HomeMy WebLinkAbout1998-099
1
RESOLUTION NO.
98-99
2
RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE
EXECUTION OF AN AGREEMENT WITH STATER BROS. MARKETS, INC., FOR
THE LEASE OF GROUND SPACE FOR THE AREA "B" COMMUNITY SERVICE
OFFICE AND REPEALING RESOLUTION NO. 89-155, SECTION 2.
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1. The Mayor of the City of San Bernardino is
hereby authorized and directed to execute on behalf of said City
and agreement with STATER BROS. MARKETS, INC., to lease ground
3
4
5
6
7
8 space for the Area "B" Police Community Service Office, a copy
9
of which is attached hereto marked Exhibit "A" and incorporated
10
herein by reference as though fully set forth at length.
SECTION 2. Resolution No. 89-155, Section 2, is hereby
11
repealed.
12
SECTION 3. This resolution is rescinded if the parties to
13
the agreement fail to execute it within sixty (60) days of the
14
passage of this resolution.
15
III
III
III
III
III
III
III
III
III
III
III
III
16
17
18
19
20
21
22
23
24
25
RP:bl
03/31/98
~
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
26
27
28
98-99
I HEREBY CERTIFY that the foregoing Resolution was duly
adopted by the Mayor and Common Council of the City of San
Bernardino at a
20th
day of April
Council Members:
ESTRADA
LIEN
ARIAS
SCHNETZ
DEVLIN
ANDERSON
MILLER
joint regular
meeting thereof, held on the
1998, by the following vote, to wit:
AYES
X
x
x
x
x
x
The foregoing Resolution
of
April
Approved as to form
and legal content:
JAMES F. PENMAN,
City Attorney
~
/.
~
, 1998.
NAYS
ABSENT
ABSTAIN
x
n' .
~~d/b.Ct~
Ci t~.clcrk
is hereby approved thls ,;z/~
day
Valles, Mayor
f San Bernardino
-2-
;;8 . 99
LEASE AGREEMENT
BY AND BETWEEN
STATER BROS. MARKETS,
A CALIFORNIA CORPORATION
("LANDLORD")
AND
CITY OF SAN BERNARDINO
("TENANT")
DATED: MARCH 12. 1998
-0
00
:::0
m
, .
"---
:=:
I
OJ
rTl
.,
m~; ~::~
,
-0
W
c;,
+:0-
-.;:,
- ,
.- )
r~\.::
-, .
-"'!(" - ,~
,
.,
~-...:
98
.
99
TABLE OF CONTENTS
BASIC LEASE PROVISIONS----------------------------------------------------------------------------------------------------1
Effective Date--------------------------------------------------------------------------------------------------------------1
Ten a nt -----------------------------------------------------------------------------------------------------------------------1
Tenant's Trade Name ---------------------------------------------------------------------------------------------------1
Premises Add ress --------------------------------------------------------------------------------------------------------1
Premises Size -------------------------------------------------------------------------------------------------------------1
Term -------------------------------------------------------------------------------------------------------------------------1
Fixtu ring Period Commencement -------------------------------------------------------------------------------------1
Fixed Min imum Rent -----------------------------------------------------------------------------------------------------2
Rental Adjustment Date -------------------------------------------------------------------------------------------------2
Percentage Rate (for Percentage Rental) -----------------------------------------------------------------------------2
I nitial Estimated Common Area Expenses -------------------------------------------------------------------------2
Use of Premises ----------------------------------------------------------------------------------------------------------2
Secu rity Deposit ----------------------------------------------------------------------------------------------------------2
B ro ker ----------------------------------------------------------------------------------------------------------------------- 2
Add resses for Notices ---------------------------------------------------------------------------------------------------2
OPERATIVE PROVISIONS ------------------------------------------------------------------------------------------------------2
ARTICLE 1
Prem ises -------------------------------------------------------------------------------------------------------------------2
1.1 Leased Premises ----------------------------------------------------------------------------------------------2
1 .2 Construction of I mprovements ------------------------------------------------------------------------------3
1.3 Fixtu ring Period-------------------------------------------------------------------------------------------------3
1.4 Tenant's Acceptance of Premises -------------------------------------------------------------------------3
I. 5 Rental Commencement Date -------------------------------------------------------------------------------3
1.6 Changes ---------------------------------------------------------------------------------------------------------3
1.7 Relocation -------------------------------------------------------------------------------------------------------3a
ARTICLE 2
Busi ness Rig hts and Restrictions ---------------------------------------------------------------------------------3
2. 1 Use ----------------------------------------------------------------------------------------------------------------3
2.2 Environmental Restrictions ----------------------------------------------------------------------------------4
2.3 Use Restrictions------------------------------------------------------------------------------------------------4
ARTICLE 3
Term --------------------------------------------------------------------------------------------------------------------- 5
Rent
4.1
4.2
4.3
4.4
4.5
4.6
4.7
4.8
ARTICLE 4
---------------------------------------------------------------------------------------------------------------------5
Fixed M inimu m Rent ------------------------------------------------------------------------------------------5
Percentage Rent -----------------------------------------------------------------------------------------------5
Rental Ad justment ---------------------------------------------------------------------------------------------5
Late Payments--------------------------------------------------------------------------------------------------5
Fi rst Partial Month ---------------------------------------------------------------------------------------------6
Gross Sales -----------------------------------------------------------------------------------------------------6
Records ----------------------------------------------------------------------------------------------------------6
Au d it --------------------------------------------------------------------------------------------------------------- 7
98
99
ARTICLE 5
Common Area ------------------------------------------------------------------------------------------------------------7
5. 1 Defin ition ---------------------------------------------------------------------------------------------------------7
5. 2 U se ---------------------------------------------------------------------------------------------------------------- 7
5.3 Maintenance ----------------------------------------------------------------------------------------------------7
5.4 Records ----------------------------------------------------------------------------------------------------------7
5. 5 Tenant's Contribution -----------------------------------------------------------------------------------------7
5.6 Operation and Control ----------------------------------------------------------------------------------------8
5.7 Employee Parking ---------------------------------------------------------------------------------------------8
5.8 Obstruction ------------------------------------------------------------------------------------------------------8
ARTICLE 6
Merchants Association------------------------------------------------------------------------------------------------8
ARTICLE 7
Taxes
7.1
7.2
--------------------------------------------------------------------------------------------------------------------- 8
Personal Property T axes-------------------------------------------------------------------------------------8
Real Property T axes ------------------------------------------------------------------------------------------9
ARTICLE 8
Utilities ---------------------------------------------------------------------------------------------------------------------9
ARTICLE 9
Repairs and Alterations -----------------------------------------------------------------------------------------------9
9.1 Leasehold I mprovements ------------------------------------------------------------------------------------9
9.2 Land lord's Repairs------------------------------------------------------------------------------------------- 10
9. 3 Tenant's Repairs --------------------------------------------------------------------------------------------- 1 0
9.4 Service Contracts m______________________________________________________________________________________m 1 0
9.5 Alterations ----------------------------------------------------------------------------------------------------- 1 0
ARTICLE 10
Insu rance ---------------------------------------------------------------------------------------------------------------- 11
10.1 Use, Rate __________________________m___________________________---------------------------------------------- 11
1 0.2 Liability I nsu rance-------------------------------------------------------------------------------------------- 11
1 0.3 Worker's Compensation I nsu rance ---------------------------------------------------------------------- 11
1 0.4 Fire I nsu rance ------------------------------------------------------------------------------------------------ 11
10.5 Business I nterruption I nsu rance-------------------------------------------------------------------------- 12
10.6 Waiver of Subrogation -------------------------------------------------------------------------------------- 12
1 0.7 General Requirements-------------------------------------------------------------------------------------- 12
1 0.8 Blanket I nsu rance-------------------------------------------------------------------------------------------- 12
ARTICLE 11
Damage and Restoration ------------------------------------------------------------------------------------------- 12
11.1 Duty to Restore----------------------------------------------------------------------------------------------- 12
