HomeMy WebLinkAboutHARBOR SQUARE PARTNERSHARBOR SQUARE PARTNERS
SHOPPING CENTER SHOP LEASE
TABLE OF CONTENTS ^^ JN R E'D
PAGE
SECTION
TITLE
1
Section 1
USE
I
Section 2
PREMISES
1
Section 3
TERM
1
Section 4
RENTAL
3
Section 5
REAL ESTATE TAXES AND RENTAL TAX
3
Section 6
PERSONAL PROPERTY TAXES
3
Section 7
CONSTRUCTION
3
Section 8
PARKING AND COMMON FACILITIES
4
Section 9
USES PROHIBITED
6
Section 10
ALTERATIONS AND FIXTURES
5
Section 11
MAINTENANCE AND REPAIR
5
Section 12
COMPLIANCE WITH LAWS
5
Section 13
INSURANCE
Section 14
INDEMNIFICATION OF LANDLORD - LIABILITY
6
INSURANCE BY TENANT
6
Section 15
FREE FROM LIENS
6
Section 16
ABANDONMENT
6
Section 17
SIGNS AND AUCTIONS
7
Section 18
UTILITIES
7
Section 19
ENTRY AND INSPECTION
7
Section 20
DAMAGE AND DESTRUCTION OF PREMISES
7
Section 21
ASSIGNMENT AND SUBLETTING
8
Section 22
DEFAULT
9
Section 23
SURRENDER OF LEASE
9
Section 24
SALE OF PREMISES BY LANDLORD
9
Section 25
HOURS OF BUSINESS
9
Section 26
ATTORNEY'S FEES
9
Section 27
SECURITY DEPOSIT
10
Section 28
HOLDING OVER
10
Section 29
NOTICES
10
Section 30
SUCCESSORS IN INTEREST
Section 31
TENANTS PERFORMANCE BEFORE COMMENCEMENT
10
10
Section 32
FORCE MAJEURE
10
Section 33
PARTIAL INVALIDITY
10
Section 34
MARGINAL CAPTIONS
10
Section 35
TIME
10
Section 36
SUBORDINATION, ATTORNMENT
11
Section 37
REVISION OF EXHIBIT "A"
11
Section 38
CONDEMNATION
11
Section 39
NO ORAL AGREEMENT
11
SIGNATURES
Exhibits:
A"
Plot Plan
"B"
Description of
Landlord's Work & Tenant's Work
"C"
Landlord's Term
& Conditions For Assignment & Subletting
"D"
Sign Criteria
1
2
3
4 t
5
6
7
8
9 1
10
11
12
13
14
15
16
17
1S
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
5o
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
7C
71
7e
7f
71
7',
71
71
81
LEASE
THIS LEASE is made and entered into this 19 day of 19 86 , by and
etwee n:
Git o Santa Ana o Municipi2l Corparatian of the -State of California
and
Harbor Souore Partners
Hereinafter respectively referred to as "Landlord" and "Tenant", without regaro to numoer or gender.
WIT NESSETH:
1. U S E. Landlord hereby leases to Tenant and Tenant hereby hires from Landlord, for purposes of
;ondueting thereon the following business: Police Sub—Stotion
those certain premises with appurtenances descnoeo as nereinarzer Ter wi W.
2, PREMISES. The premises leased to Tenant, together with appurtenances, are hereinafter
referred to as the "demised premise', and are situated in the City of Santa Ano
County of ran e
), State of Cafirornia '
ing center attached hereto as Exhibit "A "
and are the premised cross -hatched on the plot plan of the shopp
and incorporated herein by reference as though set forth in full.
The demised premises shall have a frontage (said measurement being from centerof partition to center
of partition with respect to interior storerooms and from center of partition to outside wall with respect to end
locations), a depth (outsid dimensions), and an approximate floor area as follows:
Frontage dimensions), and
feet ( 27 ft.);
Depth Fit}' feet (----Au— ft.);
Floor Area quare feet ( 1350 sq. ft.).
TERM. The term of this Lease shall be for the following period:^)years.
Thre
The term of this Lease, and Tenant's obligation to pay rent, shall commence on the earlier of the
following dates: (a) the date which is thirty (30) days after Landlord notifies Tenant in writing that the
improvements to be provided byLandiord as setforth in Exhibit"B", attached hereto and incorporated herein
by reference as though set forth in full, have been substantially completed, or (b) the date on which Tenant
Shall open the demised premises forb usiness to the public. Should such earlier date not occur on the first day
of a calendar month, the term hereunder shall be extended for such fractional month. In that event. Tenant
shall pay rental for the fractional month on a per diem basis (calculated on the basis of a thirty -day month) until
the first day of the month, and thereafterthe rental shall be paid in equal monthly installments on the first day
of each and every month in advance as hereinafter provided.
Landlord and Tenant hereby agree that in the event the demised premises are not substantially
completed and possession delivered to Tenant on or before two (2) yearsfrom the date of this lease, then and
in that osit
made herewith f shall be promptly s Lease shall breturned to Tenannull and t and the parties shall hav, have nof urtherforce e nofurther ff act and bligationto each
other.
4. RENTAL.
A Guaranteed Minimum Monthly Rental.
Tenant shall payto Landlord during the term of this Lease as Minimum M6nthly Rental torthe
demised prnis s the
following
11 Ei g sum.
ht Hu d Twenty rwr) and 10110
Dollars (3 1822 50 )
per month, which sum shall be paid in advance on the first day of each calendar month. All rental to be paid by
Tenant to�Landlord shall be In lawf ul money of the United States of America and on or offset, prior notice r demand at the shall
add ess design ted In Section 29. The due
tay of each date of Guaranteed
not
received by Landlord within seven (7Rental Is the first )days of its due dateisin default GuaranteediiMin muAm Mo thly Rel tal
In default shall be subject to an additional charge of five percent(5%) permonth on the unpaid balance thereof
as a late charge.
(iI Effective on July 1 st of each year during the term of this Lease, the Guaranteed Minimum
Monthly Rental shall be increased by a cost -of -living adjustment. Guaranteed Minimum Monthly Rental shall
be increased by multiplying the previous year's Guaranteed Minimum Monthly Rental by a fraction, the
numerator of which shall be the Consumer Price indexforthe month of April of thatyearand the denominator
of which shall be the ConsunlerPrice Indexforthe month of April for the prior year(except during thefirstyear
of the term of this Lease, the month during which the term commences shall be used rather than April of the
prior yearn. However, in no event shall the rental be reduced belowthe Guaranteed Minimum Monthly Rental
in effect immediately preceding such adjustment. The Consumer Price Index to be used is the Consumer
Price Index For All Urban Consumers- All Items, forthe United States, published monthlybythe United States
Department of Labor, in which 1967 equals 100. If said Consumer Price Index is no longer published at the
adjustment date, It shall be constructed by conversion tables Included in such new index.
(3/22183) Page 1 of 11
1 B. Percentage Rental.
2
3 (i
4 Tenant, Tenant shall and will pay to Landlord at -the time and in the manner herein specified an ional
5 Rental in an amount equal to five percent ( 5 _%) of the amount of Ten ross sales
6 made in, upon or from the demised premises during each month of the term her ss the aggregate
7 amount of the Guaranteed Minimum Monthly Rental previously paid by Te r said month.
8
9 (li) Within ten (10) days after the end of each tale onth of the term hereof, commencing
10 with the tenth day of the month following the comm
en of the term of this Lease (as hereinabove
11 provided), and ending with the tenth day of them next succeeding the last month of the Lease term,
12 Tenant shall furnish to Landlord a stateme riting, certified by Tenant to be correct, showing the total
13 gross sales made in, upon or from t ised premises during the preceding calendar month, and shall
14 accompany each such statem , h a payment to Landlord equal to said percentage of the total monthly
15 gross sales madA�cf
rom the demised premises during each calendar month, less the Guaranteed
16 Minimum Monthr each such calendar month previously paid. The due date of Percentage Rental is
17 the tenth h calendar month.Percentage Rental not received by Landlord within seven (7)
18 da ue date is in default. Percentage Rental in default shall be subject to an additional charge of ten
19
20
21 (
22 kind and nature from sales and services made in, upon orfrom the demised premises, whether upon or it or
23 for cash, in every department operating in the demised premises, whether operated by Ten or by a
24 subtenantorsubtenants,orbyaconcessionaire orconcessionaires,exceptingtherefromany atesand/or
25 refunds to customers and the amount of all sales tax receipts which has to be accounted f yTenant to any
26 government or governmental agency. Sales upon credit shall be deemed cash sales shall be included in
27 the grosssalesfortheperiodinwhichthemerchandiseisdeliveredtothecustome hetherornottitletothe
28 merchandise passes with delivery.
29
30 (b) Tenant shall keep full, complete and proper books cords and accounts of its daily gross
31 sales, both for cash and on credit, of each separate department concessionaire at any time operated in
32 the demised premises. Landlord and its agents and employe all have the right at any and all times, during
33 regular business hours, to examine andinspectallofthe sand records of Tenant, including any sales tax
34 reports pertaining to the business of Tenant cdnd ed in, upon or from the demised premises, for the
35 purposeofinvestigatingandverifyingtheaccura fanystatementofgrosssales.Landlord mayonceinany
36 Lease year cause anauditofthebusinessof ant to be made byacertified public accountant of Landlord's
37 selection, and if the statement of gross as previously made to Landlord shall be found to be inaccurate,
38 then and in that event, there shall be adjustment and one party shall pay to the other on demand such sums
39 as may be necessary to settle i I the accurate amount of said Percentage Rental that should have been
40 paid to Landlord for the peri or periods covered by such inaccurate statement or statements. If said audit
41 shall disc lose aninaccu yofgreaterthanatwopercent(2%)errorwithrespect totheamount ofgross sales
42 reported by Tenant the period of said report, then Tenant shall immediately pay to Landlord the cost of
43 such audit; othe se, the cost of such audit shall be paid by Landlord. If such audit shall disclose anywillfui or
ccuracies, this Lease may thereupon be cancelled and terminated, at the option of Landlord_
44 substantial�
45 The fallA, of Tenant to provide to Landlord the books and records,within twenty (20) days of the mailing of
46 not' to examine the books and records for the audit mentioned in this Section 4601)(b), shall be an event
47
48
49 C. Additional Rental and Impounds.
50
51 In addition to the Guaranteed Minimum Monthly Rental and the Percentage Rental hereinabove
52 agreed to be paid by Tenant, Tenant shall pay to Landlord, at the time and in the manner herein specified,
53 Additional Rental as follows:
54 (i) a. Real estate taxes, rental taxes and business taxes asset forth in Section 5 of this Lease.
