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ADDENDUM TO
<br />STANDARD INDUSTRIAL/COMMERCIAL MULTI -TENANT LEASE -NET
<br />FOR CERTAIN PREMISES COMMONLY ]KNOWN AS
<br />2320 RED HILL AVENUE, SANTA ANA, CALIFORNIA 92705
<br />OCTOBER 15, 2020
<br />This Addendum (this "Addendum') is being executed concurrently with and is made a part of that
<br />certain lease titled "Standard Industrial/Commercial Multi -Tenant Lease - Net" dated October 15, 2020 (the
<br />"Form Lease") by and between RHW Holdings, LLC, a Delaware limited liability company ("Lessor")
<br />and The Illumination Foundation, a California nonprofit public benefit corporation ("Lessee'), and this
<br />Addendum shall control in the event of any inconsistency with the provisions of such Form Lease. The
<br />Section and Paragraph Numbers of this Addendum are new added Sections and Paragraphs to the Form
<br />Lease. As used herein, the "Lease" shall mean the Form Lease as supplemented and amended by this
<br />Addendum. Unless otherwise defined in this Addendum, any defined word contained in this Addendum
<br />has the same meaning as it is defined in the Form Lease,
<br />50. Holding Over. Notwithstanding the terms of Paragraph 26 of the Form Lease, Lessee
<br />expressly acknowledges and agrees that neither it, nor any other party, has any rights whatsoever to
<br />"holdover" and remain in possession of the Premises, or to operate the shelter therein (the "Shelter"), at
<br />any time and for any reason after April 30, 2021 (the "Expiration Date" or the "Outside Vacancy Date'),
<br />or to require Lessor to allow or permit such operation or possession beyond the Outside Vacancy Date.
<br />Lessee expressly agrees to vacate all persons from the Shelter on the Premises, completely close the Shelter,
<br />and deliver possession of the Premises to Lessor, on or before the Outside Vacancy Date, and Lessee
<br />waives, to the fullest extent provided by law, any rights it may have to holdover in the Premises after the
<br />Expiration Date; provided, however, if and only if, in the event that Lessee has vacated all "residents,"
<br />"guests" and other persons from the Shelter, the Shelter has been completely closed, and Lessee has
<br />delivered possession of the Premises to Lessor pursuant to the terms of this Lease, all on or before the
<br />Outside Vacancy Date, then Lessee shall be entitled in such event to keep in the Premises items of personal
<br />property, fixtures, and equipment then in the Premises (at Lessee's sole cost and risk, and for which Lessor
<br />shall have no responsibility or liability for whatsoever) for a period of time not to exceed ten (10) days after
<br />the Outside Vacancy Date, provided that Lessee agrees that all such personal property, fixtures and
<br />equipment shall be completely removed from the Premises on or before the tenth (101) day after the earlier
<br />of the date it has so vacated and closed the Shelter as set forth above and the Outside Vacancy Date, as
<br />applicable (such ten (10) day period being sometime herein the "Personal Property Removal Period"). Any
<br />personal property, fixtures, and equipment remaining at the Premises on or after the expiration of the
<br />Personal Property Removal Period may be removed and disposed of by Lessor at its sole option, without
<br />any liability whatsoever to Lessee and Lessee shall pay Lessor the cost of such removal or disposal within
<br />5 days after receipt of copies of invoices showing the costs incurred by Lessor therefore. Lessor and Lessee
<br />acknowledge that the City of Santa Ana, pursuant to a separate agreement between Lessee and the City of
<br />Santa Ana, has committed to Lessee and Lessor to relocate the "residents" or "guests" of the Shelter on or
<br />before the Expiration Date, such that on the Expiration Date, there shall be no such residents or guests of
<br />the Shelter at the Premises. Lessee agrees to use its good faith diligent efforts to cooperate with the City of
<br />Santa Ana in relocating all such "residents" or "guests" of the Shelter on or before the Expiration Date, and
<br />shall not hinder, prevent or delay any such relocation in any manner whatsoever. As such, in addition to
<br />all rights and remedies provided in this Lease, or at law or in equity, Lessee expressly acknowledges and
<br />agrees that if Lessee fails to close the Shelter and vacate and deliver the Premises to Lessor free and clear
<br />of all guests, residents, personnel and any other persons by the Outside Vacancy Date and such failure
<br />continues for ten (10) days after the Outside Vacancy Date ("Uncured Failure to Vacate"), Lessor would
<br />sustain damages of at least $500,000.00, As a consequence, the Parties agree that such $500,000.000 bears
<br />a reasonable and rational relationship to the actual range of damages Lessor could anticipate from Lessee's
<br />Uncured Failure to Vacate. Accordingly, in the event of an Uncured Failure to Vacate, Lessee shall pay to
<br />1301364 r.1/4858"0004
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