coninion lohhies, hallways, tdets and other common facilities; and
(c) Land Common Area. Common walkways, sidewalks, and driveways necessary for access t
Building and parking spaces or area from time to time maintained on the real property upon whic
Building is located (“Lot“) and to the extent from time to time arranged by Landlord, on adjacen
property.
5. Lundlords Reseroerl Rights in Coriiinon Areus.
Landlord reserves the right from time to time, without unreasonable interference with Tenant’s use
(a) Building Chnges. 4To install, use, maintain, repair :\nd replace- pipes, ducts, conduits,
and appurtenant meters and equipment for service to other parts of the Building above the ceilin
faces, below the floor surfaces, within the walls and in the central core areas, and to relocate any
ducts, conduits, wires mid appurtenant meters aid equipment included in- the Demised Premises
are so located or 1oc;tted elsewhere outside the Demised Premises;
(!I) Houndor!/ Changes.
(c) Facilitv Chnnges.
To change the lines of the Lot;
To alter or relocate any other common facility; provided, however, thai
stitutions are substantially equivalent or better in quality.
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Fino] plan,^. L;llldlord shall haw prepared find plans and specifications (“Filial . Plms” ) sulx
m ent or refin oinm t
tions or changes w
in duplicate, and there
2. Construction.
’ strikes or boycotts. shortages of materinl or 1
cause Leyond the contro1 of Landlord.
3. Failure io Complete Conytruction.
the Scheduled Term Commencement Dnt
(10) days after the day six (6) .mc
following the Scheduled Tcrm Commencer
4. Chnnges in Phu.
1)) no si~ch request shall ,
additional cost requir
id other chitrges pnyalde hereunder, caused
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Le done in a good and worLmnnlike manner and in compliance with
7. Construction Represe
In connection with the cons rty shall be bound.by its
notice to the other party.
8. Early Entry. ..
Term, at its sole risk install such trade fixtures and
difficulties; (ii) Tenant shall execute an indemrhy agre
satisfactory to Landlord; (iii) Tenant shall pay and provi
C. Tm.
1. Commencement of Term.
The term of this Lease shall commence upon dx+ewliest+4+be€dbwfigda~ October 1, 1953 shall terminate September 30, 1986. fa fScke~~~$-rFerrrr~~~~~~~e,~~~y~~~~;
4 b$ -Th date+% whisk -tbe -Demfsd P-re~~kes +we -€&.+-€OF 4ewpa~ey,-rtf:set-f&hSectit
_Cs&L€hed3te-ugon-whi~I+-Teraa.n.t&uaUy s~mes ta&-bw-i~ess -m-&Wsed- P-rerrl ise
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btt*&4-writtemansent:
.i D. RENT.
1. Fixed Rent.
Tenant shall pay the Fixed Rent to Landlord in advance upon the first day of each calendar qua'
the Term, at Landlord's address or at such other piace designated' by Landlord in a notice to Tenant, u
any prior demand therefor and without any deduction or setoff whatsoever. If the Tern shall commenc
end on a day other than the first day of a calendar quarter, then Tenant shall pay, upon the commenc
date of the Term or first day of the list calendar quarter, a prorata portion of the Fixed Rent descri
the foregoing paragraph, prorated OR a per diem basis, with respect to the portions of the fractional ca
quarter included in the Term.
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. 2. Deposit. Upon execut.ion of this lease, the existing $1,836.44 deposit under t
prece'ding 1982-1983 leasf shall be increased $163.55 to a total of $2,000. This
deposit .will not be used as payment for Sept., 1953 rent; but shall be assigned
over to this lease for payment against the.last month's rent of this lease. On
Oct. 1, 1984 and on act.. 1, 1985, this deposit shall be increased to $2,150 and
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to $2,450, respectively. 5
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3. Interest.
If any installmcnt of Rent is not paid promptly when due. it shall bear interest at the lower rate of eit
ten percent (1m) or the maximum rate permittedby law, from the date on which it is due until the date
which it is paid regardless of whether or not :i notice of default or notice of termination has heen given
Landlord. This provision shall not relieve Tenant from payment of Rent at the time and in the manner her
specified.
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E. IMPOSITIONS.
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3. Limitntion.
Nothing contained in this 1,e;ise shall require Tenant to pay any franchise, corporate, estate, inherit
succession, transfer tax of Idandlord, or any income, profits or revenue tax or charge, upon the net incoi
Landlord; provided, liowever, that if at any time during the Tenn under the laws of the United States
ernment or the state in which the 1)emised Premises are located, or any political subdivision thereof, 9 A
excise on rent, or any other tax however descr-ilied, is levied or assessed by any such political body a
Laiidlord on account of rentds pay;lble to LaniI!ord, Tenant shall pay one hiindrcd percent ( 100% ) (
said tax or excisc on rent as Adtlitionn-1 ncnt.
4, Personal Propear/ Tam . ,Tenant slrall pay or c'atisc to I)c paid, prior to delinquency, any and all taxes and assessments levied all trade fixhires. invrntoriw ";inct othrr personal propvrty placed in and lipon the Demised Premi!
Tenant..
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F, INSIJHASCF. .
1. Firv rind E:xter~rlctl C(irtr(ipn.
1)uring tht. Tcnii I,;lndlorJ shell proc~irv and m;iintain in full force and effect with respect to the Build
n policy or policies of fire insurancr with cstendcd coverage endorsement attached, including vandalism
tnnlicious nrischicf covernge. :iird any c1tht.r endorsements required by the holder of any fee or lease:
inortg;ige in an ;linount eqii:iI to ont. hundrrd percent ( 100%) of th'e full insurance replacement value (rep1
niviit cost iiew. iiicli~din~ delwis rvtiioviil. ;uid d~molition ) thereof. w '?? T ad Mbittfi\~efS-) -$azs-.tf*er-&rtit ttd-?htY&--- P
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2. P~ihlic Liability.
Tenant shall. at its own cost and expense, keep and maintain in full force during the Term, a polic
policies of comprehensive piil)lic liiiliility insurance, written by .an insurance company approved by Lanr
in the fonn custoi~i:u-y to the locality. insuring Tenant's activities with respect to the Demised Premises af
loss, dnrnnge or liability for personal injury or death of any person or loss or damage to property occc
in, tipon or about the Demised Premises in amounts of not less than those set forth in Section A-1 herein:
for injury or death of any one perstlit, for injury or death uf a11 persons in any one occurrence, and for pro
damage arid for damage from boiler, if applicable; provided, however, that if Jt any time during the r
Tenant shall have in frill force and effect a blanket policy of public liability insurance with the same cov
for the Demised Prrrnises as described above. as well as cuverage of other premises and properties of Tt
or in which Tenant has some interest, such blanket insurance shall satisfy the requirement hereof.