11.2 Election to Terminate --------------------------------------------------------------------------------------- 13
11.3 Rent Adjustment ------------------------------------------------------___m_________________________________ 13
ii
98
99
ARTICLE 12
Eminent Domain------------------------------------------------------------------------------------------------------ 13
12.1 Definition ------------------------------------------------------------------------------------------------------ 13
12. 2 Total Taking mm____________________________________________________----------------------------------------- 13
12.3 Partial T aki ng ------------------------------------------------------___________________________________m__m 13
12.4 Termination Date--------------------------------------------------------------------------------------------- 13
12.5 Repair and Restoration ------------------------------------------------------_______________________m__m 14
12.6 Rent Adjustment ------------------------------------------------------_______________________________m__m 14
12.7 Award m_____________________________________________________--------------------------------------------------- 14
ARTICLE 13
Indemnity, Waiver------------------------------------------------___________________________m_m______m__m_m 14
13.1 I ndemnity ------------------------------------------------------_____________________________________________m 14
13.2 Waiver ------------------------------------------------------_____________________________________________m_m 14
ARTICLE 14
Operation of Business ------------------------------------------------------______________________________m_m___ 14
ARTICLE 15
Signs, Fixtures, Restrictions Regarding Exterior _____________________________________________________m-- 15
15. 1 Fixtures-------------------------------------------------------------------------------------------------------- 15
1 5. 2 S ig n s ------------------------------------------------------_________________________________________________m__ 1 5
ARTICLE 16
Liens
------------------------------------------------------------------------------------------------------------------- 1 5
ARTICLE 17
Rig ht Of Access ------------------------------------------------------__________________________________________m_m 16
ARTICLE 18
Limitation on Liability ------------------------------------------------------____________________________________m__ 16
ARTICLE 19
Assignment and Su blettingm-m--------------------------------------------------------------------------------- 16
19.1 Consent Requ ired ------------------------------------------------------______________________________m_m 16
19.2 General Conditions ------------------------------------------------------______________________________m___ 16
ARTICLE 20
Noti ces ------------------------------------------------------_____________________________________m_m______________--- 17
ARTICLE 21
Surrender of Possession ------------------------------------------------------_______________________m___________ 17
21.1 Surrender ------------------------------------------------------_________________________________________m_m 17
21 .2 Holding Over ------------------------------------------------------_____________________________________m_m 17
iii
-98 99
ARTICLE 22
Qu iet Enjoyment ---------------------------------------------------------------------------------------------------------- 17
ARTICLE 23
Su bord i nation ---------------------------------------------------------------------------------------------------------- 17
ARTICLE 24
Offset Statement ------------------------------------------------------------------------------------------------------ 18
ARTICLE 25
Defa u It ------------------------------------------------------------------------------------------------------------------- 1 8
25.1 Notice and Remedies -------------------------------------------------------------------------------------- 18
25.2 Tenant's Property -------------------------------------------------------------------------------------------- 18
25.3 Notice of Termination --------------------------------------------------------------------------------------- 18
25.4 Waiver of Notice - Performance by Landlord---------------------------------------------------------- 19
25.5 I nterest --------------------------------------------------------------------------------------------------------- 19
25.6 Other Remed ies---------------------------------------------------------------------------------------------- 19
ARTICLE 26
Insolvency --------------------------------------------------------------------------------------------------------------- 19
26.1 Breach of Lease---------------------------------------------------------------------------------------------- 19
26.2 Operation of Law --------------------------------------------------------------------------------------------- 19
26.3 Non-Waiver ---------------------------------------------------------------------------------------------------- 19
ARTICLE 27
Remed ies Cumulative ----------------------------------------------------------------------------------------------- 20
ARTICLE 28
Management of Shopping Center - Collection Charge --------------------------------------------------- 20
ARTICLE 29
Attorneys' F ees -------------------------------------------------------------------------------------------------------- 20
ARTICLE 30
Waiver of Default ------------------------------------------------------------------------------------------------------ 20
ARTICLE 31
No Partnership--------------------------------------------------------------------------------------------------------- 20
ARTICLE 32
Subtenancies ----------------------------------------------------------------------------------------------------------- 20
iv
98 99
ARTICLE 33
Successors ------------------------------------------------------------------------------------------------------------- 21
ARTICLE 34
Removal of Tenant's Property mm____________________________________________________-------------------------- 21
ARTICLE 35
Effect of Conveyance mm____________________________________________________-------------------------------------- 21
ARTICLE 36
Interpretation/Amendment ----------------------------------------------------------------------------------------- 21
ARTICLE 37
Time of Essence------------------------------------------------------------------------------------------------------- 22
ARTICLE 38
Brokers ------------------------------------------------------------------------------------------------------------------- 22
ARTICLE 39
Corporate Resolutions ---------------------------------------------------------------------------------------------- 22
ARTICLE 40
Secu rity Deposit-----------------------------------------------_______________________________m_m__________________ 22
40.1 Deposits ------------------------------------------------------___________________________________________m_m 22
40.2 Performance -------------------------------------------------------------------------------------------------- 22
ARTICLE 41
Option To Renew-------------------------------------------------________________________________________m_m______ 23
Addendum To Lease Ag reement ------------------------------------------------------------------------------- 23a
TABLE OF EXHIBITS
Shopping Center-------------------------------------------------------------------------------------------------------------------" A"
Site Plan ______________________________________m_m_____________--------------------------------------------------------------------" B"
Landlord Improvement Specifications----------------------------------------_____________________________m______________"C"
Sign Criteria -------------------------------------------------------------------------------------------------------------------------" D"
Delivery Estoppel------------------------------------------------------------------------------------------------------------------" E"
tablea/lw
v
98 99
SHOPPING CENTER SPACE LEASE
THIS LEASE ("Lease') is entered into as of the date set forth below by and between STATER BROS.
MARKETS, a California corporation ("Landlord") and Tenant.
RECITALS
This Lease is made and entered into with respect to the following facts:
A. Landlord is the owner of the Premises (as hereinafter defined), or is the Tenant of the
Premises pursuant to the terms of a Lease under which Landlord is entitled to Sublease
the Premises to Tenant.
B. Tenant desires to lease the Premises from Landlord.
C. Landlord is willing to make certain improvements to the Premises as per Exhibit "c" &
Exhibit "C-1" attached, and to lease the premises to Tenant upon the terms and
conditions hereinafter set forth.
NOW, THEREFORE, the Parties hereby agree as follows:
BASIC LEASE PROVISIONS
Effective Date: .................................................... March 12, 1998
Tenant: ............................................................... City of San Bernardino
Tenant's Trade Name: ....................................... San Bernardino Police Department
Community Police Facility
Premises Address: ............................................. 941 Kendall Drive, Suites "A" & "B",
San Bernardino, CA 92407
Coonty: .................................................
San Bernardino
Premises Size: ................................................... Approximately 2,177 net rentable square feet, consisting of
approximately thirty-three feet eight inches (33' 8') of frontage
and approximately sixty-four feet eight inches (64' 8') of
depth.
Term: .................................................................. Sixty (60) months, computed from the first day of the first
calendar month on or after the Rental Commencement Date.
The Rental Commencement Date shall be fixed in a Delivery
Estoppel to be executed by Landlord and Tenant in the form
attached hereto as Exhibit "E".
(Cali mesa, California)
98 99
Fixed Minimum Rent: ........................................... ~ 1$ r2l I Dollars per year, payable in equal monthly
installments of Ze.!:Q.1$ r2l I Dollars during the Term, subject
to adjustment pursuant to Section 4.3.
Rental Adjustment Date: ...................................... Not Applicable.
Percentage Rate (for Percentage Rental): .............. $ Zero Percent ( '" %j.