55 b. Personal property taxes as set forth in Section 6 of this Lease.
56 c. Expenses, including a ten percent(10%) management fee, inconnection with automobile
57 parking and common areas as set forth in Section 8 of this Lease.
58 d. Building repair and maintenance expenses, including a ten percent (10%) management
59 fee, as set forth in Section 11 of this Lease.
60 e. Fire insurance and extended coverage costs, including a ten percent(10%) management
61 fee, as set forth in Section 13 of this Lease.
62 f. Utilities, including a ten percent (10%) management fee, as set forth in Section 18 of this
63 Lease.
64 (ii) Tenant is obligated under this Lease to reimburse Landlord, as Additional Rental, for
65 'Tenant's share'bf certain costs and expenses which include real estate taxes, rental taxes, business taxes,
66 expenses in connection with automobile parking and common area, personal property taxes, building repair
67 and maintenance expenses, fire insurance expenses and utilities. It is agreed that rather than bill and collect
68 said Additional Rental after the expenses are incurred, Landlord may estimate Tenant's share of said costs
69 and expenses, excluding building repairand maintenance expenses, fora period of not morethan twelve(12)
70 months in advance, and may collect and impound Tenant's estimated share in advance, on a monthly basis.
71 On or before February 15th of each year, Landlord shall provide to Tenant a reconciliation of any of Tenant's
72 accounts which are impounded for the twelve (12) month period ending the preceding December3l st. Said
73 reconciliation shall set forth in reasonable detail the costs and expenses paid by Landlord, and shall
74 include a computation as to Tenant's pro rata share. In the event Tenant has overpaid its share of said
75 costs and expenses in payment of impounds, Landlord shall accompany said reconciliation with a refund
76 of said overpayment, and in the event of an underpayment, Tenant shall pay to the Landlord the amount of
77 :said underpayment within ten (10) days afterthe date of mailing of the statement of reconciliation (due date).
78 Tenant's payment of the amount of said underpayment is in default if not received by Landlord within ten 0 0)
79 days of the due date. The amount of said underpayment in default shall be subject to an additional charge of
80 ten percent(10%per month on the unpaid balance thereof as a late charge.
"Tenant's. share", as defined herein, is _ 7.3 percent:.
Page 2 of 11
1 If Landlord elects to impound any of the above costs and expenses, except for bui Iding repair and
2 maintenance expenses asset forth in Section 11, Tenant's estimated share of said costs and expenses shall
3 be payable as Additional RentaIona monthly basis, the impounded costs and expenses are due as Additional
4 Rental on the first (1 at) of the month and are in default if not received by Landlord by the seventh (7th) day of
5 the month. Impound am ounta in default shal I be subject to an add iti on a] ch a rge of five percent (5%) per month
6 on the unpaid balance thereof as a late charge.
7
8 5. R E A L E S T A T E TA X E S A N D R E N TA L TA X. Tenant shall pay as Additional Rental to
9 Landlord annual real estate taxes and assessments levied upon the demised premises, togetherwith a pro
10 rata share of taxes and assessments on the parking and common area of the shopping center.
11
12 In the event the demised premises together with a pro rata share of the parking and common area are
13 not separately assessed, the applicable taxes and assessments shall be determined by the ratio that the
14 gross floorarea of the demised premises, including secondfloors, ifany, bears lo the total floor area, including
15 second floors, if any, of the building or buildings which includes the demised premises and for which a
16 separate assessment is made as such taxes are assessed in that separate tax parcel. In the event such
17 separate assessment does not reflect a pro rata share of the parking and common area based upon the ration
18 of building to parking and common area shown on Exhibit"A", attached hereto and incorporated herein by
19 reference asthough setforth in full, an appropriate adjustment shall be made �o reflect the pro rata share of
20 the taxes paid by Landlord for the use of the demised premises.
21
22 Any Such tax for the year in which this Lease commences or ends shall be apportioned and adjusted.
23 With respect to any assessment which maybe levied against or upon the demised premises and which, under
24 the lawsthen in force, maybeevidenced by improvement or other bonds, payable in annual installments, only
25 the annual payments on said assessment shall be included in computing Tenant's obligation for taxes and
26 assessments.
27
28 The term "real estate taxes" as used herein shall be deemed to mean all taxes imposed upon the real
29 property and permanent improvements constituting the demised premises, and all assessments levied
30 against said premises, but shall not include personal income taxes, personal property taxes, inheritance
31 taxes or franchise taxes levied against Landlord, but not directly against said property, even though such
32 taxes shall become a lien against said property.
33
34 Tenant shall payasadditional Rental to Landlord anyand all excise, privilege and othertaxes, otherthan
35 net income and estate taxes levied or assessed byariyfederal, state or local authority upon the rent received
36 by Landlord hereunder, and Tenantshall bearanybusiness tax imposed upon Landlord byany governmental
37 authority (referred to herein as "rental taxes") which is based or measured in whole or in part by amounts
38 charged or received by Landlord from Tenant under this Lease (referred to herein as "business taxes").
39
40 Said Additional Rental is due ten (10) days afterthe date of mailing (due date) of a statement therefor
41 and is in default if not received by Landlord within ten (10) days of the due date. Additional Rental in default
42 shall be subject to an additional charge often percent (10) per month on the unpaid balance as a late charge.
43 Landlord may estimate the amount of real estate taxes, rental taxes and business taxes orany of them
44 next due and impound as Additional Rental from Tenant on a monthly basis the amount of Tenant's estimated
45 tax obligation as set forth in Section 4C(ii).
46
47 6. P E R S O N A L P R O P E R T Y T A X E S. During the term hereof, Tenant shall pay prior to
48 delinquency al[ taxes assessed against and levied upon fixtures, furnishings, equipment and all other
49 personal property of Tenant contained in the demised premises, and when possible Tenant shall cause said
50 fixtures, furnishings, equipment and other personal property to be assessed and billed separately from the
51 real property of Landlord. In the event any or all of Tenants fixtures, furnishings, equipment and other per-
52 sonal property shall be assessed and taxed with Landlord's real property, Tenant shall pay as Additional
53 Rental to Landlord its share of such taxes. Landlord will estimate the amount of such taxes next due and
54 impound as Additional Rental from Tenant on a monthly basis Tenant's estimated obligation as set forth in
55 Section 40(i)i.
56
57 7. CONSTRUCTION. Landlord agrees that it will, at its sole cost and expense afterthe execution
58 of this lease, commence and pursue to completion the construction of the improvements to be erected by
59 Landlord to the extent shown on Exhibit "B", attached hereto and incorporated herein by referenced as
60 though setforth in full. Except forthe construction of improvements listed in Exhibit"B", attached hereto and
61 incorporated herein by reference as though setforth in full, Tenant shall be solely responsible forthe costs of
62 all the improvements on or in the demised premises, including anyand all permitfees, utility connection fees
63 and charges, license fees, or other fees or charges in connection with the use and improvement of the
64 premises by Tenant and the operation of Tenant's business on or in the demised premises.
65
66 8. PARKING AND COMMON FACILITIES.
67
68 A. Landlord covenants that the common and parking areas of the shopping center of which the
69 demised premises area part shall be available forthe nonexclusive use of Tenant during the full term of this
70 Lease or any extension of the term hereof, provided that the condemnation or other taking by any public
71 authority, orsaleinlieu ofcondemnation,ofanyorallofsuchcommonandparking areasshailnotconstitutea
72 violation of this covenant. Landlord reserves the right to change the entrances, exits, traffic lanes and the
73 boundaries and locations of such parking area or areas. This Lease shall be subordinate to any agreement
74 existing as of the date of this Lease or subsequently placed upon the real property of which the demised
75 premises are a part, which agreement provides for reciprocal easements and restrictions pertaining to the
76 common and parking areas, and in the event of conflict between the provisions of such agreement and this
77 Lease, the provisions of said agreement shall prevail. Provided, however, nothing therein shall cause Tenant
78 to pay greater share of the common area maintenance cost than herein provided, and provided further that
79 there shall at all times be maintained common and parking areas of not less than two (2) square feet of
80 common and parking area for each square foot of g rou nd floor and second floor, if any, building area within the
Page 3 of 11
1 shopping center.
2
3 B. Prior to the date of Tenant's occupation of the demised premises, Landlord shall cause
4 substantially all of said common and parking area or areas to be graded, blacktopped, lighted. and
5 appropriately marked and landscaped at no expense to Tenant, and shall causethe same to be maintained in
6 good condition and repair during the entire term hereof.
7
a C. Landlord shall keep, or cause to be kept by others if Landlord is not responsible for manage-
9 ment of the shopping center, said automobile parking and common areas in a neat, clean and orderly
10 condition, properly lighted and landscaped, and shall repair any damage to the facilities thereof, but all
11 expenses inconnection with said automobile parking and common areasshall be charged and prorated in the
12 manner hereinafter set forth. It is understood and agreed that the phrase "expenses in connection with said
13 automobile parking and common areas" as used herein shall be construed to include, but not be limited to, all
14 sums expended by Landlord in connection with said automobile parking and common areas for all general
15 maintenance and repairs, resurfacing, painting, restriping, cleaning, sweeping and janitorial services;
16 planting and landscaping; lighting and other utilities; directional signs and other markers and bumpers;
17 personnelto implement such services and to police the automobIle parking and common areas; requiredifees
18 orcharges levied pursuant to anygovernmental requirements; public liabilityand propertyclarnage insurance
19 on the automobile parking and common areas, which shall be carried and maintained by Landlord and under
20 which Tenant shall be named as an additional insured, with limits as determined by Landlord; plus a fee equal
21 to ten percent(I 0%) of said costs to Landlord for Landlord's orother's supervision of said automobile parking
22 and common areas. Said expenses and supervision fee shall herein be referred to as "Parking and Common
23 Area Expenses".
24
25 If various parcels within the shopping center are or shall become separately managed, Landlord
26 shall be responsible for maintaining only parcels of which the demised premises are a part and other parcels