3. Rental Abatement insurance.
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4. Insurunce Certificates. .
Tenant shall furnish to Landlord, upon the date of commencement of this Lease and thereafter T
thirty (30) days prior to the expiration of each such policy, a certificate of insurance issued by the ins1
carrier of each policy of insurance carried by Tenant pursuant hereto. Said Certificates shall expressly p
that such policies shall not he cunc.t.llable or subject to reduction of coverage or otherwise be subj
modific2tion exccpt after tI?irty (30) day's prior written notice to the parties namcd ;is insureds in thi
tion F-4. Landlord, its successors and assigns, and any nominee of Landlord holding any interest
Demised Premises, including, without limitation, any ground lessor and the holder of any fee or lea
to this LenstB.
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rnortgqy, shall hc named as insure_& wider cach stich policy of insurance inniiitained by Temt pu
5. Tenant's Faihrre. .
. If Tenant fails to maintain any iiisuranw required in this Lease, Tenant shall be liable for any
cost resulting from said failurc. This section F-5 shall riot be deemed to be a waiver of any of Lan'
r-ights hnd remedies under any other section of this Lcnsc.
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' 6. Waiuer of Sirlirogotion.
Any policy or policies of fire, extended coverage or similar chsualty insurance, which either party (11)ts
in. connection with the Deiiiised Premises shall include a clarise or endorsenlent denying the insurer ;
rights of sithrogation against the other party to the extent rights have been waived hy the insured pior
the occurrence of injury or loss. Landlord and Tenant waive any rights of recovery against t-he other
injury or loss due to hazards covered hy insurance containing such a wiiiver of subrogation clause or endo
rnctrt to the extent of the iiijriry or loss covered therely.
7. Tenant's Fixtures. '
Tenanf shall ;mume tlie risk of damage to any fixtures which rennin the property of Tenant or a!,
which Tenant retains the right of removal froni the Demised Premises.
8. 1 nde nin ifirot ion of Landlord.
Tenant shall indemnify and hold Landlord aiid the Demised Premises .harmless from and against
any and all liability. penalties, losses, damages, costs and expenses. demands, causes of action, claims
judgments arising from or growing out of any injury to miy person or persons or any damage to any propi
;IS a result of any accident or other ~ccurrei~ce during the term of this Lease occasioned by any act or 01
sion of the Tenant, its officers, employees, agents, servaiits, su1,tenants. concessionnaires. licensees, contract
invitees or permittees, or ilrising from or growing out of the ue, maintenance, oceupation or operation of
Demised Prrinises during the term of this Lease, and (ii) from and against all legid costs and char
includiiig reason;il)le attorneys' fees, incurred in aid about any of such matters aid the defense of
liens, charges or judgments which may accrue or 1)e placed thereon by reason of any act or omissior
the Tenant; provided, however, that Tenant shall riot be required to indemnify Landlord for any dart
or injury of any kind arising as the result of Landlord's wilful acts or those of its agents or employees.
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action arising mit of the same or ii1 discliargiug the Demised Premises or any part thereof from any and
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G. REPAIRS. MAISTENANCE, ALTE~ATIONS, OPERATING EXPENSES.
1. Operofing Expeiut..
.. Landwssair --re.t and ma
of the building and lot, walks, driveways, parking and loading areas, lawns and 1
Teiiaiit shall. ;it Tt*ii;itit's sole cost xid tupeirst-. keep aid in;ii;\ti\in the Llemised Prmiises, subfloors
2. Tewint Rcpuirs od Aiair!tciriririr*u.
Hoor coveriirgs in g!ciocI rq>:ii.r :itid iti ii cIca!i an3 safe coilJitioii, casualties covered 1'y insuraiice cove]
excepted to the estciit of proweds recrived. rf'eiiaiit shiill, ;it Tellant's own expense, immediately replncc
&SS in the Demised Premises' that may !)e broken durillg the Ten kith glass at least ecpial to the qxci
tioir ;\id clwlity of the gl;w so rephct4.
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3. Laridlord flepuirs cind hfuintenniice.
Landlord shall. :it its expc*nse. after writteii iioticc fronn Tcri;iht, repair in a prompt and diligent mni
i\Ily il;imnp~ to stnictiirnl portiwnr of tlw roof ;iiid 1)eiiriiig wi~lls of the Demised Preniises; provided, how(
that if such tlainap is C;IIISL'~ 1)s ;in act or omission of Tcniirlt, then such -rcpiiirs shall be at Tenant's expt
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pay;~Lltb to I,;tidlord as Additional Rent htrrunder. There shall lw no abatement of Rent during the perf
aiice of such work. I,aitdlord shall not be liable to Tenant for injiiry or damage that may result from
drfect in the coiistnrction or couditions of the Demised Premises. Tenant waives any right to make re:
;kt the rxpense of 1,:rrltllortl iiiidcv :illy luw. stittiite or ordimiiwe now or herciftrr in*e&ct.
4. lnspection of Leusetf Premises.
Landlord, at reusoilable times, may go upoii aad into the Denlised Preniisrs for the purpose of inspe
the same, or fur the purpose of inspecting the performance by Tenaiit of the term and conditions hc
and for the purpose of affixing reasonable signs and displays and showing the Demised Premises to pro
tive purchasers, tenants and leriders.
5. Workmnlike Quality.
All repairs, altenitioiis. additions. and restoration hy Landlord or Tenant hereinafter required or
mitted shall I)e done in a good and workmanlike mber ;~nd in compliaiice with all applicable laws and
ful ordinances, by-laws. regulations and orders of governmental authority and of the insurers of the Buil
6. Liens.
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Tenant shall promptly pay and discharge all claims for work or labor done. supplies furnished or ser
materialmen's liens in connection therewith. Lmid!ord shall have the right to post or keep posted OX - Demised Premises, or in the immediate vicinity thereof, any notices of non-responsibility for any constnic
a1ter;ition or repair of thr Demised Premises by Tenant. If any such lien is filed, Landlord may, but shal
he required to, take such action or pay such amount iis may be necessary to remove such lien; and Tc
shall pay to Landlord ;is Additional Rent any such amounts expended by Landlord together with in
rendered i1t the request of Tenant and shall keep the Demised Premises free and clear of all mechanic's
thereon at the highest legal rate from the date of expenditure. ..
... H. TENAKT'S FIXTURES ANn'PERSONAL PROPERTY.