Initial Estimated Common Area Expenses:.......... ~I$ '" I per square foot of Premises Size per month,
subject to adjustment pursuant to Section 5.5.
Use Of Premises: ................................................. Community Police Facility.
The Premises shall be used solely for the use stated above
and for no other use or purpose.
Security Deposit: .................................................. Zero ($ '" I
Broker:.................................................................. Not Applicable.
Addresses For Notices:
LANDLORD
TENANT
STATER BROS. MARKETS
Attn: Vice President Real Estate
21700 Barton Road
(P. O. Box 150)
Colton, CA 92324-0150
CITY OF SAN BERNARDINO
Attention: Chief of Police
710 North "D" Street
San Bernardino, CA 92401
These Basic Lease Provisions are intended to supplement andlor summarize the provisions set forth in
the Operative Provisions of this Lease. If there is any conflict between any provisions contained in these Basic
Lease Provisions and the Operative Provisions of this Lease, the Operative Provisions of this Lease shall
control.
OPERATIVE PROVISIONS
ARTICLE 1
PREMISES
1.1 Leased Premises. Landlord hereby leases unto Tenant, and Tenant hereby leases from Landlord,
those certain Premises (consisting of land and buildings and improvements) located as set forth in the Basic
Lease Provisions (hereinafter referred to as the "Premises'). The Premises are outlined in red on Exhibit "B"
attached hereto and made a part hereof. The Premises are part of the shopping center (hereinafter referred to
as the "Shopping Center") described in EXHIBIT "A" attached hereto and made a part hereof. The Premises will
consist of approximately the number of square feet set forth in the Basic Lease Provisions.
Page 2 of 23
98 99
1.2 Construction of Imorovements. Landlord shall improve the Premises in accordance with the plans and
specifications described in EXHIBIT "C'iwhich is atlached hereto aod incorporated herein by this reference.
'& Exhibit "C-l"
1.3 Fixturin2 Period.
improvement obligations (hereinafter referred to as the -Completion Date") at least lhe e orth in the
Basic Lease Provisions prior to the Completion Dale (the "Fix encement'). After Landlord notifies
Tenant of lbe Completion Date, aod su . e requirements of Section 9.5 of this Lease, Tenaot shall have tbe
right to ente . purposes of equipping aod fixturing the Premises, so long as sucb entry does not interfere
. In tbe evenllbat Tenant eolers tbe Premises prior to lbe Renlal Commencement
Date, as permitted by this paragraph, all of tbe provisions of this Lease sball be in full force and effect except the rent
provls1ons.
1.4 Tenant's Acceotance of Premises. Within five (5) days after Landlord bas notified Tenant that the
improvements to the Premises have been substantially completed (whether or not Tenant is then in possession of the
Premises as permitted in paragraph 1.3), Tenant sball deliver to Landlord a list of hems that Tenaot deems necessary for
Landlord to complete or correct in order for tbe Premises to be acceplable. Landlord shall complete or correct each item
coolained in the list delivered by Tenant to Landlord otber tban those which Landlord may contest. If Tenanl fails to
deliver lbe lisl to Landlord within the five (5) day period described in this paragraph, Tenant shall be deemed to have
accepted lhe Premises as being in a good and tenanlable condition and sball be deemed to have approved the construction
as having been completed in a good and workmanlike fashion. In the event Tenanl does deliver such list 10 Landlord
within the five (5) day period described in lhis paragraph, Tenant shall be deemed to have approved lhe construction as
having been completed in a good and workmanlike fashion and shall be deemed 10 have accepted the Premises as being in a
good and tenanlable condition with respect to all matters except those described in the list.
1.5 Rental Commencement Date. The Renlal Commencement Date sball be fixed in a Delivery Estoppel to be
executed by Landlord and Tenant within five (5) days after Landlord bas notified Tenaot lhat the improvements to the
Premises have been substantially completed (whether or nol Tenaot is then in possession of the Premises as pennitted in
paragraph 1.3), and which sball be in the form atlached hereto as Exhibit -E-. In the event that Tenant fails to execute the
Delivery Estoppel, lhe Renlal Commencement Date shall be deemed to be lhe date upon which Landlord notifies Tenant
thai the improvements to the Premises have been substantially completed.
1.6 Chan2es. L=dlord shall have the right, at any time, to change aoy or all of the following items so long as
the change does not subslantially interfere with the ingress to and egress from tbe Premises or the flow of vehicular traffic
in the Shopping Center:
(a) The location, in the Shopping Center, of the Building in which the Premises are located (but such change
shall not be made following ihe completion of the Premises).
(b) The location, in lhe Shopping Center, of the Premises (but such change shall not be made following the
completion of the Premises).
ARTICLE 2
BUSINESS RIGlITS AND RESTRICTIONS
(c) The plot plao of lhe Shopping Center.
2.1 Use. Tenanl shall have the right to use lbe Premises for the use sel fortb in tbe Basic Lease Provisions. No
olber use of tbe Premises sball be permitted. Nothing conlained herein sball be deemed 10 give Tenaot aoy exclusive rigbt
to sucb use in the Sbopping Cenler. Tenant sball not use or occupy the Premises in violation of law or of lbe certificate of
occupaocy issued for the Building, aod shall, upon written notice from Landlord, discontinue any use of lhe Premises
which is declared by any governmenlal autbority having jurisdiction to be a violation of law or of said certificate of
occupaocy. Tenant sball comply wilh any direction of any governmenlal autbority having jurisdiction which sball, by
reason of tbe nature of Tenant's use or occupancy of lhe Premises, impose aoy duly upon Tenant or L=dlord with respect
nc
nare 3 of 23
98 99
1.7 Relocation of Tenant. Landlord shall have the right at any time and from time to time, upon ninety
(90) days prior written notice to Tenant, to relocate Tenant to other Premises (the "Relocation Premises']
within the shop buildings, subject; however, to the following terms and conditions:
A. The Relocation Premises shall have approximately the same rentable square footage as
is contained in the Premises;
B. The Relocation Premises shall be leased to Tenant on the same terms and conditions
as provided in the Lease, except that if the rentable square footage in the Relocation
Premises is more or less than that contained in the Premises, there shall be a
proportionate adjustment of Base Rent, and Tenant's share of the "costs and expenses
of operating and maintaining the Center Common Facilities," based upon the rentable
square footage in the Relocation Premises;
C. Landlord shall pay to Tenant expenses reasonably incurred by Tenant in the physical
relocation of Tenant's personal property, within thirty (30) days following receipt from
Tenant of an itemized list of said expenses and copies of all invoices with proof of
payment; and
D. Landlord and Tenant, during said ninety (90) days period, shall mutually agree in writing
upon;
(i) the scope and cost of all leasehold improvements to be constructed at the
Relocation Premises, which shall be substantially similar to those of the
original leased Premises, adjusted proportionately for size;
Iii) the extent of Landlord's contribution to the cost thereof, if any, and;
liii) a timetable for their completion. Landlord and Tenant shall use best efforts
and act in good faith to agree on the terms. If Landlord and Tenant cannot so
agree, then in Landlord's reasonable discretion, Landlord may elect to either;
(a) submil the dispute to binding arbitralion
for resolution, or
(b) upon written nolice to Tenant wilhin lhirty
(30) days after the expiralion of said
nineiy (90) day period, to terminate this
Lease by lhirty (30) days written nolice.
