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i0a:11-111 a <br />misconduct of Lessor, and excluding any liens resulting from the actions of, or work performed by, <br />the Lessor. <br />5.2 Construction Contracts. <br />5.2.1. Construction Contract. Tenant shall enter into a written contract with a <br />general contractor ("Contractor") for construction of the Initial improvements based upon the <br />"Construction Contract Documents" approved pursuant to the Option Agreement. All construction <br />of the Initial Improvements shall be performed by contractors and subcontractors duly licensed as <br />such under the laws of the State of California. Tenant shall give Lessor a true copy of the contract or <br />contracts with the Contractor. <br />5.2.2. Assignment to County and/or Agency. Tenant shall obtain the written <br />agreement of the Contractor that, at County and/or Agency's election and in the event that Tenant <br />fails to perform its contract with the Contractor, such Contractor will recognize County and/or <br />Agency as the assignee of the contract with the Contractor, and that County and/or Agency may, <br />upon such election, assume such contract with credit for payments made prior thereto. <br />Notwithstanding the foregoing, the County's and/or Agency's rights under this Section 5.2.2 are <br />hereby made subject and subordinate to the lien of each Leasehold Mortgage. <br />5.3 Tenant's Assurance of Construction Completion. Prior to commencement of <br />construction of the Initial improvements, or any phase thereof, within the Premises by Tenant, <br />Tenant shall furnish to Lessor evidence that assures Lessor that sufficient monies will be available to <br />complete the proposed construction. The amount of money available shall be at least the total <br />estimated construction cost. Such evidence may take one of the following forms: <br />5.3.1. Performance bond and labor and materials bond in a principal sum equal to the <br />total estimated construction cost supplied by Contractor or subcontractors, provided said bonds are <br />issued jointly to Tenant, County, Agency and any Leasehold Mortgagees as obligees. <br />5.3.2. Irrevocable letter of credit issued to Lessor from a financial institution to be in <br />effect until County and Agency acknowledges satisfactory completion of construction; <br />5.3.3. Cash deposited with the County or Agency (may be in the form of cashier's <br />check or money order or may be electronically deposited); <br />5.3.4. A completion guaranty, in favor of County and Agency from an Affiliate of <br />The Related Companies of California, LLC, in a form reasonably acceptable to Lessor, coupled with <br />a repayment guaranty in favor of the senior construction lender for its loan; <br />5.3.4. Any combination of the above. <br />All bonds and letters of credit must be issued by a company qualified to do business in the State of <br />California and acceptable to Lessor. All bonds and letters of credit shall be in a form acceptable to <br />Lessor, County's Risk Manager and City's Risk Manager in their reasonable discretion, and shall <br />insure faithful and full observance and performance by Tenant of all terms, conditions, covenants, <br />and agreements relating to the construction of improvements within the Premises. <br />Page 120 <br />