' Tenant, at its expense, may install any necessary trade fixtures, equipment and furniture in the Der
Premises. provided that such items are installed and :ire reniovable without damage to the stnicture o
Building. Landlord reserves the right to approve or disapprove of ciurtains, draperies. shades, point, or
interior improvements visible from outside the Demised Premises on wholly aesthetic grounds. Such imp
ments must be submitted for Landlord's written approvai prior to installation. (:r Landlord niay remo
replnce siich items at Tenant's sole expense. Said trade fixtures, rquipnient and furniture shall remain Tei
property ;ind shall be removed b). Teiiuiit upon espirntion of the Term. or earlier termination of this L
Upoii Lundli.)rd's prior written approval, Tenant may ntuke structurnl a1ter:itions :id m:iv nlso install ter
:IV iniprovcments in the interior of the Demised Premises, provided that such temporary improvemeni
installed and are removable without dunmge to the structure of the Building. Such temporary improve]
shall rcninin the pro'perty of Tenant ;uid shall he removed lty Tenaiit upon expiration of the Term or e
terniirintion of this Lease. Trnnrit shall repair, ut its solc expeiise7 id damage caused by the installati.
removal of tmdr fixtures, eqiiipmciit, furnitxw or tempornry irnprtivernents. If Tenant f+ls to remow
foregoing itcms on tcrniinatioii of this Lease, Landlord may keep nrid iise them or remove any or all of
and c:iiiw tlicin to lw stored or sold iii ;iccnrdancc with ;ipplicatilc~ 1;iw.-
1. L!i.iLrrim AND HouNi)At{iEs
1. Zltililics. .
Teriant shall be solely responsiI)lc for and promptly pay ;ill ctiqes for heat. water, gas, electricit:
;Illy other iitilities itred or consumed on the Dcniised Prclmises. Lairdlord shall not he liahle to Tenant for
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NptiOn in or curtaihent of any ritility service, nor shall any such intenuption or curtailment constitut
constriictive eviction or grounds for rental ahatenwnt in whole or iii part hcreunder. If any such utilities
not separately metered. Tenant shall pay a proratn share, Imed 011 use, as determined by 1,nndlord.
2. Easements.
Landlord reserves the right to (i) alter the boundaries of the Lot and (ii) grant easements oil the
and dedicate for piblic use portions thereof without Tellant's consent. suhject to the provisions of Section
hereof. and provided that no such griint or dedication shall interfere with Tenaiit's use of the Demised Prem
or otherwise criuse Tenant to incur cost or expense. From time to time. and upon Landlord's demand, Ter
shall execute, xknowledge and deliver to Landlord or in accordance with Landlord's instructions any anc
documents, instruments. maps, or plats necessxy to effectuate Tenant's covenants hereunder. -
J. C'SE OF PREMISES.
1. General.
and Restrictions and any supplement thgreto. Teliant shall, at Tenant's soIe cost and expense, comply
all of the requirements of municipal, county, state, federal and other applicable governmental authorities,
in force, or which may hereafter he in force. pertniiiiiig to the Demised Premises, BuiIJing and Lot,
secure any necessary permits tlrerefor ;ind sldl faitllfully observe, in the use of the Demised Prem
-Building niid Lot, a11 municipnl and county ordinances and state and federal statutes now in force. or w
may herenftcr be in force. Tenant shall obtain any recluired cprtificate of occupancy with respect to its
of the Demised Premises, Building arid Lot, within thirty (30) days from the commencement of the 1
hereof and shall deliver ;I copy thereof to Landlord within said thirty (30) day period. Tenant in its use
occupancy of the Demised Premises sli~ill not commit waste, [lor overload the floors or structure, nor sul,jec
Demised Premises to any use which woiild tend to damage any portion thereof.
. P The Demised Premises shall he used for the Penittt.J. Uses. consistent with the Declaration of Coven
-- 2. signs.
' Any siga placed or erected by Teiiaiit OII the lleriiisecl Premises, Building or Lot, except in thr intrric
the Demised Premises, shall co;itairi oiil!? Teriarit's naiiie, or the name of any affiliate of Tenant act1
occupying the Demised Preinises, and iio :idvertisiiig niiittcr. No such sign shall be erected until Terunl
necessary permit therefor. Tenniit shall remove aiiy such sigii upon termiiiatioii of this Lcase and shall rt
the Demised Premises to their condition priur tu the placeinelit or erection of said sign.
olitained Landlord's writteii appruvid uf the location, ini\terial, size, design ilnd content thereof and
i
3. Purking Access.
Iii ;Idditioii to tiic. gt*inqxI o1)Iig;itioii of rl'eii:iiit to coiiiply with laws and without lirnitiitioii tht
l.at!dlortl sl~all riot Iir 1i;il)lt~ to Ttwaiit nor shall this Lcme he iiffrcted if iiiiv piirking privileges ;ippiirtt
to tht. I>ciiiised Premise-s, Htiildiiig ;\lid I ,ot ;irt* iriipairvcl 1)y rfailsoli of ;uiy ri~or;itorium, initiative, refereii
stntiitc*. rcg1IIatioi1, (:r ot1ic.i- goveriiiiieiitnl tlrcrre or ;ictiori which ~ould ill ;illy inanwr prevent or limi
pirkiilx rights of Triimit Iic.reuiitler. AII~ g:ci\~~~r~im;~~~t;if charges or surcharges or otiw moiictary ollliy,i,
itiipoac-tl rclntivc* to pirkiiig lights with rrxpt-ct to tlit. Ilviiiised Prciiiiscs, Buildiiig ;id Lot slid1 he coilsic
;is Itii~)ositioiis aiid shrill 11th p;iyal& l,y 'I.c*ll:iiit under the provisiwis of Sktioii E Iiereii.iat,o\rc*.
K, DAMAGE OR DESmucrioN. * 1. Hccorutntc.tiort.
If the I>cniisrd Prt.iiiixs itre dallli\ged or dcit royd '(luriq the Term, Landlord shall, except iis hereir
prtjvided, dilige1ltly repair or rrtiuild thrrn to sul)stai>tiillly the condition ill which thcy existed immed
10
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- prior to such daiiiag:c or dcstnictioii; provided that any d;iniag~- which is estiniatctl iii good faith hy Land1
to he under Five Thousand Dollnrs ( $5,000.00) sliall 1)~ repaired hy Teiiant, mid Landlord shall reiinbt
Tenant upo11 denxiid for expenses incurred in buch repair work L:) the extent of any proceeds received
Landlord froin extended coverage insurance described in Sectioii F-1.