E. If Landlord elects to exercise its right of relocation, Tenant will be given the choice of
spaces within the shopping center (See Exhibits "A" & "B" attached) that are available
for tenancy and of comparable size. Tenant's choices would not include spaces
occupied by other tenants or spaces on which a commitment had been made to another
party. Also, Tenant's choices would be limited to only already completed buildings.
relocalw
Page 3-a
98 99
to the Premises or with respect to the use or occupation thereof. Tenanl shall not do or permit to be done anything which
will invalidate or increase the cost of any fire, extended coverage or any other insurance policy covering the Building
Complex andlor property located therein and shall comply with all rules, orders, regulations, reco=endations and
requirements of the Pacific Fire Rating Bureau or any other organizalion performing similar function. Tenant shall
promptly, upon demand, reimburse Landlord for any additional premium charged for such policy by reason of Tenant's
failure to comply with the provisions of this Article, but such reimbursement shall not be construed as curing Tenant's
default for failing to comply with the provisions of this Article. Ten ani shall not do or permil anything to be done in or
about lhe Premises which will in any way obstrucl or interfere with the rights of other tenants or occupants of the
Shopping Center, or injure or annoy them, or use or allow the Premises to be used for any improper, immoral, unlawful or
objectionable purpose, nor shall Tenant cause, maintain or permit any nuisance in, on or aboul the Premises. Tenant shall
not commit or suffer 10 be committed any waste in or upon the Premises.
2.2 Environmental Restrictions. Tenant shall not engage in any activity on or about the Premises that violates
any Environmental Law, and shall prompily at Tenant's sole cost and e'pense, take all investigatory and lor remedial
action reasonably required by Landlord or ordered or required by any governmental agency or Environmental Law for
clean-up and removal of any contamination involving any Hazardous Material created, caused directly or indirectly or
materially contributed to by Tenan!. The term "Environmental Law" shall mean any federal, state or local law, statute,
ordinance or regulation pertaining to health, industrial hygiene or the environmental conditions aD, under or about the
Premises, including without limitation, (i) the Comprehensive Environmental Response, Compensation and Liability Act
of 19811 ('CERCLA"), 42 D.S.C. Sections 9601 et seq.; (ii) lhe Resource Conservation and Recovery Act of 1976
("RCRA"), 42 U.S.C. Sections 6901 et seq.; (iii) California Health and Safety Code Section 25100 et seq.; (iv) the Safe
Drinking Water and Toxic Enforcement Act of 1986, California Health and Safety Code Section 25249.5 et seq.; (v) the
Federal Water Pollution Control Acl, 33 D.S.C. Sections 1151 et seq.; (vi) the Porter-Cologne Water Quality Control Act,
California Water Code Section 13000 et seq.; and (vii) California Civil Code Section 3479 et seq., as such laws are
amended and lhe regulations and administrative codes applicable lhereto. The term "Hazardous Material" includes,
without limitation, any material or substance which is (a) defined or listed as a "hazardous waste", "e'tremely hazardous
waste", "restrictive hazardous waste" or "hazardous substance" or considered a waste, condition of pollution or nuisance
under the Environmental Laws; (b) petroleum or a petroleum product or fraction lhereof; (c) asbestos; andlor
(d) substances known by the Stale of California to cause cancer andlor reproductive toxicity. 11 is the intent of lhe parlies
hereto to construe the term "Hazardous Materials" and Environmental Laws" in its broadest sense. Tenant shall provide
all notices required pursuant 10 lhe Safe Drinking Water and Toxic Enforcement Acl of 1986, California Health and Safety
Code Section 25249.5 et seq. Tenant shall provide prompt written notice 10 Landlord of the nistence of Hazardous
Substances on the Premises and all notices of violation of the Environmental Laws received by Tenant. Tenant shall not
bring onto, create or dispose of, in or about the Premises or the Project, including but not limited. to its sewage or stonn
drain systems, any Hazardous Substances.
Notwithstanding the foregoing, Tenant may utilize the Premises for the storage of Hazardous Substances which
are reasonably and actually required in the normal operation of Tenanl's business, so long as Landlord has not given
Tenanl written notice prohibiting lhe storage or use of the specific Hazardous Substance in question, provided that Tenant
shall not store e'cess quantities of any Hazardous Substances in the Premises, and shall in no event store or warehouse
quantities of Hazardous Substances in the Premises in e,cess of that amount which would be consumed or sold by Tenant's
normal operations within si'ty (60) days. All Hazardous Substances stored within the Premises shall be clearly labelled
and adequalely safeguarded so as 10 avoid any spill or release of such Hazardous Substances.
2.3 Use Restrictions. Tenant shall not be permitted to: (i) conduct any auction or bankruptcy sale; (ii) conduct
any fire sale; (iii) conducl any closeout sale e'cept allhe e'piration of the lease lerm; or, (iv) sell any so-called "surplus",
. Army and Navy' or .secondhand" gooda as those terms are generally used at this lime and from time to time hereinafter.
in, on or from the Premises.
nc
pa.ee 4 of 23
98 99
ARTICLE 3
TERM
& Exhibit "C-l"
l
The Term sball commence wben Landlord bas substantially completed construction of tbe Premises and the
Sbopping Center in whicb tbe Premises are located pursuant to lbe provisions of EXHIBIT "C, lor on the date upon which
Tenant bas first opened for business from lbe Premises, whicbever event occurs firsi. The parties sball immediately
execute a document in the form of Exhibit 'E" to lhis Lease stating the date of commencement of the Term wben it bas
been ascertained. The Term shall be as set fortb in lhe Basic Lease Provisions. In tbe event tbat Landlord is unable to
deliver possession of lhe Premises to Tenant within eighleen (18) montbs following tbe execution of his Lease, this Lease
shall automatically terminate and be of no furtber force or effect.
ARTICLE 4
RENT
4.1 Fixed Minimum Reni. Tenant sball pay a fixed minimum rent 10 Landlord at
notices 10 Landlord, or at sucb otber address as may be specified by Landlord, withoul prior de d, deduction or setoff
during tbe term of tbis Lease. The fixed minimum rent sball be payable on or before the firsl day of eacb calendar montb
during tbe lerm in tbe amount set fortb in lhe Basic Lease Provisions.
4.2 PercentaQe Reni.
at tbe time and in tbe manner herein specified as percentage rental hereunder a sum equivalent to the a any, by
which the percentage set fortb in the Basic Lease Provisions as the "Percentage Rent" of the r as defined below)
in any montb exceeds the fixed minimum rent payable during lbe same montb.
Within len (10) days after tbe end of eacb calendar tbe lerm bereof, commencing witb the tentb (lOtb)
day of tbe moolb following tbe commencement of as bereinabove provided), and ending witb tbe tentb (lOtb) day
of tbe montb next succeeding tbe last tbe lease term, Tenant sball furnisb 10 Landlord, at the place wbere rent is
tben re<juired to be paid e terms bereof, a statement in wriling, certified by a duly authorized officer or
representative 0 to be correct, showing tbe lotal gro.ss sales made in, upon or from lbe Premises during the
prec' endar montb, and sball accompany eacb such statemeot witb a paymenl to Landlord e<jual to lhe percentage
4.3 Ren121 Adiustmeni.
date set forth in tbe Basic Lease Provisions as the rental adjustment ililte, as follows:
The base for determining tbe adjustment shall be tbe Consumer Price rban Consumers, for tbe Los
Angeles-Anaheim-Riverside Area (1982-84 100) publisbed by tbe tates Department of Labor, Bureau of Labor
Statistics (Index) which is publisbed for tbe calendar mo 3) months prior to lhe first full month of lhe lease term
(Beginning Index). If lbe Index published ~ ontb whicb is three (3) months prior to the adjustment dale (Extension
Index) bas increased over tbe . g Index, lbe fixed minimum rent for the following year (until the next rent
adjustment) sball y multiplying lhe fixed minimum rent for the initial full month of the term by a fraction, the
numer w 'cb is the Extension Index and the denominator of wbicb is lbe Beginning Index; provided, however, that
Index sball be converted in accordance with the conversion factor publish s epartmenl of Labor,
Bureau of Labor Statistics. If tbe Index is . s uring lbe lerm of this Lease, such olher government
index or c It IS replaced shall be used in order to obtain substantially the same result as would have
4.4 Late Pa,ments. Tenant bereby acknowledges thai late payment by Tenant to Landlord of rent and olber sums
due bereunder will cause Landlord 10 incur costs not contemplated by lhis Lease, tbe exact amount of whicb will be
n:;.('rp " ("'If ')1
98 99
extremely difficult to ascertain. Such costs include, but are not limited to, processing charges, accounting charges and late
charges lhat may be imposed on or incurred by Landlord. Accordingly, if any Installment of rent or any other sum due
from Tenant shall not be received by Landlord or Landlord's designee within five (5) days after sucb amount shall be due,
theo without any requiremeot for notice 10 Teoant, Tenant shall pay to Landlord a late charge equal to ten percent (10%)
of lhe amount which would otherwise be due. Addilionally, Tenant shall pay to Landlord a charge of fifteen dollars
($15.00) for each check which is dishonored or returned by Teoant's bank for any reason. The parties hereby agree that
such charges for late payments and for dishonored cbecks represent a fair and reasonable estimate of tbe cost Landlord will
incur by reason of such occurrences. Acceptance of such charges shall in DO event constitute a waiver of Tenant's default
with respect to sucb overdue or disbooored amouots, oor prevent Landlord from exercising any of its rigbts and remedies
granted bereunder.