27 Landlord is charged with maintaining.
28
29 D. Landlord shall periodicallysend toTenanta statement, itemizing in reasonable detail, the total
30 Parking and Common Area Expenses, and Tenant shall pay as Additional Rental to Landlord, Tenant's share
31 of such expenses. Tenant's pro rata share shall be determined by the ratio that the number of square feet of
32 gross floor area in the demised premises bears to the total number of square feet of gross floor area of all
33 buildings in the shopping centerwhich have been completed as of the commencement of the billing period. In
34 the event the shopping centerof which the dernised premises area part consists of more than one subdivided
35 parcel, Landlord may elect to determine Tenant's pro rata share of Parking and Common Area Expenses,
36 based upon the ratio that the number of square feet of gross floor area in the demised premises bears to the
37 total number of square feet of the gross floor area of all buildings which have been completed as of the com-
38 mencement of the billing period in the subdivided parcel in which the demised premises area part multiplied
39 by the pro rata share of the Parking and Common Area Expenses f orsuch subdivided parcel. There shall bean
40 appropriate adjustment of Tenant's share of the expenses as of the commencement and expiration of the
41 term of this Lease.Theterm"grossfloorarea"shall mean ground floorarea and second floor area, if any, with
42 measurements from the outsideof exterior walls and from the center of interlorwalls, SaidAdditional Rental is
43 due ten (10) days afterthe date of mailing (due date) of the statement therefor and is in default if not received
- 44 by Landlord within the ten (10) days after the due date. Additional Rental in default shall be subject to an
45 additional charge of ten percent (10%)per month on the unpaid balance as a late charge. Landlord may
46 estimate the amount of said Parking and Common Area Expenses next due, and collect and Impound as
47 Additional Rental from Tenant, on a monthly basis, the amount of Tenants pro rata share as set forth in
48 Section 4C(ii).
49
50 E. Tenant, for the use and benefit of Tenant, its agents, employees, customers, licensees and
51 subtenants, shall havethe nonexclusive right in common with Landlord, and other present and futufe owners,
52 tenantsand theiragents, employees, customers, licensees and subtenants, tousesaldCommon and Parking
53 Areasduring theentireterm of thisLease, oranyextension thereof, foringress and egress, roadway, sidewalk
54 and automobile parking; provided, however, Tenant and Tenant's employees shall park their automobiles in
55 those areas designated for employee parking, or at Landlord's written request shall park their automobiles
56 outside of the shopping center, provided all other tenants within the shopping center are required to do the
57 same. If Tenant or its employees fail to park their cars in designated employee
58 parking areas, then Tenant will be charged $15.00 per day per car for each violation
59 F. Tenant, in the use of said Common and Parking Areas, agrees to comply with such reasonable
60 rules and regulations as Landlord may adopt from time to time for the orderly and proper operation of said
61 Common and Parking Areas.
62
63 G. Tenant shall, at its expense, arrange for the collection of its trash, unless Landlord elects to
64 provide trash collection as a part of the Parking and Common Area Maintenance. Tenant shall not use any
65 trash container in the Parking or Common Area unless it is paid for by him or unless he has written author
66 ization from Landlord to use the trash container.
67
68 9. U S E S P R O H I B I T E D. Tenant shall not use, or permit said premises, or any part thereof, to be
69 used for any purpose or purposes other than the purpose or purposes for which said premises are hereby'
70 leased; and no use shall be made orpermitted to be made of said premises, noracts done, which will increase
71 the existing rate of insurance upon the building in which said premises may be located (once said rate is
72 established), or cause a cancellation of any insurance policy covering said building or any part thereof, nor
73 shall Tenant sell or permit to be kept, used Or sold in or about said premises any article which may be
74 prohibited by standard form of fire insurance policies. Tenant shall, at his sole cost, comply with any and all
75 requirements(pertainingto the useof said premises) of any insurance organization or company necessary for
76 the maintenance of reasonable fire and public liability insurance covering said building and appurtenances.
77 In the event Tenant's use of the premises, as recited in Section 1 hereof, results in a rate increase for the
78 building of which the demised premises are a part, Tenant shall pay annually on the anniversary date of this
79 Lease, as Additional Rental, a sum equal to that of the additional premium occasioned by said rate increase.
80 Tenant shall not, without the prior written consent of Landlord, sell merchandise
x,
from vending machines or allow any coin or token operated vending, video, pinball,
or gaming machines on the premises and shall not use, permit, sell or display any
goods or services which in the sole discretion of Landlord, are inconsistent with
the image of a community or family oriented shopping center.
Paged oill
s..
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
25
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
80
10. ALTERATIONS AND F I X T U R-E S. Tenant shall not make or suffer to be made any
alterations of the demised premises, or any part thereof, wit houtthe prior written consent of Landlord, and the
prior receipt by Landlord of a copy of Tenant's fuilding permit, and any additions to or alterations of said
premises, except movable furniture and trade fixtures, shall become at once a part of the realty and belong to
Landlord. Any such alterations shall be in conformance with the requirements of all municipal state and
federal authorities.
. Tenant agrees to promptly fixturize the store in a manner comparable to a store of similar nature.
Tenant is solely responsible for all costs associated with any additions or alterations to the demised
premises performed by orforTenant, including any and all permit fees, license fees, utility charges or other
fees or charges, except those costs expressly agreed to be paid by Landlord under the terms of this Lease.
11. MAINTENANCE AND REPAIR. Tenant shall, subject to Landlord's obligations hereinafter
provided, at all times during the term hereof, and atTenant's sole cost and expense, keep, maintain and repair
the building and other improvements upon the demised premises in good and sanitary order and condition
(except as.hereinafter provided), including without limitation; the maintenance and repair of any store front,
glass, doors, window casements, glazing, plumbing, pipes; electrical wiring and conduits, and the heating and air conditioning system (if any) including the maintenance of a service contract with a heating and air
conditioning contractor approved by Landlord. Tenant shall also, at its.sole cost and expense, be responsible
for any alterations or improvements to the demised premises necessitated as a result of the requirement of
any municipal, state or federal authority as a result of Tenants use of the premises. Tenant hereby waives all
rights to make repairs at the expense of Landlord and, if the demised premises are located in the State of
California, Tenant hereby waives all rights provided for by Section 1941 of the Civil Code of the State of
California to make said repairs which Landlord is obligatedto make under this Lease. By entering into the
demised premises; Tenant shall be deemed to have accepted the demised premises as being in good and
sanitary order, condition and repair, and Tenant agrees on the last day of said term or sooner termination of
this Lease to surrenderthe demised premises with appurtenances, in the same condition as when received,
reasonable use and wearthereof and damage byfire, acts of God or by.,the elements excepted. Tenant shall
periodically sweep and clean the sidewalks adjacent to the demised. premises, as needed.
Landlord shall, subject to Tenant's reimbursement as herein provided, maintain in good repair the
exteriorwalls, roof and sidewalks. Tenant agrees that it will not, norwill,it authorize anypersonto, go ontothe
roof of the building of which the demised premises are apart without the prior consent of Landlord. Said
consent will be given only upon Landlord's satisfaction that any repairs necessitated as a result of Tenant's
action will be made byTenant, atTenants expense, and will be made in -such a mannerso as not to invalidate
any guarantee relating to said roof. Landlord shall not be required to make any repairs to the exteriorwalls,
roof and sidewalks unless and until Tenant has notified Landlord in writing of the need forsuch repairs and
Landlord shall have had a reasonable period of time thereafter to commence and complete said repairs.
Tenant shall pay, as Additional Rental, to Landlord itspro rata share of the cost of said repairs and
maintenance incurred by Landlord, including aten percent(10%) management fee. Said pro ratashareto be
determined according to the area of the demised premises, including second flooror mezzanine, if any, as it
relates to the total leasable area of the building which contains the demised premises. Said Additional Rental
is due ten (10) days after the date of mailing (due date) of the statement therefor, and is in default if not
received by Landlord within ten (10) days of the due date.. Additional Rental in default shall be subject to an
additional charge of Yen percent (10) per month on the unpaid balance as a late charge.
12, C O M P L I A N C E W I T H LAWS. Tenant shall, at its sole cost and expense, comply with all of
the requirements of all municipal, state and federal authorities now in force orwhich may hereafter be in force
pertaining to the use of said premises, and shall faithfully observe in said use all municipal ordinances and
state and federal statutes now in force orwhich shall hereinafter be in force. The judgement of any court of
competent jurisdiction, or the admission of Tenant in any action or proceeding against Tenant, whether
Landlord be a party thereto or not, that Tenant has violated any such order or statute in said use, shall be
conclusive of that fact as between Landlord and Tenant.
Tenant shall not commit, or suffer to be committed, any waste upon the demised premises, or any
nuisance or other act or thing which may disturb the quiet enjoyment of any other tenant in the building in
which the demised premises may be located.
*
13, INSURANCE. Landlord shall maintain fire and extended coverage insurance/throughout the
term of this Lease in an amount equal to at least ninety percent (90%) of the replacement value of the building
which includes the demised premises, together with such other insurance as maybe required by Landlord's
lender or by any governmental agency. Tenant lerebywaives any rights of recoveryfrom Landlord, its officers
and employees, and Landlord herebywaives any rights of recoveryfrom. Tenant, its officers or employees, for
any loss or damage (including consequential loss) resulting from any_of the perils insured against in the
standard form fire insurance policywith extended coverage endorsement. Tenant shall payto Landlord, as
Additional Rental hereunder, its pro rate share of the cost of said insurance, plus a ten percent (10%)
management fee, to be determined by the relationship that the gross floor area of the demised premises,
including second floor or mezzanine, if any, bears to the total gross floorarea of the building or buildings for
which such policy relates. Said Additional Rental is due ten (10) days afterthe date of mailing (due date) of the
statement therefor and is in default if not received by Landlord within ten (10) days after the due date.
Additional Rental in default shall be subject to an additional charge of ten percent (10) per month on the
unpaid balance as a late charge. Landlord may estimate the cost of said insurance and collect and impound as
Additional Rental Tenant's share of said cost as set forth in section 4.C(il).
Tenant, if involved in food preparation and sales as a cafe, restaurant orsimilar use, and/orfood takeout .
service, shall install atTenanfs expense anyfire protective systems in grill, deep fryand cooking areas which
are required bycity, countyand statefire ordinances, and such system when installed shall qualifyforfull fire
protective credits allowed by the fire insurance rating and regulatory body in whose jurisdiction the premises
arelocated. /* and may maintain all risk, flood and earthquake insurance under
this Section 13, all within the coverage of any so-called blanket policy or
policies covering this Shopping Center and any other property or properties
wheresoever situated in which Landlord may have an insurable interest.
Page 5 of 11
1 14, INDEMNIFICATION OF LANDLORD - LIABILITY INSURANCE BY
TENANT. Tenant, as a material part of the consideration to be rendered to Landlord under this
Lease, hereby waives all claims against Landlord for damage to goods, wares and merchandise in, upon or
s about said premises and for injuries to persons in or about said premises, from any cause arising at anytime,
except for Landlord's gross negligence, and Tenant will hold Landlord exempt and harmless from any damage
6, or injury to any person or the goods, wares and merchandise of any person, arising from the use of the
premises byTenant, orfrom the failure of Tenant to keepthe premises in good condition and repair, as herein
E provided.