3. Heni Abotumnt.
Rent drie and pny:il,le IierFuiider shall IIC ;ibated proportionately. but only to the extent of any prtrct
received Ily Lmidlortl from rental ahatenient insurance described iii Sectioii F-3, during any period in which
reson of any such d;iniage or destniction. Tenant reasoi~d)ly determines that there is substantial interfert
with the operation of Tt*nant’s business in the Demised Premises, having regard to the extent to which Tei
may be required to discontinue its business in the Demised-Premises. Such abatement shall continue for
of the work of repair or recnnstniction which 1,andlord is obligated or undertakes to do. If it be determi
that continuatioil of business is not practical pending reconstruction, Fixed Rent due and payable hereui
shall abate to the extent of proceeds from rental abatement insurance until reconstruction is substant
wmpleted or until business is totally or partially resumed, whichever is the e?rliCr.
3. Excessive Damage or Destruction.
If the Building is damaged or destroyed to the extent that Landlord determines that it cannot,
reasonable diligence, be fully repaired or restored hy Landlord within one hundred eighty (180) days
the date of the damage or destruction. the sole right of both Landlord and Tenant shall he the optio - terminate this Lease. Nntwithstitnding the fact that the Demised Premises have not been damaged or destrc
Landlord shall determine whether the Building can be fully repaired or restored within the one hun
eighty (180) day period, and Landlord’s determination shnll be conclusive on Tenant. Landlord shall n
Tenant of its determination, in writing, within thirty (30) days after the date of the damage or destruc
If Landlord determines that the Building can he fully repaired or restored within the one hundred el
(180) day period, or if it is determined that siich repair or restoration cannot be made within said perioc
neither party elects to terminate within thirty (30) days from the date of said determination, this Lease
;ibly possihle.
4. Uninsured Casriulty.
Notwithstanding anything contained herein to the contrary, in the event of damage to or destructiic
dl or any portion of the Building which is not fully covered hy the insurance proceeds received by Lani
under the insurance policies required under Section F-1 above. Landlord may terminate this Lease by WI
notice to Tenant, given within tfiirty (30) dnys after the chte of notice to Landlord that said dani:ij
destruction is not so covered. If Landlord does not elect to terrninate this Le~se, the Lease shall renia
full force and effect and the Building shall lie repaired md rebuilt in accordance with the provision
repair set forth in Section E;-1 hereinabove.
5. Waiver.
With respect to any destruction which L,andlord is obligated to rcpair or may elect to repair undt
terms of this Section K, Tenant hereby waives all right to terminate this Lease pursuant to rights othe
presently or hereafter accorded hy law to tenants. except ;IS expressly otherwise provided herein.
period cominriiciiig with such damage or drstniction and ending with ;1 substantial completion by Land
..
remain ill ftlil force andefiect and Landlord shall diligentl. repair and restore the damage as won as re:
-
..
L. EbilNENT DOMAIN.
1. Totul Condecmnutiori of Dciriiserl Prctnises.
If the wholts of tliv llemised Premises is acquired or condenincd by eminent domain. inversely
deznned or sold iii lieu of condemnation, for any piihlic or quasi-pul$ic use or purpose (“Condemi
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tlwii the 'I'eriii s1i;dl teniriiiate ;IS of the date of title vesting iii suc5 procecdiiig, and Hent shall hr adjusted
the date of tcniiinatioii. Teiinnt shall ininiediately notify 1.andlord of any such oc~'iirreiice.
2. Partial Condemnotion.
Ilernised Premises unusabk for' the husiness of the Tenant, then. the Terni of this Lease shall terminate
condemnation is not extensive ellough to render the Demised Premises uriusable for the business of Tena'
then Landlord shall pro~iptly restore the Demised Premises to a condition comparable to its conditi
immediately prior to such condemnation to the extent of any. condemnation proceeds recovered by Landlo
less the portion thereof lost in such rondeinnntion, and this I,ease shall continue in full force and effect excf
that after the datc of si& title \resting the Fixed Rent shull he reduced ;IS reasonably determined by La1
lord. If any parking areas are condenined, Lalidlord 113s the option hut not the obligation to sgpply Ten;
with' other parking areas.
3. Landlords Awurd.
If the Demised Premises ;ire wholly er partially condemned. then, subject to the provision of Section 1
Landlord shall be entitled to the entire award paid for such condeinnatioii, and Tenant waives any righi
claim to any part thereof from Landlord or the condemning authority.
4. Tenant's, Award.
a
If any part of the Demised Premises is pnrtially Coridem~led, and such partial condeinnution renders t'
of the date of titltb vesting in such proceeding and %Rent shall he adjusted to the date of termination. If 511
b
Tenant shall have thc right to claim and recover from the condemning aiitliority, hut not from Landb
of any and a11 costs or loss (including loss of business ) to which Tenant might I)e put in removing Ten2
merctiandise, furniture. fixtures, leasehold improvements rind equipment to a iiew location.
such cumpensation as mill; he sepnrately awarded or recoverable by Ten;int in Tenant's own right on XU
. 5. Temporary Condemnation.
* If the whole or ariy part of the 1Ieiiiisc.d t'reiiiisus shill1 bt- coiideiiiiied for any teinporary public
quasi-public use or purpose, this I.e;ist1 shall reinniii in effect aiid Tenant shall I)e entitled to receive
itself suc11 portion or portions (tf tiny awird nrade for such iise with respect to the period of the taking w
is within the Tertii. If ;i temporiiry co~~lemii;itioii reinaiiis iii force at the expiratioii 'or earlier tenning
of this Leiise, Teiinnt shall pay to Lnudiord n sum rqiial tci the reiisoiiable cost of perforiiiiiig any obligat
required of Teriaut by this Lease with respect to thr siirrcwder of the Demised Premises, including, wit
limitation repairs and inairitcnmicr; rrquired, kind upon such paymerit Teiimit sh$ he excused from ally
oliligatioris. If ;L teinpor;iry co~idem~iatiori is for an established period which rxteiids beyond the Teriii
Lease shall terminate as of the date of occupaiicy by the condemning authority, and the damages sha
as provided in Sections L-3 aid L-4 and knt shall tie adjusted to the date of occupancy.
6. .Votiw mtl K.wcu!ioti.
..
Landlord shall. iniiiiedintely ttpuii sc-rvict. of process ill conlrcctioii with ilny condemnatioii or pot4
coiiderrjiiatiori, give Tcwtlt notice iii writiiig thereof. Ten:int shall irninedintely execute und deliver tl
1.aiidlord all instrunleiits that may 1x6 recluired to effectuate the provisioiis of this paragraph.