4.5 First Partial Month. If the co=encement date occurs 00 a day otber lban tbe first day of a calendar montb:
(a) Fixed minimum renl for tbe partial month sball be prorated, based upon a thirty (30) day montb, and as
so prorated sball be paid on the co=eocement dale, in addition 10 lbe rental due for lhe first full month
of the lerm.
Lease, and tbe daily DllDlmum rent provided in
minimum rent paid for 1 s
lhis a ucted in addition to
e in computing lhe percentage rent payable for lhat
4.6 Gross Sales.
(ii)
The gross amount received or charged by Tenant for merchan
pursuant to orders received by telephone, mail, bouse-to- e
attributable to the Premises whether or not filled elsewbe ,and,
sold or services rendered
or by other canvasing, and
(i) The entire amount cbarged for lbe full price at the time of the initial transacf
merchandise sold or delivered or services rendered by Tenanl whether or not S
actually received at the time of sale;
(iii) All gross income of Tenanl from any operatio " at, from or through the use of the Premis,^,.
including, but not limited to, sales made means of mechanical or other vending machines
located in, at or on tbe Premises.
\
(b)
There shall be excluded from gross
(i) it allowed on merchandise returned by customers.
(ii) , excise taxes, or other similar taxes.
(c) Tenant" as used in lhis paragraph includes lhe named Tenant and any agent employee,
or concessionaire of tbe named Tenant, or any other person or firm conducting business in, at,
4.7 Records.
concessionaires to keep and preserve, for a period of not less than three (3) years follo n 0 the original
term of this Lease or any exlension lhereof, complele, accurate ~ or s of all amounts received during each
lease year in the Premises, includin , cash register detail tapes. However, in lhe case of a conlroversy
between 1 rcentage rent payable hereunder, Tenant shall keep and preserve said records UDlil the
nc
nare 6 of 23
98 99
bearing directly on Tenant's gross sales hereunder. In additi ord a copy of Tenant's
California State Sa ys 0 lowing the date on which such return is filed with the Franchise
4.8 Audit.
transacted in tbe Premises, wbetber or not included in "gross sales". If the audil dis tements for tbe
period audited are inaccurate, adjustment sball be made imm . , catIOn by Landlord. If the audit furtber
discloses tbat Tenant bas understated 0 ent y two percent (2 %) or more, Tenant shall immediately pay tbe
cost of lhe a ogether with any amounts due Landlord as a result of such understatement, which amounts
'.
\
. '\
- \
/
ARTICLE 5
COMMON AREA
5.1 Definition. The common area is that area within the Sbopping Ceoter which is either occupied by buildings
(excluding roof overhangs and canopies, columns supporting roof overhangs and canopies, and subsurface foundations) nor
devoted permanently 10 lhe exclusive use of a particular Tenant, except that areas containing pylon signs and huildings or
structures which are used witb respecltO lhe operation of the common area shall be deemed to be part of tbe common area.
5.2 Use. During the lease term, Tenant, its concessionaires, licensees, invitees, agents, customers and employees
shall have lbe nonexclusive right to use the common area in common wilh Landlord, otber owners of portions of the
Shopping Center, other lessees, and their respective concessionaires, licensees, invitees, agents, customers and employees,
subject to the provisions of lhis Lease. .'
5.3 Maintenance. Landlord shall be responsible for managing and maintaining all improvements on the common
area in good and sanitary order, condition and repair, including making replacement wbere necessary, and in compliance
with all governmental requirements, including, withoul limitation, (i) managing; (ii) cleaning and removing rubbish and
dirt; (iii) providing labor, payroll taxes, materials and supplies; (iv) providing all utilily services utilized in connectioo
tberewith; (v) maintaining, repairing, replacing and providing reserves for replacemeot and remarking paved and unpaved
surfaces, curbs, directional and other signs, landscaping, lighting facilities, drainage and other similar items;
(vi) providing casualty, public liability, property damage and otber insurance on tbe common area, (vii) providing lools,
machinery and equipmenl used in conneclion wilh lbe above, (viii) paying all real property and personal property taxes and
assessments levied or imposed against the common area: and, (ix) paying any regulatory fee or surcharge or similar
imposition imposed by governmental requirements based upon or measured by (a) the number of parking spaces, (b) the
areas devoted to parking in the common area or (c) rents received by Landlord (excluding, however, any income lax
payable by Landlord on its income generally). L...-.dL.d ...1...11 b_ _~Ll....d L.... .. __~_~ _0- ~_'-o--..-~L f -"1 I l
~n r t(l[~)!ftlll1!f!l'llJ}l'lhJ'~1. .IIJ. 0111:..:I.o.l.
5.4 Records.
These records shall, u n reaso
ours at the offices of Landlord for
5.5 Tenant's Contribution.
fixed minimum rent to Landlord, Tenant's pro rata share of the amount of all expenses describ graph 5.3.
Tenant's pro ratli share shall be equal 10 the ratio which Tenant's floor area bears to th oor area in the Shopping
Center, wbetber or not lhen occupied. TenanJ's monthly payment 0 . s all be based upon equal monthly
installments which have been estimated in advance hy Landlo articular calendar year. Landlord may, within sixty
(60) days after the end of sucb year, or as soon r as may be practical, prepare an accounting of the actual common
area expenses incurred during suc , upon completion of any such accounting shall invoice Tenant, or allow as a
credit against the c rea installments nexl due, as lhe case may be, tbe difference between Tenanl's share of the
actual area expenses incurred during such year, and the amount actually paid by Tenanl with respect 10 common
nc
pa~e 7 of 23
98 99
possible, to an amount equal to one-Jwelfth (1112) of the actual c IClpat by Landlord to be
encountered during tbe cu Y s are of common area expenses shall be the amount sel forth in the
5.6 Ooeration and Control. Landlord shall have general possession and control of the enlire common area and
may, from time to lime, adopt rules and regulations pertaining to the use thereof. Landlord shall, except as otherwise
provided herein, operate and maintain lhe common area during the lease lerm. The manner in which the common area
shall be operated and maintained and the expenditures therefor shall be in Landlord's sole discrelion. Landlord reserves
the right to appoint a substitute operator, including but not limited to, any Tenant in the Shopping Center, to carry out any
and all of Landlord's rights and duties with respect to lhe common area as provided in this Lease; and Landlord'IDaY enter
into a contract either by a separate document or in a lease agreement with such operator on such terms and conditions and
for such period as Landlord shall deem appropriate; and, if Landlord does so, lhe substitute operator, rather lhan
Landlord, shall be entitled to receive the management fee provided in paragraph 5.3. Excepl in the event lhat Tenanl may,
in the future, be appointed common area operator for the Shopping Center, Tenant shall have neither voice nor control in
the operation and maintenance of either the common area or the Shopping Center as a whole, and shall, specifically, have
no control with respecl to lhe identity or type of business operated by future tenants to be localed within the Shopping
Center. Landlord specifically makes no representation with respect 10 the exislence or continued operation of any business
or any olber tenant wilhin tbe Shopping Center.