During the entire term of this Lease. Tenant shall, si Tenant's sole cost and expense, but for the mutual
benefit of Landlord and Tenant, maintain general public liability insurance against claims for personal injury,
death or property damage occuring in, upon or about the demised premises and on any sidewalks directly
adjacent to the demised premises. The limitation of liability of such insurance shall be not less than Three
�» Hundred Thousand Dollars ($300,000.00), combined single limit in respect to injury or death of one person
t 5 and/or in respect to propertydamage. All such policies of insurance shall be issued byan insurance company
16 satisfactory to Landlord and shall be issued in the name of Tenant and Landlord and for the mutual and joint
17 benefit and protection of the parties, and such policies of insurance or copies thereof shall be delivered to
18 Landlord. All such policies of insurance must contain a provision that the companywriting said policy will give
19 Landlord twenty (20) days notice in writing in advance of any cancellation or lapse of the effective date or any
20 reduction in the amount of insurance. Failure byTenant to maintain said insurance and to insure Landlord as
21 an additional insured shall be deemed a material breach of this Lease. Tenant may self —insure for
22 any or all of the foregoing insurance requirements.
23 15. FREE FROM LIENS. Tenant shall keep the demised premises and the property in which the
24 demised premises are situated free from any liens arising out of any work performed, material furnished or
25 obligation incurred by Tenant.
26
27 16. A B A N D O N M E N T. Tenant shall not vacate or abandon the demised premises at any time
28 during the term of this Lease.
29
30 In the eventTenant doesabandon the premises, itwill be deemed to be abandoned byTenantwithin the
31 meaning of Section 1951.2 of the California Civil Code, and this Lease shall terminate if Landlord gives
32 written notice of its belief of abandonment as provided herein and Tenant fails to give Landlord written notice,
33 prior to the date of termination specified in Landlord's notice, stating that he does not intend to abandon the
34 real propertyand stating an addressat whichTenant maybe served bycertified mail in anyaction for unlawf ul
35 detainer of the property. Landlord's notice of belief of abandonment to Tenant, pursuant to this section and
36 the California Civil Code Section 1951.3, may be given only where the rent on the property has been due and
37 unpaid for at least fourteen (14) consecutive days and Landlord reasonably believes that Tenant has
38 abandoned the property. The date of termination of this Lease shall be specified in Landlord's notice and shall
39 be not less than fifteen (15) days afterthe notice is served personally or, if mailed, not less than eighteen (18)
40 days after the notice is deposited in the mail. Landlord's notice of belief of abandonment shall be personally
41 delivered to Tenant or sent by first class mail, postage prepaid, to Tenant at his last known address and, if
42 there is reason to believe that the notice sent to that address will not be received byTenant, also to such other
43 address, if any, known to Landlord where Tenant may reasonably be expected to receive the notice.
44
45 The premises shall not be deemed to be abandoned pursuanttothissection ifTenant proves any
ofthe
46 following.
47 (1) At the time the notice of belief of abandonment was given, the rent was not due and unpaid for
48 fourteen (14) consecutive days.
49
50 (2) At the time the notice of belief of abandonment was given, it was not reasonable for Landlord to
51 believe that Tenant had abandoned the real property. The fact that Landlord knew that Tenant left personal
52 property on the real property does not, of itself, justify a finding that Landlord did not reasonably believe that
53 Tenant had abandoned the premises,
54
55 (3) Prior to the date specific in Landlord's notice, Tenant gives written notice to Landlord stating
56 his intent not to abandon the real property and stating an address at which he maybe served by certified mail
57 in any action for unlawful detainer of the premises.
58
59 (4) During the period commencing fourteen (14) days before the time the notice of belief of
6o abandonment was given and ending on the date this Lease would have terminated pursuant to the notice,
61 Tenant paid to Landlord all or a portion of the rent due and unpaid on the premises.
fit
63 Nothing in this section precludes Landlord or Tenant from otherwise proving that the real property has
64 been abandoned by Tenant within the meaning of California Civil Code Section 1951.2.
65
66 Nothing in this section precludes Landlord from serving a notice requiring Tenant to pay rent or quit as
67 provided by Sections 1 161 and 1162 of the California Code of Civil Procedure at anytime permitted bythose
68 Code sections or affects the time and manner of giving any other notice required or permitted bylaw. The
69 giving of the notice provided by this section and Section 1951.3 of the California Civil Code does not satisfy
70 the requirements of Sections 1161 and 1162 of the California Code of Civil Procedure.
71
72 17. S I G N S A N D A U C T 10 N S. Tenant shall not place or permit to be placed any sign upon the
73 exterior or in the windows of the demised premises without Landlord's priorwritten consent, nor shall Tenant
74 change the color or exterior appearance of the demised premises without Landlord's prior written consent.
75 Landlord's approved sign criteria drawings are attached hereto as an Exhibit, or if not available as of the
76 execution of this Lease, shall be provided to Tenant by Landlord. Tenant shall at its sole cost and expense
77 prepare sign construction drawings, in accordance with said criteria drawings, which shall be submitted to
78 Landlord for Landlord's written approval. Tenant agreesto install a sign in accordance with the approved sign
79 1 construction drawings within thirty (30) days after the commencement of the term of this Lease. See Exhibit
80 D " attached hereto and incorporated herein by reference as though set forth In full.
(3122/83) Pape 6 of 11
1
2
3
4
5
6
7
8
9
10
31
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
so
74
Tenant shall not without Landlord's prior written consent display or sell merchandise outside the
defined exterior walls and permanent doorways of the demised premises. Tenant shall not conduct or permit
to be conducted any sale by auction in, upon or from the demised premises, whether said auction be
voiuntary, involuntary, pursuant to any assignment for the payment of creditors, or pursuant to any
bankruptcy or other solvency proceeding.
18. U T I L I T I E S. Tenant shall pay before delinquency all charges for water, gas, heat, electricity,
power, telephone service, and all other services of utilities, including any additional connection, use or other
fees required to be paid as a result of Tenant's use of the demised premises, used in, upon or about the
demised premises by Tenant or any of its subtenants, licensees or concessionaires during the term of this
Lease. If any utliity is not separately metered, Tenant agrees to reimburse Landlord for the cost of said service
as Additional Rental, plus a ten percent (1011b) management fee. Said Additional Rental is due ten (10) days
after the date of mailing (due date) of the statement therefor and is in default if not received by Landlord
within ten (10) days after the due date. Additional Rental in default shall be subject to an additional charge of
ten percent(10) per month on the unpaid balance as a late charge. Landlord may estimate the amount of said
service of utilities which are not separately metered, and collect and impound as Additional Rental from
Tenant, on a monthly basis the amount of Tenant's pro rata share as set forth,in Section 4C(ii).
In the event Tenant fails topayanyutilitychargesset torth herein, and Landlord is held liable thereforby
the utilitycompany, then such nonpayment by Tenant shall be deemed a material breach of this Lease and an
event of default under this Lease. Notwithstanding, the provisions of Section 22 of this Lease, upon service of
a written notice by Landlord to Tenant of such event of default for failure, to pay such utility charges and
Tenant's failure to cure said default within three(3) days of the service of said notice, Landlord may terminate
this Lease.
19. ENTRYAND INSPECTION. Tenant shall permit Landlord and its agents to enter into and
upon the demised premises at all reasonable times for the purpose of inspecting the same or for the purpose
of maintaining the building in which said premises are situated, or for the purpose of.making repairs,
alterations or additions to any other portion of said building, including the erection and maintenance of such
scaffolding, canopy, fences and props as maybe required, orfor the purpose of posting notices of nonliability
foralterations additions or repairs, orfor the purpose of placing upon the property in which the premises are
located any usual or ordinary" For Sale" signs. Landlord shall be permitted to do any of the above without any
rebate of rent and without any liability to Tenant for any loss of occupation or quiet enjoyment of the premises
thereby occasioned. Tenant shall permit Landlord, at any time within thirty(30) days prior to the expiration of
this Lease, to place upon said premises any usual or ordinary"For Lease" signs, and during such thirty(30)
day period Landlord or his agents may, during normal business hours, enter upon said premises and exhibit
same to prospective Tenants.
20. DAMAGE AND DESTRUCTION OF P REM IS ES. Inthe eventof,(a) partial ortotal
destruction of said premises orthe build!ng)containing same during said term which requires.repairs to either
said premises or said building, or (b) said premises or said building being declared unsafe or unfit for
occupancy by any authorized public authority for any reason other than Tenant's act, use or occupation,
which declaration requires repairs to either said premises orsaid building,- Landlord shall forthwith make said
repairs provided Tenant gives to Landlord thirty (30) days written notice of the necessity therefor. No such
partial destruction (including any destruction necessary in orderto make repairs required byany declaration
made by any public authority) shall in anywayannul orvoidthis Lease, except that Tenant shall be entitled toa
proportionate reduction of the Guaranteed Minimum Monthly Rental while such repairs are being made, such
proportionate reduction to be based upon the extent to which the making of such repairs shall interfere with
the business carried on byTenant in said premises. However, if during the last two(2) years of the original term
of this Lease the building is damaged as a result of fire or any other insured casualtyto an extent in excess of
twenty-five percent (25%) of its then replacement cost (excluding foundation(s)), Landlord may within thirty
(30) days following the date such damage occurs terminate this Lease bywritten notice to Tenant l; Landlord,
however, elects to make said repairs, and provided Landlord uses due diligence in making said repairs, this
Lease shall continue in full force and effect, and the Guaranteed Minimum Monthly Rental shall be
proportionately reduced as hereinabove provided. If Landlord elects to terminate this Lease, all rentals shall
be prorated between Landlord and Tenant as of the date of such destruction.
The foregoing to the contrary notwithstanding, if the building is damaged or destroyed at any time
during the term hereof to an extent of more than twenty-five percent (25%) of its then replacement costs
(excluding foundation(s)) as a result of a casualty not insured against, Landlord may within thirty (30) days
following the date of such destruction terminate this Lease upon written notice to Tenant. If Landlord does not
elect to so terminate because of said uninsured casualty, Landlord shall promptly rebuild and repair said
premises and Tenant's rental obligation shall be proportionately reduced as hereinabove provided.
In respect to any partial or total destruction (including any destruction necessary in order to make
repairs required by any such declaration of any authorized public authority) which Landlord is obligated to
repair or may elect to repair under the terms of th is Section 20, Tenant waives any statutory right it may have to
cancel this Lease as a result of such destruction.