M. I~FAVLT.
1. Eoents [If flcfcr1rll.s. a
The oc'curreiic'c' [if ;lily of thc: followiiig eveiits shdl cwhtitute an "Event of Default" 011 the p;
Tt!ii:iiit with or witliout notice from Landlord: see Addendum , _.
.r 12
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CALXFORNLA
a. Vacation or Abandonment. Vacation or abandonment of the Demised Premises;
‘b. Payment. Failure to pay any installment of Rent or other monies due and payable herei upon the date when said payment is due, the failure continuing for a period of five (5) days aftei
payment is due;
C. Performance. Default in the performance of any of Tenant’s covenants, agreements or obligr
hereunder, except default in the payment of Rent or other monies, the default continuing for thirty
days after written notice thereof from Landlord;
d. hsignmnt. A general assignment by Tenant for the benefit of creditors;
e. Bankruptcy. The filing of a vohntary petitibn in bankruptcy by Tenant, or the filing
involuntary petition by Tenant’s creditors immediately unless involuntary, in which case whe,
petition remains undischarged for a period of thirty (30) days;
f. Receiuer. The appointment of a receiver to take possession of substantially all of Tenant’s
or of this leasehold, the receivership remaining undissolved for a period c-f. thirty (30) days; or
g. Attachment. Attachment, execution or other judicial seizure of substantialIy all of Te
assets or this leasehold, the attachmkt, execution or other seizure remaining undismissed or undisch
for a period of thirty (30) days after the levy thereof.
- 2. LandIorJs Remedies.
a. Abandonment. If Tenant vacates or abandons the Demised Premises, this Lease shall contin
effect. Landlord shall not be deemed to have terminated this Lease other than by written notice of termii
from Landlord, and Landlord shall have all of the remdes of a landlord provided by Section 1951.4 t
Civil Code of the State of California. At any time subsequent to vacation or abandonment of the De
Premises by Tenant, Landlord may give notice of termination and shall thereafter have all of the
hereinafter set forth. -.
’
o b. Ternination. Following the occurrence of any Event of Default, Landlord shalI have the rig
long as the default continues, to terminate this Lease by written notice to Tenant setting forth: (i) the dc
(ii) the requirements to cure it, and (iii) a demand for possession, which shall be efiective three (3)
after it is given or upon expiration of the times specified in Section M-1 hereinabove, whichever is la
Following termination under paragraph b, without prejudice to any other ren
Landlord may have by reason of Tenant’s default or of such termination, Landlord may then or at an)
thereafter, (i) peaceably re-enter ’the Demised Premises, or any part thereof, ’upon voluntary surrend
Tenant or expel or remove Tenant therefrom and any other persons occupying them, using such legal prc
ings as are then available; (ii) again repossess and enjoy the Demised Premises, or relet the Demised Prc
or any part thereof for such term or terms (which may be for a term extending beyond the Term) a1
rental or rentals and upon such other terms and conchions as Landlord in its sole chscretion shall detei
with the right to make reasonable alterations and repairs to the Demised Premises; and (iii) rem0
personal property therefrom.
Following termination under paragraph b, Landlord shall have all the rights and ren
of ;1 landlord provided by Section 1951.2 of the Civil Code of the State of California. The amount of da
which Landlord may recover following termination under paragraph b. shall include the worth at the ti
the award of the amount by which the unpaid Rent for the balance of the term after the time of award el
the amount of rental loss Tenant proves could be reasonably avoided.
is not terminated, have the right to remedy any default of Tenant, to maintain or improve the DE
c. Possession.
d. . Recoucry.
c. Additional Remedies. In addition to the foregoing remedies, Landlord shall, so long as this
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Premises without terniinating this Lease, to incur expenses on behalf of Tenant in seeking a new subtei
or to car?sc a receiver to be appointed to administer the Demised Premises and new or existing suble
an4 to Jdd to the Rent payable hereunder all of Landlords reasonable costs in so doing, with interest ai
niaximiim r:.tc permitted by Iaw from the date of suzh expenditure until the same is repaid.
f. @ther. If Tenant causes or threatens to cause a breach of any of the covenants, agreements, t
or conditions contained in this Lease, Landlord shall be entitled to obtain all sums held by Tenant, by
trustee or in any account provided for herein, to enjoin such breach or threatened breach, and to invoke
riglit and remedy allowed at law or in equity or by statute or otherwise as though re-entry, summq proc
ings and other remedies were not provided for in this Lease.
g. Curnulatiw. Each right and remedy of Landlord-provided for in this Lease shall be cumul
aid shall be in addition to every other right or remedy provided for in this Lease or now or hereafter exi
at law or in equity or by statute or otherwise. The exercise or beginning of the exercise by Landlord of
oiie or more of the rights or remedies provided €or in this Lease, or now or hereaiter existing at law
equity or by statute or olherwise, shall not preclude the simuitaneous or later exercise by Landlord of ai
all other rights or remedies provided for in this Lease or now or hereafter existing at law or in equity c
statute or otherwise.
h. No Waiver. No failure by Laridlord to insist upon the strict performance of any term here1
to exercise any right or remedy consequent upon a breach thereof, and no acceptance of full or partial
ment of Rent during the continuance of any such breach, shall constitute a waiver of any such breach
ai:y such term. Efforts by Landlord to mitigate the damages caused by Tenant's breach of this Lease
not be c-nstrued to be a waiver of Landlords right to recover damages under this Section M. Now
this Section hi affects the right of Landlord to indemnification by Tenant in accordance with Sectior
hereinabove for liabEi;y arising prior to the termination of this Lease for personal injuries or property dar
..- N. ASSIGNMENT AKD SLTBLEITINC.
1. - Prohibition.
Tenant shall not assign, mortgage, pledge or otherwise transfer, this Lease, in whole or in pari
sublet or permit occupancy by any party other than Tenant of all or any part of the Demised Prer
without the prior written masent of hndlord in each instance. Any purported assignment or sub11
or subletting shall not constitute a waiver of the necessity for such consent to any subseqaent assis
or subletting. As Additional Rent Wereunder, Tenant shall reimburse Landlord for reasonabie legal and
expenses incurred by Landlord in connection with any request by Tenant for consent to assignme
subletting.