5.7 Emolovee Parkin~. Landlord may designate wbat part of tbe common area, if any, shall be used for
automobile parking by employees, lessees, occupants and licensees. No employee of any such lessee, occupant or licensee
shall use any part of lhe common area for parking except such area or areas as may be so designated. Landlord shall be
entitled to enforce this provision by requiring the payment by Tenant of such amount per automobile as may be determined
to be appropriate by Landlord from lime to time for each day per automobile for each day automobile driven by an
employee of Tenant, Tenant's agent, occupant, concessionaire or licensee is fouod parked within the common area, but
outside of the specified area.
5.8 Obstruction. No fence, wall, structure, division, rail or obstruclion shall be placed, kept, pennitted or
maintained upon the common area or any part thereof by Tenant, nor shall the sale, display, advertising, promotion or
storage of merchandise or any business activities of any kind whatsoever be conducted lherein without Landlord's prior
written consent; nor shall any person use tbe common area for solicitations, demonstrations, or any other activities that
would interfere with the conduct of business in the Shopping Center or which might tend to create c' . rder or
commotion.
ARTICLE 6
MERCHANfS ASSOCIATION
Center, Tenant shall join and maintain membership in good standing in such n 1 at Landlord or
any of lhe other lenants of the Shoppin Cent orm such a Merchants Association in lhe future, Tenant
shall su s a do alllhings reasonably necessary in order to aid the formation of such Merchants
ARTICLE 7
TAXES
7.1 Personal Prooertv Taxes. Tenant shall pay, before delinquency, all license fees, public charges, property
taxes and assessments on tbe furniture, fixtures, equipment, inventory and other property owned or being used by Tenant
at any time situaled on or installed in the Premises, together with all license fees, pennit fees, assessments and other costs
levied, assessed or imposed by Jawor ordinance upon Tenant or upon the business operated by Tenant, and shall, upon
request, deliver proof of such paymenllo Landlord.
nl!.('I{>: R ('If?1
98 99
.
7.2 Real Prooertv Taxes.
any and all real property laxes and general or speci..1 assessments and installments lhe lllg any
tax on rent which is substituted in wbole or in part for real property essments and any license
fee imposed by a local governmental body on tbe c rent, and excluding federal and state
income taxes) whicb sball, during !be I , e levied or assessed againsl all or any portion of the
Premises or imposed on . Said real property laxes and assessments for lbe first and last lease
years be a , if necessary, be prorated and apportioned between Landlord and Tenant to
upon individual assessment valuations (or proralions) supplied by tbe County or otber
regulatory agency. Said prorations sball be conclusive upon botb a ss lhe parties otheIWise
mutually agree in writing. In lbe absence of a prora . led by lbe County Assessor or other
regulatory agency or a written agree e parties, Tenant's sbare shall be determined by
multiplying lhe amount ortb in lbe lax bill whicb includes the Premises by a fraction in
whicb tbe r IS tbe floor area of Tenant's Premises and the denominator is tbe floor area of all
e
commencement of the term are changed so that a tax, assessment or excise on rents or an ucb tax,
charge, or assessment, however described, is levied or assessed against a direct substitution
in wbole or in part for any real property taxes, Tenant sball e delinquency the substitute lax or
excise on rents, but only to the extent that it can rned tbat there has been a substitution and, as a
result, Tenant bas been relieved fro yment of real property taxes tbat would otheIWise have been
obligated to pay. T are of any lax or excise on reot pursuant to lhis paragrapb shall be
substanti same as, and as a substitute for, tbe payment of such real property taxes as provided in
e
and expense to contest the amount or legalily of any said real property taxes ments on or
attributable to tbe Premises, including lhe rigbt 10 apply for the r ereof, provided, however,
Tenant sball prosecute any such contest witb du ce and shall, forthwilh upon the final
determination tbereof, pay the amount . real property taxes and assessmeots on or attributable to
lbe Premises as so det ogether witb any interest, penalties, costs and charges which may be
payable' Ion therewith. Prior to any such contest, Teoant shall post such security or take other
ARTICLE 8
UTILITIES
Tenant shall arrange for all connection and bookup of, and sball pay, before delinquency, all cbarges for water,
gas, heating, ventilation, air conditioning, electricity, power, telephone, "nil fill .on and other utility services used on
or serving lbe Premises during tbe lease lerm. Nothing contained in this Lease sball limit Landlord in any way from
granting or using easements on, across, over and under !be Sbopping Center for the purpose of providing utility services.
ARTICLE 9
REPAIRS AND ALTERATIONS
9.1 Leasehold Imorovements. Tenanl, at its sole COsl and expense, shall be responsible for decorating and
providing any leasehold improvements which may be required by Tenanl at lb" commencement of the lerm. Such
'" _ r.......
98 99
leasebold improvements sball be subject 10 tbe reasonable approval of Landlord, whicb approva all be obtained in
writing prior to lbe commencemenl of any construction. In no evenl sball Tenant make any cbange to tbe exterior
appearance of the Premises, or any change to or openings in the structural portions of the Premises, including, but otlt
limited to, bearing walls, roof and foundation, nor any penetration of tbe roof, unless Tenant sball bave first delivered to
Landlord a complete engineering analysis of tbe effects of sucb cbanges to tbe Premises and sball bave received Landlord's
express written consent to sucb cbanges. Within fifteen (15) days following tbe completion of any improvements, Tenant
sball deliver 10 Landlord a complete set of "as built" blueprints. Tenant's failure to obtain Landlord's written consent
prior 10 tbe commencemenl of any improvements sball be deemed to be a material breacb of this Lease.
9.2 Landlord's Reoairs. Landlord sball, al its own expense, keep in good condition and repair tbe roof
(excluding ceilings), downspouts and rain gutters, foundalions and structural portions of exterior bearing walls, but
excluding any glass, windows, doors, skyligbts or other openings contained lberein.
,
9.3 Tenant's Reoairs. Except as expressly provided in paragrapb 9.2, Landlord shall not be obligated to make
repairs, replacements or additions of any kind whatsoever upon the exterior or interior of tbe Premises. The Premises,
togetber witb any equipment, facilities or fixtures sball, at Tenant's sole expense, be kept, repaired, maintained, replaced
or added to at all times by Tenant in good order and in sanitary and safe condition and repair and in accordance witb all
governmental requirements and insurance requirements, specifically, including, but not limited to, all glass of tbe Premises
(including but not limited to exterior plate glass) and tbe beating, ventilating and air conditioning system. Tenant sball be
expressly responsible for any maintenance or repairs required wilb respect to lbe utility lines, conduits or pipes serving lbe
Premises, wbetber or not located in or on the Premises. Notwitbstanding anytbing to tbe contrary contained berein,
Landlord sball bave no obligation 10 repair any damage to tbe Premises caused by any negligent or intentional act aT'
omissinn of Tenant, and Tenant sball be solely responsible for any sucb required maintenance or repair, including but not
limited to leakage caused by tbe installation or maintenance of Tenant's equipment on tbe roof of tbe Premises. Tenant
bereby waives any rigbt to make repairs to tbe Premises at Landlord's expense, wbetber pursuant to Sections 1941 and
1942 of tbe California Civil Code or olbeIWise.
