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ExIi113 "c„
<br />RURI Tf,
<br />TIM WORK LETTER (flits "Work Letter") Is attached as axlilblt C to that certain Ol9ice Lease (the "[,ease") by and between CF
<br />SAN'TANA, LLC, a Delaware Ihninsd liability company (".Landlord") and THE CITY OF SANTA ANA, a Mmdcipal corporation. ("Tenant").
<br />This Wmk Letter sets t'orth the terns, covenants and conditions relating to the construction and installation Grille Tenant Improvements In die luithl
<br />Pmmisas, All capitalized terns used harem not otherwise defined herein shall have the meailogs attributed to such tongs In the Lease.
<br />IA Landlord's Arch( Q0J And the rtngineers. Landlord shall engage (a) Fraser McClellan or another quGlltied Interior architect
<br />selected by Landlord ("Landlord's Architect") to prepare the Constriction Drawings (detaed below) for the Prcirdom based upon the Final Space
<br />Plan (defined below) and (b) engineering consultants selected by Landlord (the "Engineers") to prepare all engineering plans and drawhigs for the
<br />structural, mechanical, electrical, plumbing, I.1VAC, life safety, and sprinkler work ralating to the Tenant Improvements for the Premises.
<br />1.2 Ptnal Stage Plans Snace Plane na' Allowsnce. A copy of the final space plan (and pricing plan) total] Tenant improvements in
<br />the Initial Premises ("final Space Plan") Is attached hereto as Sehsdule "C•1", Landlord shall beat all goals slid expenses in connection with the
<br />preparation of the Final Space Plan ("Space Planning Costs hit an amount equal to L2898,13 (i.e., $0,15 per R.SF In the Initial Premises). Ally
<br />Space Phouing Costs in excess of$2,898.13 shall be "Tenant Improvement Costs" and shall be deducted 0•on the Atlowaice Amount.
<br />f.3 fhud WmdCUW Br•mvings Based upon ale Final Space Plan, Landlord shall cause the Architect and the Engineers to complete
<br />and deliver to Tenant for Tenant's reasonable approval two (2) copies of complete fid]y coardhrnted archltaelural and (to the extent required)
<br />structural, mechanical, electrical and plumbing working drawings and specifications for the Tenant Improvements In a form which is sufficiently
<br />complete to allow all subcontractors to bid on tie work shown therein and to obtain all applicable Permits Therefor, if any (defined below)
<br />(collectively, the "Final Working Drawiags"), Truant shall, within five (5) business days after Tenant receives the Final Working Drawings, either:
<br />(a) approve the Final Working Drawings, or (b) disapprove the Final Working Drawings Plan because a Design Problem exists and return the santc to
<br />Landlord showing revisions required to elimiante such Design Problem (or Design Problems). If Tenant ('ails to notify Landlord within five (3)
<br />business days after its receipt of tie Final Working Drawings that R approves or disapproves die same, Tenant shall be deemed to have approved the
<br />Fine[ Working Drawings. A "Design Problem" means and shall exist only If the Final Working Drawings are not conslslent with the Final Space
<br />Plan. ll'Tenant disapproves the Final Working Drawings becauso they contain one or more Design Problems, then Landlord shall cause Landlord's
<br />Architect to make the requested changes throngs to the extent requited to elluirate such Design Problems and shall resubnit to Tenant such revised
<br />Fiord Workhag Drawings, with the foregoing pro ciduro to be lepemed until the final Working Drawings for the Premises are ultimately approved (at'
<br />deemed approved) by Tenant (as so approved, his "Approved Warldag Drawings"). The Approved Working Drawings, is modified by ally
<br />Changes (defined below) approved by Landlord, slid all parts or components thereof ore sonethnes referred to herein as the "Construction
<br />Drawing
<br />1.4 Clmneas In the rhml Snace Plan out] Amaroyed Warning Drawings. No Changes (defined below) may be made by Tenant
<br />without the prior written consent of Landlord (in accordance with Section " below); provided, however, that Landlord may withhold Its consent
<br />In Its solo mid absolute discretion to any Change which In L sodlord's Judgment are unreasonable or would directly or indirectly delay Substantial
<br />Completion (defined below) Tenant acknowledges And agrees that Tenant shall bear the cost of any Changes that am requested by Tenant.
<br />"Changes" means, collectively: (a) ally changes, nedlHoot]ona ar' alterations hi either the Final Space Plan ov the Approved Wmddng Drawings ov In
<br />the Tenant Improvements fir the PreuNis contemplated thereby or (b) any modifications or alterations to the Final Working Drawings requested by
<br />Tenant Ili accordance with Section 1.3, above for otherwise), oller than any such changes, modifications m' alterations that are requited in order to
<br />eliminate a Design Problem.
<br />1.5 Landlord's Review.
<br />1.5.1 Any approval or consent of Landlord hereunder with respect to any portion or component ar the Constructiun Drawings
<br />or the Tenant improvements shot] he granted or withheld on tie basis of such standards as Landlord shall establish in good faith Prom lima to time,
<br />Landlord has established (or may establish in the fiiaure) Building Standards for the components to be used in the construction of the Tenant
<br />Improvements in the Premises ("Building Standards"), The quality of all Tenant Improvnmonls shall be equal to or of greater quality limn the
<br />.quality spec) fusion of the DOld ing Stondirci provided, however that Land lord may, of Landlord's option, require (it I, ]'molt lmproYarnell to to
<br />comply with specific Building Standards. Landlord reserves the right to promulgntc, establish, modify, delete flem, and make other changes to the
<br />Building 9rnndmr7s front time to time.
<br />1,5,2 Landlord's review of say matters (including, without [initiation, any requested Changes), ns set I'orti tit Utis Work
<br />Letter, shall he solely for lho purpose of protecting Landlord's Interests hereunder, and shall not imply Landlord's review of the same, at, obligate
<br />Landlord to review the same, for quotty, design, Code compliance orothe' like miters, for the benefit olrTonant or Lilly other party, and Londlovi
<br />shall nil he responsible liu• any unlissians or errors contained in ally such items,
<br />SEC'rl N
<br />COSTO„� 'I IF TENANTIl•IPROVF,jwIEil"I'S
<br />2,1 Allocation or Casts• AtlowsuouI Amain tt Telumt I mnrove count Carts,
<br />2J.1 Subject to His provisions of this Work Letter, Landlord hereby gentile Tenant for the Tenant huprov'enient Crusts
<br />(defined below) fill smarm (rho "Allowance Amotmt") equal to 5771840.00 (i.e.. 540,00 per RSF In die hddal Premises). Tencu shall been' all
<br />Act YY'C'irlr Cvurer• pr•—Clb rJ'Snxro,rfnn Lease t F.xlribit C
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