2. Landlord Optfon.
a. In connection with any proposed assignment or sublease, Tenant shall submit to Landlord in H
(i) the name of the proposed assignee or sublessee, (ii) such information as to its financinl respons
and standing as Landlord may reasonably require, and (iii) all of the terms and conditions upon whic
proposed assignment or subietting is to be made. Landlord shall have an option to cancel and tern
this Lease, if the request is to assign the Lease or to sublet all of the Demised Premises; or, if the rc
is to sublet a portion of the Demised Premises only, to cancel and terminate this Lease with respect tc
portion. Landlord may exercise said optjon in writing within thirty (30) days after its receipt from 'I
of such request, and in each casc such cancellation or termination shall occur as of the date set fo
Landlords notice of t.xercise of such option, which shall be not less than sixty (60) nor more thn
hundred-twenty (EO) days following the giving of such notice.
contrary to the provirrions hermi without consent shall be void. The cansent by Landlord to any assijg
14
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h. Cancellation. If Landlord shall exercise its option, Tenant shall surrender possession of the e
Demised Premises, or the portion thereof which is the subject of the option, as the case may be, on the
set forth in such notice in accordance with the provisions of this Lease relating to surrender of the Der
Premises at the expiration of the Term. If this Lease is cancelled as to a portion of the Demised Pre
only, the Fixed Rent after the date of cancellation shall be abated and shall thereafter be an amount (
mined by Landlord and the Tenant's Share of Impositions, Tenant's Share of Operating Expenses
Tenant's Share of Insurance Expenses shall be adjusted as reasonably determined by Landlord. -
c. Noncancellation. If Landlord does not exercise its option to cancel this Lease pursuant to the
going provisions, Landlord may withhold its consent to such assignment or subletting, as long as the wit1
ing is not done unreasonably.
d. Assumption. No assignment shall be binding upon Landlord, any ground lessor or any mort
the assignee, but the failure or refusal of the assignee to execute such instrument or assumption sha
release or discharge assignee from liability as Tenant hereunder, provided that the terms and provisions
assignment or subletting shall specifically make applicable to the assignee or sublessee all of the pro\
of this Section.
unless Tenant shall delivcr to Landlord an assignment in recordable form which contains an assumpti
3. Bonus Rental.
If for any assignment or sublease, Tenant receives rent or other consideration, either initially or ov
term of the assignment or sublease, in excess of the Rent called for hereunder, or in case of the subleas
portion of the Demised Premises, in excess of such Rent fairly allocable to such portion, after apprc
adjustments to assure that all other payments called for hereunder are appropriately taken into ac
Tenant shall pay to Landlord, as Additional Rent hereunder, one-half (%) of the excess of each such pa
of rent or other consideration received by Tenant promptly after its receipt.
...
4. Scope.
The prohibition against assigning or subletting contained in this section shall be construed to inc
prohibition against any assignment or subletting by operation of law. If this Lease be assigned, or if the
lying beneficial interest of Tenant be transferred, or if the Demised Premises or any part thereof be su
occupied by anybody other than Tenant, Landlard may collect rent from the assignee, subtenant or oc
and apply the net amount collected to the Rent herein reserved and apportion any excess rent so collec
accordancc with the teniis of thedimmediately preceding paragraph, but 110 such assignment, subletting
pancy or collection shall he deemed a wJiver of this covenant, or the acceptance of the assignee, subter
occupant as tenant, or a release of Tenant from the further performance by Tenant of covenants
part of Tenant herein contained. No assignment or subletting shall affect the continuing primary linb
Tenant (which, following assignment, shall be joint and several with the assignee). and Tenant shall
released from performing any of the terms, coveIiants arid conditions of this Lease.
5. Waiwr.
Notwithstanding any assignment or sublease, or any indulgences, waivers or extensions of time grai
Landlord to any assignee or sublessee, or failure by Landlord to take action against any assignee oi su'
Tenant waives notice of any default of any assignee or sublessee and agrees that Landlord may, at its
proceed against Tenant kvit miit having taken action against or joined such assibmee or subleasee, exm
Tenant shall have the benc,fit of any indulgences, waivers and extensions of time granted to my such a
or sublcssce.
15
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- 6. Rekusr.
Whenever 1.andlot-d conveys its interest in -the Lot, Landlord shall be automatically released fron
further performance of covenants on the. part of Landlord herein contained, and from any and all fu
liability, obligations, costs and expenses, demands, causes of action. claims or judgments arising from or L
ing out of, or connected with this Lease after the effective date of said release. The effective date of
release shall be the date the assignee executes an assumption of such an assignment whereby the assi
expressly agrees to assume all of Landlord's obligations, duties, responsibilities and liabilities with respe
quired to €urther effect the provisions of this Section.
this Lease. If requested, Tenant shall execute a form of release and such other documentation as may b
0. OFFSET STATEMENT, ATTORNMENT, AND SUBORDINATION.
1. Offset Statement.
Within ten (10) days after request therefor by Landlord, or if on any sale, assignment or hypothec
by Landlord of its interest in the Demised Premises, or any part thereof, an offset statement shall be reqi
from Tenant, Tenant shall deli\.er, in recordable form, a certificate to any proposed mortgagee or purd
or to Landlord, certifying (if such be the case) that this Lease is in full force and effect; the date of Ter
most recent payment of Rent, and that there are no defenses or offsets outstanding, or stating those cia
by Tenant. Tenant's failure to de?iver said statement in time shall be conclusive upon Tenant that: (i) this I
is in full force and effect, without modification except as may be represented by Landlord, (ii) there a1
uncured defaults in Landlords performance and Tenant has no right of offset, counterclaim or deduj
against rent hereunder, and (iii) no more than one period's Fixed Rent has been paid in advance.
2. Attornment .
Tenant shall, in the event any proceedings are brought for the foreclosure of, or in the event of exe
of the power of sale under, any mortgage or deed of trust made by the Landlord, its successors or ass
encumbering the Demised Premises, or any part thereof, or in the event of termination of the Ground L
if any, and if so requested, attorn to the purchaser upon such foreclosure or sale or upon any grant of a
hi lieu of foredosure and recognize such purchaser as the Landlord under this Lease. .
3. Subordination.
The rights of Teiiant hereunder are aid shall be, at the election of any iiwrtgagee. subject and
ordinate to the lien of any mortgage or mortgages, or the lien resuIting from any other method of finar
or refii)ancing, IIOW or hereafter iA force against the Lot and/or Building of which tlre Demised Premise:
n part, and to all advances made or hereafter to be made upon the security thereof, provided, however,
notwithstanding such sul)ordination, so long 3s the Tenant herein is riot in default under any of the tc
mvrnants and conditions of this Lease, neither this Lease nor any of the rights of Tenant hereunder t
Tenant's covenanting that Tenant is not in default hereunder, shall 1)e terminated or subject to temiiiatioi
i\ny tnistce's sale, any action to enforce the security, or by any proceeding or action in foreclosurc
reciuested, Tenant agrees tu execute whatever documentation may IE requircd to further effect the provi!
of this section.
%.