21. A S S I G N M E N T A N D S U 13 L E TT I N G. Tenant shall not assign this Lease, crany interest
therein, and shall not sublet the demised premises or any part thereof, or any right or priviledge appurtenant
thereto, or permit any other person (the agents and servants of Tenant excepted) to occupy or use the
demised premises, or any portion thereof, without first obtaining the written consent of Landlord, which
consent shall not be unreasonably withheld/Landlord may reasonably refuse to consent to assignment or
subletting underthis Lease if Tenant is in default of any terms orconditions of this Lease, ifTenant's proposed
assignee or subtenant proposes to use the demised premises for a purpose which duplicates the use of any
existing tenant orexisting use in the shopping center, if Tenants proposed subtenant orassignee's proposed
use of the demised premises would violate any exclusive use of any othertenant in the shopping center, if the
financial condition of the proposed subtenant orassignee is determined to be unsatisfactory by Landlord, or if
the use by the proposed subtenant or assignee would violate the terms of this Lease or the CC&Rs on the
/Said Assignment & Subletting shall be subject to Landlord's Terms & Conditions
as set forth in Exhibit "C", attached hereto and incorporated herein by reference
as though set forth in full. Tenant shall pay to Landlord the sum of $250.00
as a non—refundable fee for Landlord's time and processing and/or attorney's
fees incurred in connection therewith.
C' � Page 7 oft 1
I shopping center in which the demised premises is located. Consent by Landlord to one assignment,
2 subletting, occupation or use by another person shall not be deemed to be a consent to any subsequent
3 assignment, subletting, occupation or use by another person. Consent to an assignment shall not release the
4 original named Tenant from liability for the continued performance of the terms and provisions on the part of
5 Tenant to be kept and performed, unless Landlord specifically releases the original named Tenant from said
6 liability. Anyassignment or subletting without the prior written consent of Landlord shall be void, and shall, at
7 the option of Landlord, terminate this Lease. Neither this Lease nor any interest therein shall be assignable,
8 as to the interest of Tenant, by operation of law, without the prior written consent of Landlord.
9
10 22. D E F A U L T. If Tenant fails to make any rentalpayment or other payment required by the
11 provisions of this Lease, when due, or fails within thirty (30) days after written notice thereof to correct any
12 breach or default of the other covenants, terms or conditions of this Lease, or if Tenant breaches this Lease
13 andabandonsthe propertybefore theendof theterm, or if Tenant changes any term orcondition of this Lease
14 which Landlord has not expressly consented to in writing, Landlord shall have the right at anytime thereafter
15 to elect to terminate this Lease and Tenant's right to possession thereunder. Upon such termination,
16 Landlord shall have the right to recover against Tenant:
17
18 A. The worth at the time of award of the unpaid rent which had been earned at the time of
19 termination;
20
21 B. The worth at the time of award of the amount by which the unpaid rent which would have been
22 earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves
23 could have been reasonably avoided; and
24
25 C. The worth at the time of award of the amount by which the unpaid rent for the balance of the
26 term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably
27 avoided; and
28
29 D. Any other amount necessary to compensate Landlord for all the detriment Proximately caused
30 byTenanf s failure to perform its obligations underthis Lease or which [n the ordinary course of things would
31 be likely to result therefrom.
32
33 The "worth at the time of award" of the amounts referred to in subparagraphs A and B above shall be
34 computed by allowing interest at ten percent (10%) per annum. The worth at the time of award of the amount
35 referred to in subparagraph C shall be computed by discounting such amount at the discount rate of the
36 Federal Reserve Bank of San Francisco at the time of award plus one percent (1%).
37
38 Such efforts as Landlord may make to mitigate the damages caused by Tenant's breach of this Lease
39 shall not constitute a waiver of Landlord's right to recover damages against Tenant hereunder, nor shall
40 anything herein contained affect Landlord's right to indemnification against Tenant for any liability arising
41 prior to the termination of this Lease for personal injuries or property damage, and Tenant hereby agrees to
42 indemnify and hold Landlord harmless from any such injuries and damages,.including all attorneys fees and
43 costs incurred by Landlord in defending any action brought against Landlord for any.recoverythereof, and in
44 enforcing the terms and provisions of this indemnification against Tenant.
45
46 Notwithstanding any of the foregoing, the breach of this Lease by Tenant, or an abandonment of the
47 demised premises by Tenant, shall not constitute a termination of this Lease, or of Tenant's right of
48 possession hereunder, unless and until Landlord elects to do so, and until such time Landlord shall have the
49 right toenforce all of its rights and remedies underthis Lease, including the rightto recover rent and all other
50 payments to be made by Tenant hereunder, as it becomes due; provided, however, that untill such time as
51 Landlord elects to terminate this Lease, and Tenanfs right of possession hereunder, Tenant shall have the
52 rightto sublet the demised Premises orto assign its interests in this Lease, or both, subject onlyto rhe written
53 consent of Landlord, which consent shall not be unreasonably withheld.
54
55 As security for the performance by Tenant of all of its duties and obligations hereunder, Tenant does
56 hereby assign to Landlord the right, power and authority, during the continuance of this Lease, to collect the
57 rents, issues and prof its of the demised premises,andretainsaid rents, issues and Prof its astheybecomedue
58 and payable. Upon any such breach or default, Landlord shall have the right at any time thereafter, without
59 notice except as provided for above, either in person, by agent or by a receiver to be appointed by a court to
60 enter nd take pos session of said demised premises and collect such rents, issues and profits, including 61 those
includingast due and unpaid, and apply the same, less costs and expenses of operation and collection,
62 including reasonable attorneysfees, upon any indebtedness secured hereby, and in such orderas Landlord
63 may determine.
54
65
66 The parties hereto agree that acts of maintenance or preservation or efforts to release the premises, or
67 the appointment of a receiver upon the initiative of Landlord to protect its interests underthis Lease shall not
68 constitute a termination of Tenant's right of possession for the purposes of this section unless accompanied
69 by a written notice from Landlord to Tenant of Landlord's election to so terminate.
70
71 Tenant acknowledges that Landlord has executed this Lease in reliance on the financial information
72 furnished by Tenant to Landlord as to Tenanfs financial condition. In the event that it is determined at any
73 time subsequent to the date of this Lease that any of the financial information furnished by Tenant is
74 substantially untrue or inaccurate, Tenant shall be deemed to be in default under this Lease, which default
75 shall not be subject to cure, and which shall entitle Landlord to. exercise all remedies reserved to Landlord
76 under this Lease or otherwise available to Landlord by law.
77
78 In the event of a default of any rental payment or other payment due underthis Lease, Landlord may in
79 Landlord's notice to Tenant of such default require that Tenants payment to cure the default be in cash,
80 cashier's check and/or certified check Landlord and Tenant agree that should Landlord so elect to require
(3/22/83) Pape 8 of 11
8
9
10
ii
12
13
14
15
16
17
16
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54-
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
7
7
7
7
7
8
mymenl by cash, cashier's check or certified check in Landlord's notice to Tenant, a tender of money to cure
he default which is not in the form requested by Landlord shall be deemed a failure to cure the default.
Nothing contained In this Section 22 shall in any way diminish or be construed as waiving any of
.andiord's other remedies as provided elsewhere in this Lease or by law or in equity.
23. 5 U R R E N D E R O F L E A S E. The voluntary or other surrender of this Lease by Tenant. or a
mutual cancellation thereof, shall not work a merger, and shall, at the option of Landlord, terminate all or any
existing subleases or subtenancies, ormay, at the option of Landlord, operate as an assignment to him of any
or all of such subleases or subtenancies.
24. SAL OF PREMISES BY LANDLORD. In the event of anysaleof the demised premises
by Landlord, Landlord shall be and is hereby entirely freed and relieved of all liability under any and all of its
covenants and obligations contained in or derived from this Lease arising out of any act, occurrence or
omission occurring after the consummation of such sale; and the purchaser, at such sale or any subsequent
sale of the demised premises, shall be deemed without any further agreement between the parties or their
successors in interest or between the parties and any such purchaser, to have assumed and agreed to carry
out any and all of the covenants and obligations of Landlord under this Lease.
25. N O U R S O F B U S I N E S S. Subject to the provisions of Section 20 hereof, Tenant shall
continously during the entire term hereof conduct and carry on Tenants business in the demised premises
and shall keep the demised premises open forbusiness and cause Tenants business to be conducted therein
during the usual business hours of each and every business day as is customary for businesses of like
character in the city in which the demised premises are located to be open for business; provided, however,
that this provision shall not apply if the demised premises should be closed and the business of Tenant
temporarily discontinued therein on account of strikes, lockouts or similar causes beyond the reasonable
control of Tenant, or closed for not more than three (3) days out of respect to the memory of any deceased
officer or employee of Tenant, orthe relative of any such officer or employee. Tenant shall keep the demised
premises adequately stocked with merchandise, and with sufficient sales personnel to care for the
patronage, and to conduct said business in accordance with sound business practices.
In the event of breach by Tenant of any of the conditions in this section contained, Landlord shall have,
in addition to any and all remedies herein provided, the right at its option to collect not only the Guaranteed
Minimum Monthly Rental herein provided, but Additional Rental at the rate of one thirtieth (1/30) of the
Guaranteed Minimum Monthly Rental herein provided for each and every daythal Tenant shall fail to conduct
Its business as herein provided. Said Additional Rental shall be deemed to be in lieu of any Percentage Rental
that might have been earned during such period of Tenants fallure to conduct lts.business as herein provided.
26, A TT O R N E Y' S F E E S. if Landlord is involuntarily made a party defendant to any litigation
concerning this Lease orthe demised premises by reason of anyact oromission of Tenant then Tenant shall
defend and hold harmless Landlord from all liabilities by reason thereof, including reasonable attorney'sfees
and ail costs incurred by Landlord in such litigation.
If either Landlord or Tenant or their successors and assigns shall commence any legal proceedings
either in Court or by Arbitration against the other with respect to the enforcement or interpretation of any of
the terms and conditions of this Lease, the nonorevailing party therein shall pay to the other all expenses of
said litigation, including a reasonable attorney's fee as may be fixed by the court or arbitrator having
jurisdiction over the matter. The parties hereto agree that the State of California is the properjurisdiction for
litigation of or performance under any matters relating to this Lease, and service mailed to the address of
Tenant set forth herein shalt be adequate service for such litigation.
27. S E C U R I TY D E P O 5 1 T. Tenant, contemporaneously with the execution of this Lease, has
deposited with Landlord the following sum: -0_
_ _------------- --------------- Dollars
receipt of which is hereby acknowledged by Landlord, said deposit being given to
secure the faithful performance by Tenant of all of the terms, covenants and conditions of this Lease by
Tenant to be kept and performed during the term hereof, Tenant agrees that if Tenant shall fail to pay the rent
herein reserved promptly when due, said deposit may, at the option of Landlord (but Landlord shall not be
required to), be applied to any rent due and unpaid, and If Tenant violates any of the other terms, covenants
and conditions of this Lease, said deposit shall be applied to any damages suffered by Landlord as a result of
Tenants default to the extent of the amount of the damages suffered.