9.4 Serrice Contracts. Landlord may, at Tenant's sole expense and at all times, keep in effect (i) a contract witb
an independent air conditioning contractor for the maintenance of the air conditioning, beating and ventilation systems
serving tbe Premises,
located on tbe Premises, togetber witb any related equipment and er system located on tbe
Premises, and (iii a co or or tbe maintenance of any Landlord installed se<:urity system, ana
. Sbould Landlord elect 10 contract for any or all of these
services Tenant shall promptly reimburse Landlord for the cost of such contracts, Le tl "I J' . t .. ! f ~ I
tv r:;;rL_u r-.--~t (Irs:) f 11 I'll " on receipt of Landlord's invoice for the same, which invoice shall be
rendered by Landlord to Tenanl not more often than monthly. Landlord sball bave tbe rigbt but not be obligated to
commence any of tbese above service contracts upon 30 days notice 10 Tenant and may at any time amend cbange or cancel
said contracts.
9.5 Alterations. Tenant sball not make any alterations to lbe Premises wbatsoever witbout Landlord's prior
written consent, whicb sball be granted or denied in accordance with lbe provisions of paragrapb 9.1. Any alterations
made by Tenant sball remain on and be surrendered wilb tbe Premises upon expiration or termination of Ibis Lease, except
that Landlord may elect, within ninety (90) days before expiration of tbe term, or within ten (10) days after expiration or
termination of tbe term, to require Tenant 10 remove alterations lbat Tenanl bas made to lbe Premises. If Landlord so
elects, Tenant, at its sole cost, shall restore the Premises to a tenantable condition, reasonable wear and tear excepted,
before lbe last day of lbe term, or within thirty (30) days after notice of election is given, wbicbever is later. If Tenant
makes any alterations to tbe Premises as provided in ihis paragrapb, the alterations sball not be commenced unlil fifteen
(15) days after Landlord bas received notice from Tenant stating lbe date tbe installation of tbe alterations is 10 commence
so tbat Landlord can post and record an appropriate notice ofnonresponsibility.
_ ~ ~ _ ," ~ t" ...."')
ARTICLE 10
INSURANCE
98 99
10.1 Use. Rate. Tenant sball not carry any stock or goods or do anything in, on or about the Premises which will
in any way increase insurance rates on tbe building in which lbe Premises are located. In no event shall Tenant carry on
any activities which would invalidale any insurance coverage thereon.
Tenanl shall pay on demand by Landlord any increase in insurance premiums lhat may be charged be<:ause of
Tenant's vacating or otherwise failing 10 occupy the Premises, but lhis provision sball not be deemed to limit in any
respe<:t Tenant's obligations under Article 14.
10.2 Liabilitv Insurance.
(a) Tenant shall, at its sole cost and expense and at all times during the term of this Lease, or any extension
lbereof, maintain and carry for the joint benefit of Tenant and Landlord, bodily injury and property
damage liability insurance by the terms of which Tenant and Landlord shall be indemnified against
liability for any damage or injury to property or person (including death) occurring in, on or about the
Premises, or any part thereof, or arising from the use or occupancy tbereof, or arising dire<:tly or
indirectly from any act or omission of Tenant, its employees, agents, concessionaires, representatives,
assigns, guests or licensees. Said liability insurance shall be in an amount of not less lhan One Million
Dollars ($1,000,000.00) combined single limit, and Tenant shall maintain with Landlord at all times
during the term of lhis Lease a currently effe<:tive certificate of insurance satisfactory 10 Landlord from
each insurance carrier providing such insurance coverage.
(b) Landlord sball maintain a policy or policies of comprebensive liability insurance issued by one or more
insurance carriers, insuring against liability for injury to or dealh of persons and loss of or damage to
property occurring in or on the common area, except any portion thereof subject to Tenant's exclusive
control.
logetherwith Tenant's r _ 0 e pal in conne<:lion with any clai~
10.3 Worker's Comoensation Insurance.
in compliance wilh a r
r S la I Jty lDsurance with minimum coverage of Five
10.4 Fire Insurance.
(a)
Landlord shall pay for and shall maintain in full force and effe<:t during the term of this Lease a policy or
policies of insurance covering lhe buildings localed on the Premises for tbe perils normally insured under
the California Standard Fire Insurance Policy with extended coverage, vandalism and malicious mischief,
and sprinkler leakage (if applicable) endorsements attached. The Landlord may maintain in lieu of the
extended coverage and vandalism and malicious mischief endorsements, other broad form or all-risk
endorsements which may broaden the perils insured agains!. In addition, the Landlord may maintain
flood and eartbquake insurance coverage in its sole discretion. The property coverage shall be in an
amount equal to tbe full replacement cost (without deduction for depre<:iation) of lhe buildings insured.
The policy may contain lhe standard form lender's loss payable endorsement issued to the bolder or
holders of a mortgage or deed of trust se<:ured by lbe Premises.
premiums incurred by Landlord for such insurance within len (10) da s 0 Tenant of
Landlord's stalement lherefor. If such insurance cov m addition 10 Tenanl's Premises,
Tenant's share of the premiums s n t e premium allocation made by lhe insurance carrier
and, if the e sucb allocation, then on lhe basis which Tenant's floor area bears to lhe
no
na ee 11 of 23
~8 99
policies of insurance covering Tenant's stock in trade, trade fixtur other personal
property located in, on or about the Pre . e Tenant in connection with its husiness.
Such covera e . n s normally insured under the California Standard Fire Insurance Policy
10.5 Business Interruption Insurance.
full force and effect during lhe term of ibis Lease a policy of insurance ins y rent will be paid to
Landlord for a period of nol less than nine . tnlses are destroyed or rendered inaccessible by a risk
insured a a" . rd fire and extended coverage insurance, with vandalism and malicious mischief
10.6 Waiver of Subro~ation. Each party ("insured") hereby waives its entire right of recovery against the other
party, lhe other party's officers, directors, agents, representatives, employees, successors and assigns with respect to any
loss or damage, including consequential loss or damage to the insured's property caused by or occasioned by any peril or
perils (including negligent acts and willful misconduct) covered by any policy or policies carried by the insured.
10.7 General Reauirements.
.(a) All policies of insurance required to be carried hereunder by Tenant shall be written by companies
salisfactory to Landlord and licensed to do business in lhe State of California.
(b) Each policy of public liabilily insurance required to be carried by Tenanl shall be primary and
noncontributing with any insurance carried by lhe Landlord.
(c) Each policy required to be carried by Tenant shall expressly include, severally and not collectively, as
additional named insured thereunder, Landlord and any person or firm designated by Landlord, as their
respective interests may appear.
(d) Each policy required to be carried by Tenant shall not be subject to cancellation or reduction in coverage,
including cancellation for nonpayment of premiums, except upon at least thirty (30) days prior written
notice to Landlord and each additional named insured. The policies of insurance required 10 be carried
by Tenant, or duly executed certificates evidencing lhem, together with satisfactory evidence of the'
payment of premiums thereon, shall be deposited with Landlord prior to lhe commencemenl of the teno
or prior 10 Tenant's initial entry to the Premises for finuring or other activity to be carried on prior to
the commencement of the term, whichever occurs first, and not less than lhirty (30) days prior to the
expiration of the term. of such coverage. If Tenant fails to comply with this requirement, Landlord may
obtain such insurance and keep it in effect, and Tenant shall pay 10 Landlord lhe premium cost thereof
upon demand with interest al the highesllawful rate from the date of payment by Landlord 10 lhe date of
repaymenl by Tenant.
]0.8 Blanket Insurance. Landlord and, upon Landlord's written consent, Tenant, shall be entitled to fulfill its
insurance obligations hereunder by maintaining a so-called "blanket" policy or policies of insurance in such form as to
provide by specific endorsement coverage not less than that which is required hereunder for lhe particular property or
interest referred to herein.
ARTICLE 11
DAMAGE AND RESTORATION
11.1 Dutv 10 Restore. If the improvements on the Premises or lhe Shopping Cenler are partially or totally
damaged by fire or other casualty so as to become partially or totally unlenantable, which damage is insured against under
any policy of fire and exlended coverage insurance then . covering the damaged improvements, this Lease shall nol
nc
pa~e 12 of 23
98 99
terminate and said improvements sball be rebuilt by Landlord witb due diligence at Landlord's expense unless Landlord
elects to terminate tbis Lease as provided in paragrapb 11.2.