P. NOTICES.
All notices required to be given hereunder shall be in writing and mailed postage prepaid by certific
registered mail, return receipt requested, or by personal delivery, to the addresses indicated in Section A
at such other place or places as either Landlord or Tenant may, from time to time, respectively, desibmnl
a written iiotice given to the other. Notices shall be deemed sufficiently served four (4) days dter the
of mailing thereof.
16
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Q. MISCELLANEOUS.
I. Waioer.
No waiver of any default or breach of any covenant by either party hereunder shall be implied
any omission hy either party to take action on account of such default if such default persists or is repe
and no express waiver shall affect any default other than the default specified in the waiver, and then
waiver shall be operative only for the time and to the extent therein stated. Waivers of any covenant,
or condition contained herein by either party shall not be construed as a waiver of any subsequent b:
of the same covenant. term or condition. The consent or approval by either party to or of any act by c
party requiring further consent or approval shall not be deemed to waive or render unnecessary their COI
or approval to or of any subsequent similar acts.
2. Accord and Satisfaction.
NO payment by Tenant or receipt by Landlord of a lesser amount than the Rent payment herein stipu
shall be deemed to be other than on account of the Rent, nor shall any endorsement or statement or
check or any letter accompanying any check or payment as Rent be deemed an accord and satisfaction
Landlord may accept such check or payment without prejudice to Landlords right to recover the ba
of such Rent or pursue any other remedy provided in this Lease.
3. Limitation of Landlords Liability.
The obligations of 1,andloi-d under this Lease do not constitute personal obligations of the indiv
partners, directors, officers, or shareholders of Landlord, and Tenant shall look solely to the real estate
is the subject of this Lease and to QO other assets of the Landlord for satisfaction of any liability in re:
of this Lease and will not seek recourse against the individual partners, directors, officers or shareholde
Landlord or any of their persona.1 assets for such satisfaction.
4. Entire Agreement.
This Lease sets foeh all the covenants, promises, ngreements, conditions and understandings bet
Landlord and Tenant concerning the Demised Premises, Building and Lot, and there are no cover
promises, agreements. conditioris or understandings, either oral or written, between them other than a
herein set forth. Except as herein otherwise provided, no subsequent alteration, amendment, change or
tion to this Lease shall he binding upon Landlord or Tenant unless reduced to writing and signed by t
5. Tim.
Time is of the essence herec1f.i
6. SIiort Form l~nsc.
Concurrently hcrewith the parties may. at the option of either party, execute a short form of Leas
recording. This Lease and any sich short form of Lease shall be construed together as one instrument. Nc
Land!ord nor Tenant shall record this Lease nor permit the same to be recorded without the written co
of the other, but shall have the right to record any such short form.
7. Attorneys' Fees.
In any action or proceeding which the Landlord or the Tenant may be requird to prosecute to enr
its respective rights hereunder, the unsuccessful party therein agrees to pay a11 costs incurred by the
vailing party therein, including reasonable attorneys' fees, to be fixed by the conrt, and said costs
attorneys' fees shall be made a part of the judgment in said action. In .any situation in which a dispri
settled other than by actiori or proceeding, Tenant shall pay dl Landlord's costs and attorneys' fees re1
thereto.
17
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. 8. Cuptioris uiid Section Numbers.
The captions, section numbers, iirticle numbers md index appearing in this 1,ease are irisc:rtt:tl o111y :I
matter of convenience and in no way define, limit, construe or describe the scope or intent or such section!
articles of this Lease nor in any way affect this Lease.
9. Severability.
If any term, covenant, condition or provisionof this Lease, or the application thereof to any persor
circumstance, shall to any extent be hdd by a court of competent jurisdiction to be invalid, void or unenfo
able, the remainder of the terms, covenants, cofiditions or provisions of this Lease, or the application the1
to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impa!
or invalidated.
10. Applicable law.
cordance with the laws of the state in which the Demised Premises are located.
11. Examination of Lease.
Submission of this instrument for examination or signature by Tenant does not constitute a reservation c
option to Lease, and it is not effective as a Lease or otherwise until execution and delivery by both Land
and Tenant.
This Lease, and the rights and obligations of the parties hereio, shall be canstrued and enforced in
R. SUCXZS~~RSBOUND.
.This Lease and each of its covenants and conditions shall be binding upon an.d shall inure to the bel
of the parties hereto and their respective heirs, successors and legal representatives and their respec
assigns, subject to the provisions hereof. IVhenever in this Lease a reference is made to the Landlord, 5
reference shall be deemed to refer to the person in whom the interest of the Landlord shall be vested,
Landlord shall have no obligation hereunder as to any claim arising dter the transfer of its interest in
Demised Premises. Any successor or assignee of the Tenant who accepts an assignment or the benefit of
Lease and enters into possession or enjoyment hereunder shall thereby assume and agree to perform ‘anc
bound by the covenants and conditions thereof. Nothing herein contained shall be deemed in any mannt
give a right of assignment to Tenkt without the written consent of Landlord.
IN WITNESS WHIZIEOF, the parties have executed this Lease as of the date first above written.
ULANDLOFD”
i
PALOMAR 910 ASSOCIATES, LTD. .... ....... ..............
............. ELI. PERL&V, xanaging Partner BY
Attest:
... , ..... , .. .. .......
TENANT”
CITY OF CNiLSBAD .........................................
By .... ............................
Attest:
... ..... .................
18
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1 ss. STATE OF
COUNTY OF
on , before me, the undersigned, a Notary Public in and for said State, persc
appeared , .known to me to be the
c
and of
corporation that executed the within instrument, known to me to be the persons who executed the 1
instrument on behalf of the corporation therein named, and acknowledged to me that such corpo.
executed the within instrument pursuant to its by-laws or a resolution of its board of directors.
WITNESS my hand and official seal. P
b
.....
..
.- ] ss. STATE OF
COUhly OF
On , before me, the undersigned, a Notary Public in and for said State, persc
. appeared , known to me to be the i
and of
corporation that executed the within instrument, known to me to be the persons who executed the 7
instrument on behalf of the corporation therein named, and acknowledged to me. that such corpo
executed the within instrument nursuant to its tiy-laws or a resolution of its board of directors.
..