The security deposit shall be held by Landlord for Tenant and the claim of Tenant to such payment or
deposit shall be prior to the claim of any creditor of Landlord except a Trustee in Bankruptcy. Landlord may
claim of such deposit only such amounts as are reasonably necessary to remedy Tenants defaults and
payment of rent, to repair damages to the premises caused by Tenant or to clean such premises upon
termination of the tenancy. Any remaining portion of such deposit shall be returned to Tenant no later than
two (2) weeks after termination of its tenancy.
Nothing contained in this Section 27 shall in any way diminish or be construed as waiving any of
Landlord's other remedies as provided in Section 22 hereof, or by law or in equity. Should the entire security
deposit, or any portion thereof, be appropriated and applied by Landlord for the paytr,vni of overdue rent or
other sums due and payable to Landlord by Tenant hereunder, then Tenant shall, on the written demand of
Landlord, forthwith remit to Landlord a sufficient amount in cash to restore said security depositto its original
amount, and Tenants failure to do so within fifteen (15) days afterthe date of such statement of demand, shall
5 constitute A material breach of this Lease. Should Tenant comply with all of the terms, covenants and
6 conditions of this Lease and promptly pay all of the rental herein provided forasitfalls due, and all other sums
7 payable byTenant to Landlord hereunder, said security deposit shall be returned in f ull to Tenant at the end of
8 the term of this Lease; or upon the earlier termination of this Lease pursuant to the provisions of Section 20
9 hereof, except in the event the demised premises are sold as a result of the exercise of any power of sale
0 under any mortgage or deed of trust, in which event this Lease shall be automatically amended to delete any
(3/22183) Pape 9 & 11
1
8
9
t0
11
12
13
14
15
16.
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
34
35
36
37
38
39
40
4i
42
43
44
45
46
47
48
49
50
51
52
53
54
56
56
57
56
59
60
61
62
63
64
65
66
67
68
69
7C
71
72
7;
7<
7!
7(
eference to this Section 27. and Tenant shall be entitled to immediate reimbursement of its security deposit
rom the party then holding said deposit.
25. H O L D l N G 0 V E R. Any holding over after the expiration of the term of this Lease, with the
:onsent of Landlord, shall be construed to be a tenancy from month to month, cancellable upon thirty(301
Jays written notice, and at a rental and upon terms and conditions as existed during the last year of the term
hereof.
29. NOTICES. Wherever in this Lease it shall be required or permitted that notice and demand be
given or served by either partyto this Lease to or on the other, such notice or demand shall be given or served
and shall not be deemed to have been duly given or served unless in writing and forwarded by certified mail.
return receipt requested, addressed as follows:
City Of Santa Ana
TO: Harbor Square - Partners TO: Tenant Police r Department.
AT. 2915 Red Hi 11 Ave. #F-200 AT
Costa Mesa, CA 92625 24gGjyjr
Santo Ana, Ca. -92�02 -
TELEPHONE: (714) 557-0711 TELEPHONE: .(business)'-'71-4%834-4-282
(home) —
Either party may change such address by written notice by certified mail to the ether.
30. S U C C E S S O R S I N I N T E R E S T. The covenants herein contained shall, subject to the
provisions as to assignment, applyto and bind the heirs, successors, executors, administrators and assigns of
all the parties hereto; and all of the parties hereto shall be jointly and severally liable hereunder.
31. TENANT'S PERFORMANCE BEFORE COMMENCEMENT. In the event ofa default
under this Section 31, prior to the commencement of the term of this Lease, it is expressly agreed by and
between Landlord and Tenant that the amount of damage to Landlord as a result of that default and the
termination of this Lease under this provision is difficult to calculate, and that Landlord shall be entitled to
retain as liquidated damages from the security deposit one month's Guaranteed Minimum Monthly Rental
plus such improvements as Tenant may have annexed to the property that cannot be removed without
damage thereto.
32. F O RC E MA.] E U R E. If either party hereto shall be delayed or prevented from the performance
of any act required hereunder by reason of acts of God, strikes, lockouts, labortroubles, inability to procure
materials, restrictive governmental laws or regulations or other cause without fault and beyond the control of
the party obligated (financial inability excepted), performance of such act shall be excused for the period of
the delay and the period forthe performance of any such act shall be extended for a period equivalent to the
period of such delay, provided, however, nothing in this Section 32 contained shall excuse Tenant from the
prompt payment of any rental or other charge required of Tenant hereunder except as may be expressly
provided elsewhere in this Lease.
33. PARTIAL INVALIDITY. If any term,covenant, condition or provision of this L ease is held by a
court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof
shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereof.
34. MARGINAL CAPTIONS. The various headings and numbersherein and the grouping ofthe
provisions of this Lease into separate sections and paragraphs are forthe purpose of convenience onlyand
shall not be considered a part hereof.
35. T I M E. Time is of the essence of this Lease.
36. S U B O R D I N A T 1 0 N, A T T O R N M E N T. This Lease, at Landlord's option, shall be
subordinate tothe lien of anyfirst deed of trust orfirst mortgage subsequently placed upon the real property
of which the demised premises are a part, and to any and all advances made on the security thereof, and to all
renewals, modifications, consolidations, replacements and extensions thereof-, provided, however, thatasto
the lien of any such deed of trust or mortgage, Tenant's right to quiet possession of the premises shall not be
disturbed if Tenant is not in default and so long as Tenant shall pay the rent and observe and perform all of the
provisions of this Lease, unless this Lease is otherwise terminated pursuant to its terms. If any mortgagee,
trustee or ground lessorshall elect to have this Lease priorto the lien of its mortgage, deed of trust orground
lease, and shall give written notice thereof to Tenant, this Lease shall be deemed prior to such mortgage,
deed of trust or ground lease, whetherthis Lease is dated prior or subsequent to the date of said mortgage,
deed of trust or ground lease or the date of recording thereof.
In the event any proceedings are brought forforeclosure, or in the event of the exercise of the power of
sale under any mortgage or deed of trust made by Landlord covering the demised premises, Tenant shall
attorn to the purchaser upon any such foreclosure or sale and recognize such purchaser as Landlord under
this Lease.
It upon any sale, assignment or hypothecation of the demised premises or the land thereunder by
Landlord, or at any other time, an estoppel certificate, and/or financial statement and/or assignment of rights
shall be requested of Tenant, Tenant agrees, within ten (10) days thereafter, to deliver such financial
statement, and io deliver such estoppel certificate (in recordable form) addressed to any such proposed
mortgagee or purchaser or to Landlord certifying the requested information, including among other things,
the dates of commencement and termination of this Lease, the amounts of security deposits, that this Lease
is in full force and effect (If such be the case) and that there are no differences, offsets ordefaults of Landlord,
or noting such differences, offsets or defaults as actually exist. Tenant shall be liable for any loss or liability
resulting from any incorrect Information certified, and such mortgagee and purchaser shall have the right to
rely on such estoppel certificate and financial statement. Tenant shall in the same manner acknowledge and
execute any assignment of rights to receive rents as required by any mortgagee of Landlord.
(3/22183) Page 10 of 11
1
2
3
4
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
29
30
31
32
33
04
35
36
37
38
39
40
41
42
43
44
45
46
47
48
49
50
51
52
53
54
55
56
57
58
59
60
61
62
63
64
65
66
67
68
69
70
71
72
73
74
75
76
77
78
79
so
Should Tenant fail to provide such estoppel certificate, financial statement or assignment of rights
withinten(10) days of the service on Tenant of request therefor, then it is agreed between the parties hereto
that Landlord may suffer substantial damage as a result of Tenant's failure and therefore Tenant shall pay to
Landlord daily Additional Rental, in addition to all other rental due under this Lease, in an amount equal to
one -thirtieth (1/30) of the Guaranteed Minimum Monthly Rental (as set forth in,Section 4A hereof) far each
daycommencing on the eleventh (l 1 th) day after service of the request for such estoppel certificate, financial
statement or assignment of rights until the same is provided to Landlord, its mortgagee or purchaser. Said
daily Additional Rental shall be due and payable daily for each day commencing on the eleventh day following
the service of such request, and in default three (3) days after each such daily due date,
37, REV IS I ONO F E X H I B IT "A", It is understood and agreed that the site plan attached hereto
as Exhibit ''A" is preliminary and that prior to the commencement of the term hereof Landlord may revise said
site plan and change the site of Tenant's demised premises. In the event of such a change, Landlord or Tenant
may cancel this Lease upon notice to the other, in which event any security deposit or prepaid rent paid by
Tenant shall be refunded to Tenant, and neither party shall thereafter have any further obligations to each
other respecting this Lease. It is further understood that afterthe commencement of the term hereof,
Landlord may modify the site plan without Tenant's consent, so long as such modification does not
unreasonably affect the use of Tenant's demised premises.
36. C 0 N D E M IN A T I C N. In the event that bya condemnation ora transfer in lieu thereof by power
of eminent domain by a public or quasi -public authority, twenty percent (20%) or more of the demised
premises is taken, or in the event as a result of such taking or transfer in lieu thereof, Landlord is unable to
provide the parking required by Section 8 hereof, Landlord or Tenant may, upon written notice giver within
lhirty(30) days after such taking ortransfer in lieu thereof, terminate this Lease. Tenant shall not be entitled to
share in any portion of the award by the condemning authority, and the Tenant hereby expressly waives any
right or claim to any part thereof from the condemning authority and from Landlord for the value of the
unexpired term of this Lease. Tenant shall, however, have the right to claim and recover, only from the
condemning authority (but not from Landlord), any amounts necessary to reimburse Tenant for the cost of
removing stock and fixtures. In the event of taking or transfer in lieu thereof of less than twenty percent (20%)
of the demised premises, the terms and conditions of this Lease shall remain unchanged.
39, N 0 0 RA L AG R E E M E N T. This Lease covers In full each and every agreement of every kind
or nature whatsoever between the parties and their respective agents and representatives hereto
concerning this Lease, and all preliminary negotiations and agreements of whatsoever kind or nature are
merged herein, and there are no oral agreements or Implied covenants.
40. SECURITY MEASURES. Tenant hereby acknowledges that Landlord shall have
no obligation whatsoever to provide guard service or other security measures for
the benefit of the Premises or the Shopping Center. Tenant assumes all respon—
sibility for the protection of Tenant, its agents and invitees and the property
of Tenant and of Tenant's agents and invitees from acts of third parties.