VJrr~~ss my hand and official seal. "_
. . . . . . . . ............... 'Notary Public
19
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ADDENDUM TO THE STANDAPD FCRM h4UL'nPLE OCCUPANCY LEASE
BY AND BETlS'EEN PALOMAR 910 ASSOCIATE%; LTD. (LANDLORD)
THE CITY OF CARLSBAD (TENANT) __ July 13, 1983 - -- - -- DATED AS OF
The promises, covenants, agreements and declarations made
and set forth herein are intended to and shall have the same force and effect
2s if set forth at length in the hd~7 of the lease to which this Addendum is
anached (the "Lczse").
shall control:
To the extent that the provisions of this Addendum
&re inconsistent with the terms 2nd condirions of the Lease, the texms hei-eo€
-
1. Section B-3.
cornria a
2. Section F-7.
Section F-7 is hereby retitled to read: ''Tenant's Proprty"
and the language of said Section is hereby revised to read as fo1lov:s: "Tenant
shall assume the risk of dan2ge to any fixtures, goods, in~enrory, merchan-
dise, equipment, furniture and leasehold ir;.prosements which remain the
propr:rty of Tenant or 2s to which Tenant retains the right of remosal from
the Demised Premises, and Tenant shall rraintain ressonable insurance coverag
with respct ro such items during the Term of rhis h;.se. "
*
3. Section C.-2
II'ith 1-eference to Section G -2, the follo\ving language is
-L__
hersby added thereto:
affirmative I-esponsibility with resFct to either par? in connection with
repairs to the v;alls of the Demised Premises relating IO maturity or weatherin1
of cons~i-uctjon n;arerials and conlrasred IO darnag.~ to the strucrural integrity
YTenant expressly understands that there shall k no
of the building walls. FW, L> ...
JJALus- 7 -hwv- ..- 'w- \-&-&.e+s+&-aU- . 7-
+m&d%.k&ST*&H0€mxe*f-tk TC, a -&-&d+&ux-**-- 4we4
..
1
rhat.;f-ccure 3s-a.ny-&Sects-indhe-l qr-os'emen 1 s-wh i ch-Te na n t45-requi ~ed-1.0-
1.
I- .
-
,4DDET\'DUh4
IS-mo 1 n< A -- .
* w -.
I
4. Section M-1.
Y The Semicolon follo\~ing Subsection M-1 (b) is hereby changed
to a Fried and the folloil-ing sentence is hereby added at the end of said Sub-
section:
two (2) months in a row then Rent shall &come due and payable quarterly in
advance on the first day of each calendar quarter during the following one (1)
year Frjod of the Term of the Lease, after which year Rent shall again k
payable monthly and this Section shill again k in effect. "
"Should there be consecutive failure to pay such installments for
5. Section 4-12.
A new Section 4-12 is added entitled "Financial Statements"
and contains the following language: "At any time during theaTerm of the
Lease, Tenant shall, upon thirq (30) days' prior written notice from Landlord
in connection with any financing of the Demised Premiszs,, provide Landlord
with a current financial Statement and financial statements for each 'd the two
(2) years prior to the current financial Statement year. Such statements shall
k prepared in accordance with generally accepted accounting principles and
shall be audited by indeFndent certi'ied public accountants if such is the
normal practice of Tenant. ..
..
6. Section Q-13.
7. Section Q-14.
A new SeGtion 4-14 entitled "Surrender of Premises; Holding
Over" is added hereto and contains the following language:
of ten (30) days after termination of the Term, Tenant shall surrender to
Landlord the Demised Premises and all Tenant's improvements and alterations
in good condition (except for ordinary wear and tear occurring after the last
necessary maintenance made hy Tenant and except for destruction of the
Demised Premises covered by Article K) except for alterations that Tenant has
the right to remove or is obligated to remove after the provisions of Article H.
Tenant shall remove all its pzrsonal property ivithin the ahve stated time period
Tenant shall perform all restoration made necessary by the removal of any
alterations or Tenant's prsonal p~oprty within the time Friod stated in this
Section.
or Tenant's p2rsonal property that Tenant doEs not remove from the Demised
"On expiration
Landlord can elect to retain or dispose of in any manner any alterations
Premises on expiration or termination of the Term as allowed or required by
-
ADDENDUM
Pave 2 nf 4. ru,
-. Bk * --
I this Lease by giving at Jeast ten (1 0) days notice to Tenant.
alterations or Tenant's Frsonal proFrq that Landlord elects to reiain or
dispose of on e-xpiration of the ten (10) day Friod shall vest in Landlord.
Tenant waives all claims against Landlord for any damage to Tenant resulting
from Landlord's retention or disposition of any such alterations or Tenant's
pdrsonal property.
storing, removing and disposing of any alterations or Tenant's pzrsonal
proprty. If Tenant fails to surrender the Demised Premises to Landlord on
expiration or ten (10) days after termination of the Term as required by this
Section, Tenant shall hold Landlord hamless from all damages resulting from
Tenant's failure to surrender the Demised Premises including without limitatior
claims made by a succeeding Tenant resulting from Tenant's failure to
Surrender the Demised Premises.
Title to any such
8
Tenant shall be lizble to Landlord for Landlord's costs €or
.*
I -. --
8. Section Q-15.
A new Section Q-15'entitled "option to ExteAd" is added hexed
andbntains the following language: "Landlord hereby grants 10 T'mt .J an k, option to exyqd the Term of this Lease for a period of one y-6
exercisable uponp ior written notice from Tenant to Lanfldrd delivered not
Igss than four (4) montXt;prior to the expiration ofctheTerm of this Lease,
The option is exercisable on?;
Premises and has not sublet the \: Pr ise_s-or /-' assigned its position in this
Lease. The Fixed Rent pq'able bv -t5naA uring the extended term shall be
surner Price Index (all increased in proportion to an ;increase in the
items: Los Angeles/LoD each Area) ( 'Index") as p ished hy the United
States Departme-n term in
Lease dn any evenr, rhe Fixed Rent payable dilring the e>;tended ter d o less than the Fixed Rent payable during the ori@nal Term of the Lease. "
/
/
\. _-- -
--% i,
o long as Tenanr'is in possession of the
adix -- -
Labor for the first month of the exten \ \
relation to Y twndex pr' published for the first month of th? original m of the
IN WITNESS WHEREOF, the parties have executed this
Addendum as of the day and year first above written.
i
ADDENDUM
Page 3 of 4.
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(I 0 0
* PALOWR 910 ASSOCIATES, LTD.
Date
BY ELI PERLWV
Its Managing Partner
"LAYDLORD"
Date CITY OF CARLSBAD
BY
Its
"TENANT"
.*
i
-0
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ADD EN DUN
,s
C'' Page 4 bf 4 I I *! i -I -- -
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Future DeveioDmenl
65.0 Acres
utum Daveiopm*nl
J%hnar Airport Business Park
6231 YARROW DRIVE. SUITE C. CARLSBAD. CALIF. 92008
TELEPHONE (714) 438-2552