Nothing herein contained shall prevent Landlord, at Landlord's sole option, from
providing security protection for the Shopping Center or any part thereof, in
which event the cost thereof shall be included within the definition of Common
Area expenses, as set forth in Section 8.
CRY Nlaniger
ER
CI
Ai��a
IN WITNESS WHEREOF, the parties have duly executed this Lease together with the herein referred to
Exhibits which are attached hereto, on the day and year first above written,
LANDLCRD
THE CITY OF SANTA ANA, a municipal corporation
ABy
DANIEL E. GRISET
ATTES
i,410E C. Gm(
CLERK OF THE
TENANT
Page 1 I of 11
P'lls"ll
Fn$T FREL7
EXHIBIT "A"
L.
DESCRIPTION OF LANDLORDS WORK AND TENANTS WORK
t&4TION _ USE
TENANT
LANDLORD SHALL PROVIDE THE FOLLOWING IMPROVEMENTS:
1. Electrical service panel - /06 amp, service.
2: Restroom - One (1) located at rear wall in an area designated by Landlord, provided with one il;
toilet, one (1) lavatory, exhaust fan, one (1) standard light fixture, one (1) electrical wall duplex
outlet, and rough -in plumbing for hot water heater (hot water heater not provided by Landlord).
3. Ceiling - Finish ceiling in restroom; suspended T-bar acoustical over balance of ceiling area.
4. Floor - Vinyl asbestos tile (3/32") per Landlord's selection in restroom; ,
5. Walls - I npia ..teal mm my O ;P,ntcd tcnto,cd 61F : all e-,-eF 5tvd, as 5pee4iedb' dl r: 7--GQi i 7 P 7 .
6. Electrical outlets - Seven (7) duplex convenience outlets (includinq restroom).
7. Lighting - Per Landlord's design,
a. Sign outlet - One (1), location designated by Landlord.
9. Telephone outlet - One, located of rear of store, unless otherwise designated by Tenant prior
to commencement of construction.
TO. Air conditioning and heating - Refrigerated air conditioning and heating per Landlord's design,
adequate for o typical retail business. Air conditioning will not be provided for dry cleaning
plants, laundries, restaurant food preparation areas, and those businesses not normally air
conditioned. Any extraordinary requirements necessitated because of Tenant's use of the
demised premises will be at the expense of Tenant.
11. Store front - Per Landlord's design, with one (1), 3'0" x 7'0" double-acting door with cylinder
lock keyed both sides.
12 Front Counter .
13. Interview Room.
14. Rear Door.
15. bear Demising Wall
16. New Front Window With Unbreakable Gloss.
77. Vinyl Floor Covering.
78. Pointed Walls.
TENANT SHALL BE RESPONSIBLE FOR THE COST OF ALL IMPROVEMENTS NOT LISTED ABOVE,
TENANT AGREES:
2.
To deliver to Landlord within fifteen (15) days from the date of this lease a drawing setting forth
those improvements required by Tenant in addition to those improvements provided by Landlord.
Upon receipt of Tenant's drawings, Landlord shall prepare Improvement Plans incorporating
Landlord's and Tenant's improvements, and on itemized Cost Breakdown of any additional
improvements. Credit shall be allowed for those items for which Landlord is responsible if not
utilized or substituted for. The amount of said credit to be determined by Landlord's contractor.
Landlord shall then forward said Improvement Plans and Cost Breakdown to Tenant, and Tenant
shall within ten (10) days thereafter return said Improvement Plans and Cost Breakdown, either
indicating approval by signing two (2) copies of each, or indicating any additional revisions.
Concurrently with Tenant's approval, Tenant shall pay to Landlord the cost of any additional
improvements as indicated on the approved Cost Breakdown.
an ord s Initia s
Tenant's initia s
EXHIBIT B
LANDLORD'S TERMS & CONDITIONS FOR ASSIGNMENT & SUBLETTING
1. TENANT'S APPLICATION FOR ASSIGNMENT & SUBLEASE. In the event that Tenant (Lessee)
desires at any time to assign this lease or to sublet the premises or any portion thereof,
'tenant shall submit to Landlord (Lessor) at least sixty (60) days prior to the proposed
;effective date of the assignment or sublease ("Proposed Effective Date"), in writing:
(a) a notice of intention to assign or sublease, setting forth the Proposed Effective
Date, which shall be no less than 60 or more than 90 days after the sending of such
notice; (b) the name of the proposed subtenant or assignee; (c) the nature of the proposed
subtenant's or assignee's business to be carried on in the premises; (d) the terms and
conditions of the proposed sublease or assignment; and (e) such financial information as
Landlord may request concerning the proposed subtenant or assignee.
2 . Assignment and Subletting.
1 Lassoes Consent Required. Lessee shall not voluntarily or by operation of law assign. transfer, mortgage, sublet. or otherwise transfer or
encumber all or any part of Lessee's interest in the Lease or in the Premises, without Lessor's prior written consent, which Lessor shall not
unreasonably withhold. Lessor shall respond to Lessee's request for consent }rereunder in a timely manner and any attempted assignment,
transfer, mortgage, encumbrance or subletting without such consent shall be void, and shail constitutes breach of this Lease without the need for
notice to Lessee.
2 Lessee Affiliate. Notwithstanding the provisions of paragraph 1 . hereof, Lessee may assign or sublet the Premises. or any portion
thereof, without Lessor's consent, to any corporation which controls, is controlled by or is under common control with Lessee, or to any
corporation resulting from the merger or consolidation with Lessee, or to any person or entity which acquires all the assets of Lessee as a going
concern of the business that is being conducted on the Premises. all of which are referred to as "Lessee Affiliate," provided that before such
assignment shall beefiective said assignee shall assume,in full, the obligations of Lessee under this Lease. Any such assignment shall not, in any
way, affect or limit the liabitity of Lessee under the terms of this Lease even if after such assignment or subletting the terms of this Lease are
materfatly changed or altered without the consent of Lessee, the consent of whom shall not be necessary, .
3 Terms and Conditions of Assignment. Regardless of Lessor's consent, no assignment shall release Lessee of Lessee's obligations
hereunder or alter the primary liability of Lessee to pay the Base Rent and Lessee's Share of Operating Expenses, and to perform all other
obligations to be performed by Lessee hereunder. Lessor may accept rent from any person other than Lessee pending approval or disapproval of
such assignment. Neitheradelayintheapproval ordisapprovalofsuchassignment northeacceptanceofrent sh It constitute a waiverorestoppel
o of Lessors right to exercise its remedies for the breach of any of the terms or conditions of this paragraph L or this Lease. Consent to one
assignment shall not be deemed consent to any subsequent assignment. In the event of default by any assignee of Lessee or any successor of
Lessee, in the performance of any of the terms hereof. Lessor may proceed directly against Lessee without the necessity of exhausting remedies
againstsaid ass.ghee. Lessor may consent to subsequent assignments of this Lease or amendments or modifications to this Lease with assignees
of Lessee, without notifying Lessee, or any successor of Lessee, and without obtaining its or their consent thereto and such action shall not relieve
Lessee of liability under this Lease.
4 Terms and Conditions Applicable to Subletting. Regardless of Lessor's consent, the following terms and conditions shall apply to any
subletting by Lessee of all or any part of the Premises and shall be included in subleases:
(a) Lessee hereby assigns and transfers to Lessor all of Lessee's interest in all rentals and income arising from any sublease heretofore
or hereafter made by Lessee, and Lessor may collect such rent and Income and apply same toward Lessee's obligations under this Lease: provided.
however, that until a detaultshall occur in the performance of Lessee's obligations undet this Cease. Lessee may receive. collect and enjoy the rents
accruing under such sublease. Lessor shall not. by reason of this or any other assignment of such sublease to Lessor nor by reason of the collection
of the rents from a sublessee, be deemed liable to the sublessee for any failure of Lessee to perform and comply with any of Lessee's obligations to
such sublessee under such sublease. Lessee hereby irrevocably authorizes and directs any Such sublessee, upon receipt of a written notice from
Lessor stating that a default exists in the performanceofLessee's obligations under this Lease. to pay to Lessor the rents due and to become due
' under the sublease, Lessee agrees that such sublessee shall have the rightto rely upon anysuch statement and requestfrom Lessor. and that such
sublessee shall paysuch rentsto Lesscrwithout any obligation or right to inquire as to whether such default exists and notwithstanding any notice
from or claim from Lessee to the contrary. Lessee shall have no right or claim against Such sublessee or Lessor for any such rents so paid by said
sublessee to Lessor.
(b) No sublease entered into by Lessee shall be effective unless and until it has been approved in writing by Lessor. In entcnng into any
sublease. Lessee shall use only such form of sublease as is satisfactory to Lessor, and once approved by Lessor, such sublease shall not be
changed or modified without Lessor's prior written consent, Any sublessee Shall, by reason of entering into a sublease under this Lease. be
deemed, forthe benefit of Lessor, to have assumed and agreed to conform and comply with each and every obligation herein to be performed by
Lessee other than such obligations as are contrary to or inconsistent with provisions contained in a sublease to which Lessor has expressly
consented in writing.
(0) If Lessee's obligations under this Lease have been guaranteed by third parties, Than a sublease, and Lessor's consent thereto, shall
not be effective unless said guarantors give their written consent to such sublease and the terms thereof.
Jill) The consent by Lessor to anysubletting shall not release Lessee from its obligations or alter the primary liabilityof Lessee to pay the
rent and perform and comply with all of the obligations of Lessee to be performed under this Lease.
(e) The consent by Lessorlo arty subletting shall not constitute a consent to any Subsequent subletting by Lessee orto any assignment
or subletting by the sublessee. However, Lessor may consent to subsequent sublettings and assignments of the sublease or any amendments or
modificstionstheretowithout notifying Lessee or anyone else liable on the Lease orsublease and without obtaining their consent and such action
shall not relieve such persons from liability.
(f) In the event of any default underthis Lease. Lessor may proceed directly against Lessee, any guarantors or any one else responsible
for the performance of this Lease, including the sublessee. without first exhausting Lessor's remedies against any other person or entity
responsible therefor to Lessor, or any security held by Lessor or Lessee.
(g) in the event Lessee shall default in the performance of its obligations under this Lease, Lessor, at its option and without any
obligation to do so, may require any sublessee to adorn to Lessor, in which event Lessor shall undertake the obligations of Lessee under such
sublease from trio time of the exercise of said option to the termination of such sublease; provided, however, Lessor shall not be liable for any
prepaid rents or security deposit paid by such sublessee to Lessee or for any other prior defaults of Lessee under such Sublease.
(h) Each and every consent required of Lessee under a sublease shall also require the consent of Lessor.
(i} No sublessee shall further assign or sublet all or any part of the Premises without Lessor's prior written consent.
_ Q} Lessor's written consent to any subletting of the Premises by Lessee shall not constitute an acknowledgement that no default then
_ exists under this Lease of the ohligaticris; to be performed by Lessee norshall such consent be deemed a waiver of any than existing default, except
as may be otherwise Stated by Lessor at the time.
(k) With respect to any subletting to which Lessor has consented, Lessor agrees to deliver a copy of any notice ofbelaultbyLessee tothe
sublessee. Such SubleSSee Shall have the right to cure a default of Lessee within ten (to) days after service of said notice of default upon such
subiessee,and the sublesseeshall have a right of reimbursement and offset from and against Lessee for any such defaults cured by the sublessee.
EXHIBIT "C"
A. INTRODUCTION
The intent of this sign criteria is to provide the guidelines necessary
to achieve a visually coordinated, balanced and appealing signage envi-
ronment.
Performance of this sign criteria shall be rigorously enforced and any'
nonconforming signs shall be removed by the tenant or his sign contractor
at their expense, upon demand by owner.
Exceptions to these standards shall be reviewed by the owner and architect.
However, based upon our field experience, deviations will generally result
in serious inequities between tenants. Accordingly, the owner, through
the architect, will retain full rights of approval of any sign used in the
center.
B. GENERAL OWNERMNANT REQUIMIENTS
1. Each tenant shall submit to the Owner for written approval, three (3)
copies of the detailed shop drawings of his proposed sign, indicating
conformance with the sign criteria herein outlined, and in exhibit 'C7i
Such submittals shall include, but not be limited to, pertinent dimen-
sions, details and color callouts, Send to:
HARBOR SQUARE - PARTNERS
2915 Red Hill Ave. Suite F-200
Costa Mesa, Calif, 92626
2. The tenant shall submit a sign drawing approved by the owner to the appro-
priate city authority for approval prior to the start cf any sign con-
struction, and shall pay for required approvals and permits.
3. The tenant shall pay for all signs, their installation (including final
connection, transformers and all other labor and materials) and mainten-
ance.
4. The tenant shall obtain all necessary permits,
5. The tenant shall be responsible for fulfillment of all requirements of
this sign criteria.
6. The owner shall provide primary electrical service terminations at the
center of the allowed signage area as follows:
(a) Individual Letter Cans; Interior of wall or canopy.
7. It is the responsibility of the tenant's sign company to verify all
conduit and transformer locations and service prior to fabrication.
8. The location of all signs shall be per the accompanying design criteria,
9. One "sign space" shall be allowed for' each tenant (except as otherwise
Continued....
1
approved in writing). The tenant shall verify his sign location and
size with owner prior to fabrication.
10.• All shop tenants are required to have an individual letter sign per
the accompanying design criteria.
11, Address numbers shall be applied to each store by the tenant's sign
company during regular course of construction.
12. Special signs which vary from this sign criteria must first be approved
by the owner and respective city authority.
13. The maximum allocated sign area for the aggregate of all permanent signs
(except exempt and convenience signs) shall be as noted herein.
14. NOTE: No sign shall be constructed until approved building ..permits
from City Planning and Building and Safety Departments are received.
15, All work -shall be of excellent quality. Owner reserves the right to
reject any work determined to be of lesser quality by owner or the
architect.
C. GENERAL SIGN SPECIFICATIONS
1. No exposed raceway, crossovers, conduits, conductors, transformers, etc.,
shall be permitted.
2. All lettering shall be restricted to the "net sign area". See accompanying
design criteria for specific information•
3. No projections above or below the "net sign area" will be permitted
(except as otherwise approved in writing).
4. All signs and their installation must comply with all local building
and electrical codes and bear a U.L., label placed in an'inconspicuous
location. Local sign ordinances should be consulted for requirements not
covered in these criteria.
5. For purposes of store identification, tenant will be permitted to place
upon each entrance to it's demised premises not more than 144 square inches
of gold leaf lettering not to exceed 2 inches in height, indicating hours
of business, emergency telephone, etc. The number and letter type face
shall be subject to owner's approval. Any other window graphics shall be
approved by owner and city.
Individual - letter sign specifications:
6. Typical internally illuminated,
(a) Shop signs shall be attached in designated areas on fascia and may not
exceed 70% of the leasehold width.
(b) The face of the individual letters 6 logos shall be constructed of
acrylic plastic (3/16" thick min.) and fastened to the cliannelized
metal can in an approved manner.. All surrounds or trim in a single
sign shall be a single color. Sign contractor shall provide neces-
sary fastening & bracing to securely install sign (for wind loads,
Cetc.), all fasteners exposed to weather shall be galvanized.
Y 2.
r
(e) The "copy" (Letter type), loges, al)d their respective colors shall
be submitted to the Owner for written approval prior to fabrication.
(d) All sign colors shall be selected from the following list:
Dark Blue 62114
Nedium Blue #2648
Vnite 07328
Red #2793
Yellow #2037
(e) Individual shop logos may be located anywhere within the "net sign
area", provided their height does not exceed the height of the "net
sign area".
(f) No more than two rows of letters are permitted, provided their maxi-
mum total height does not exceed the height of the "net sign area",
(g) T-enants shall display only their established trade name or their basic
product name, e.g. "John's Jeans", or combination thereof,
(h) Internal illumination to be 60 milli -amp neon, installed and labeled
in accordance with the "National Board of fire Underwiters Speci-
fications",
A. PROHIBITED SIGNS
1, Signs Constituting a Traffic Hazard:
Fo person shall install or maintain or cause to be installed or maintained
any sign which simulates or imitates in size, color, lettering or design
any traffic sign or signal, or which makes use of the words, "STOP", "LOOK",
"DANGER", or any other words, phrases, symbols, or characters in such a
manner to interfere with, mislead or confuse traffic.
2, Immoral or Unlawful Advertising:
It shall be unlawful for any person to exhibit, post or display, cause to
be exhibited, posted or displayed upon any sign, anything of an obscene,
indecent, or ismoral nature or unlawful activity.
3. Signs on Doors, Windows or Fire Escapes:
No window signs will be permitted except as noted herein. No signs shall
be installed, relocated, or maintained so as to prevent free ingress to or
egress from any door. No sign of any kind shall be attached to a stand
pipe except those signs as required by code or, ordinance. However, tenants
may identify service door for delivery and emergency purposes only, Signs
shall be four (4) inches high, Bold Gothic printed or painted on 8" x 1.8"
sheet metal plaque painted to match color of door and affixed with a mini -
of four (4) self -tapping sheet metal screws.
S, Animated, _1u� ihlrti..5'r }tad ing Sterns:
Signs, consisttng of any fioving, swinging, rotating:, flashing, blinking,
seintillating, fluctuating �.)r othen;16 a animated light is prohibited,
except for tirle and tor.,perative displays.
'5, Off-Fremise Signs;
Any signs, other than a directional sign, installed for the purpose of
advertising a project, event, person or subject not related to the pre-
mises upon which said sign is located, is prohibited.
6, Vehicle Signs:
signs on or affixed to trucks, automobiles, trailers, or ether vehicles
which advertise, identify, or provide directional to,a use of activity
not related :o it's lavful making of 'deliveries of sales or merchandise
or rendering of services from such vehicles, is prohibited.
7, Light .Bulb 5trin s and Exposed Tubing:
External displays, other than temporary decorative holiday lighting,
which consist of unshielded light bulbs, and open, exposed neon or
gaseous light tubing, are prohibited, An exception hereto -'may be granted
by the architect when the display is an integral part of the design
character of the activity to which it relates.
8, Banners Pennants and Balloons Used for Advertising Fur ases:
Flags, banners, or pennants, or a combination of same, ecnsticutin.4 an
architectural feature which is an integral art of the d2si n character
of a project may be permitted subject to architect, owner and City
approval.
g. Si ns in Proximity to Utility Lints:
Signs which have less horizontal or vertical clearance from authorized
communication >;r energized electrical poc.•er lines than t,at prescribed
by the laws of the State of Cziifurnia are prohibited.
$, MISCELLANEOUS NOTE5:
1, The provisions of this Exhibit, except as otherwise expressly provided
in this'Exhibit, shall not be applicable to the identification signs of
Department Stores or other occupancy designated by the Landlord as a
"major" -or "Special" Tenant that may be located in the Shopping Center, and
not shown hereon. It is understood and agreed that these occupants rosy have
their usual sign on similar buildings operated by them in California; pro-
vided, however, there shall be no rooftop signs which are flashing, moving,
or audible and provided said sign is architecturally compatible and'has
been approved by the Owner, and by the city for all signs not shown a part
of this trite-ia.
4.
F.
1
The purpose of this Sign Criteria is to insure pleasing graphic continuity
and signage scale through -out the entire center.
Tenant's will be responsible for the design, construction and installation of
their own signs, and will submit for approval"to Wilshire Development Company, Inc.,
2 sets of drawings indicating pertinent dimensions, details, colors, materials,
finishes and installation methods. Upon approval of Wilshire Development Company, Inc.,
the tenant will then submit all documentation to the City of Huntington Beach,
Department of Building and Community Development. No signs shall be fabricated or
installed until all the above approvals have been obtained. All tenant signs must
be designed and constructed by the Sign Contractor approved by Wilshire Development
Company, Inc.
1, TENANT SIGNS (CANOPY SIGNS - REFER TO EXHIBIT "C")
Signs will be supplied by tenant and will consist of individual internally
illuminated channel.letters. Each tenant is permitted a canopy sign not to
exceed 70% of tenant's building frontage in length, and a maximum of 2`-0" in
height. Canopy signs shall not exceed two hundred square feet. Refer to
Exhibit "C" for further information. All signage is subject to City approval.
20 MONVIZNT SIGN (REFER TO EXHIBIT "B")
There will be one monument sign on the site, subject to the City of Huntington
Beach, Department of Building and Community Development approval. Tenant s
permitted to use this sign will pay their pro -rated share of all sign costs.
5.
tr-
IT
✓?�
I,•
m�i�!
7{�
:�.
2�•S
k'
=11
it
-
r1+ +
e
ell
I �`F
T
�
L_Lj.1jF
,
II
U�
I
3
O
z
T�T
[71
Z
-i
Cl1
z
d =c T z� �k r3 6g y 4� sM wTF -a
III
�n
-
�L
C
yy
i�
it v� HUNTINOTON SEACK CA.
} ..never � •1: _.r �._ -
�p
• I
oa
z
M
X
-4
M
0
M
4
r
-
rn
- --III
—ruU
_
4i r
o
r
w