11.2 Election to Terminate. If eitber the improvements on tbe Premises or tbe Shopping Center as a wbole, are
damaged by an insured casualty to the extent of at least twenty. five percent (25 %) of tbeir respective replacemeot cost
(cost to repair or replace at lbe lime of loss wilbout deductioo for pbysical depreciation) during lbe term of tbis Lease otber
tban during tbe last three (3) lease years of said term, or to lbe exlent of at least len percent (10%) lhereof during tbe last
three (3) years of said term, or to any extent by an uninsured cause at any time during tbe lease term, or by an insured or
uninsured cause during any extension or renewal of lbe lease term, Landlord sball, within not more tban ninety (90) ru.ys
after sucb ru.mage, notify Tenant of Landlord's election 10 lerminate this Lease or 10 restore the improvements on tbe
Premises ana such portion of lbe improvements in tbe balance of the Sbopping Center as in Landlord's sole discretion is
necessary to create an economically feasible commercial unit. If Landlord elects to repair or restore tbe ru.maged
improvements, lben witb respect to tbe Premises, Landlord and Tenant eacb sball restore them in tbe same manner and to
the same extent as work was done by eacb of lbem in lbe original construction and fixturizing of the Premises, and the
ru.maged improvements in lhe balance of lhe Shopping Center sball likewise be reslored to tbe extent required in the
preceding seotence. If Landlord elects not to restore, as aforesaid, this Lease sball terminate effective as of tbe ru.te of
such damage upon lbe giving of notice of election by Landlord as aforesaid. If Landlord elects to restore or fails to give
notice of its election as aforesaid, then this Lease sball remain in full force and effect.
.11.3 Rent Adiustment. If lhis Lease is not terminated as provided in tbis Article 11, lben during lhe period of
repair and resloration, if and only to lbe extent that Tenan!'s payment obligations under this Lease would not be covered
by rental interruption or otber insurance required to be carried by Tenant pursuanl to tbe terms of tbis Le.ase, lhe fixed
minimum rent sball be abated by that proportion whicb the floor area rendered unusable as a result of such ru.mage bears to
Tenant's lotal floor area before such damage. In no event, however, shall Tenant's share of common area expenses be
abaled unless tbe common area expenses paid by eacb of the other tenants located within the Shopping Center are abated by
Landlord.
ARTICLE 12
EMINENT DOMAIN
12.1 Definition. If lhere is any taking of or ru.mage to all or any part of lhe Shopping Center or any interest
therein because of the exercise of the power of eminent domain or inverse condemnation, whether by condemnation
proceedings or otberwise, or any transfer of any part thereof or any inlerest therein made in avoidance or threat thereof (all
of lhe foregoing being hereinafter referred 10 as "taking") before or during the lerm hereof, the rights and obligations of
the parties with respect 10 such taking shall be as provided in lhis Article 12.
12.2 Total Takin~. If there is a taking of all of the Premises, tbis Lease shalllerminate as of the ru.te of such
taking.
12.3 Partial Takin~. If twenty.five percent (25 %) or more of the floor area of Tenan!'s Premises shall be taken,
either party shall be entitled to terminale this Lease, or if twenty.five percenl (25%) or more of tbe floor area of all
buildings in lhe Shopping Center shall be taken, whelher Tenant's Premises are taken or nOl, Landlord (but not Tenant)
shall be entitled to elect to terminate tbis Lease; and lhe terminating party sball give tbe other party written notice of sucb
election not later than tbirty (30) ru.ys after lhe ru.te Landlord delivers nolice to Tenant that possession of title to the
portion of the Premises taken has vested in the condemnor. If neither party gives such notice or less lhan twenty. five
percenl (25%) of tbe floor area of either Tenant's Premises or buildings in the Shopping Center shall be taken, this Lease
shall remain in full force and effect and rent shall be adjusted as provided in paragraph 12.6.
12.4 Termination Date. If this Lease is terminated in accordance with the provisions of tbis Article 12, such
termination shall become effective as of lhe ru.te physical possession of lhe condemned portion is taken by the condemning
autbority.
nC
va.e 13 of 23
~8 99
12.5 Rena;r and Restoration. If this Lease is nOllerminated as provided in this Article 12, Landlord may, at its
sole expense, restore with due diligence the remainder of the improvements occupied by Tenant so far as practicable to a
complete unit of like quality, cbaracter and condition as that whicb existed immediately prior to the taking, provided tbat
tbe scope of the work sball not exceed tbe scope of tbe work to be done by Landlord originally in constructing the
Premises, and further provided lbal Landlord sball nol be obligated to expend an amount greater tban tbat wbicb was
awarded to Landlord for sucb taking.
12.6 Rent Adjustment. If this Lease is not terminated as provided in this Article 12, and until sucb time as
Landlord may restore tbe Premises pursuanl to this Article 12, tbe fixed minimum rent sball be adjusted by that proportion
whicb tbe floor area taken from lbe Premises bears to Tenant's total floor area immediately before the taking. In no event,
bnwever, sball Tenanl's sbare of common area expenses be abated unless the common area expenses paid by eacb of tbe
olber tenants located within the Sbopping Center are abated by Landlord.
12.7 A ward. The entire award or compensation in sucb proceeding, wbetber for a total or partial taking or for
diminution in the value of the leasehold or for the fee sball belong to and be the property of Landlord, provided that
Tenant sball be entitled to recover from the condemnor sucb compensation as may be separately awarded by lbe condemnor
to Tenant or recoverable from lhe condemnor by Tenant in its own rigbt for tbe taking of trade fixtures and equipment
owned by Tenant (meaning personal property, wbetber or not attacbed to real property, which may be removed without
injury to lbe Premises) and for tbe expense of removing and relocating sucb personal property.
ARTICLE 13
INDEM1'lTJTY, WAIVER
13.1 Indemnitv. Tenant sball defend, indemnify and sball save and bold Landlord barmless from and against
any and all liens, claims, demands, actions, causes of action, obligations, penalties, charges, liability, damages, loss, cost
or expense, including reasonable attorneys' fees for tbe defense lbereof, arising from or connected witb (a) the conduct or
management of tbe business conducted by Tenant on tbe Premises or any portion of the commnn area whicb is under the
exclusive control of Tenant (tbe Premises and sucb portinn of tbe common area whicb is under tbe exclusive control of
Tenant being referred In as 'Lessee's Premises. for purposes of this Article 13,) or (b) lbe use nr nccupancy of Tenant's
Premises, or from any breacb nr default on tbe part of Tenant in tbe performance of any covenant or agreement on tbe part
of Tenant to be performed pursuant to lhe lerms of this Lease, or (c) from violations of or noncompliance witb any
governmental requirements or insurance requirements, or (d) from any acts or omissions (including, but not limited to,
negligence or willful misconduct) of Tenant or any invitee, guest, agent, patron, license, vender, concessionaire or
employee.
13.2 \Vaiver, All property kept, stored or maintained on Tenant's Premises shall be so kept, stored or
maintained at the sole risk of Tenant. Landlord sball not be liable and Tenant waives all claims against Landlord for
damages 10 persons or property sustained by Tenant or by any otber person or firm resulting from the building in which
tbe Premises are located or by reason of Tenant's Premises or any equipment located tbereon becoming out of repair, or
through lbe acts or omissions of any persons presenl in tbe Sbopping Center or renting or occupying any part of the
Sbopping Cenler, or for loss or damage resulting 10 Tenant or its property from burst, stopped or leaking sewers, pipes,
conduits or plumbing fixtures, or for interruption of any utility services, or from any failure of or defect in any electric
line, circuit or facility or any otber type of imprnvement or service on or furnished to Tenant's Premi ulting from
any accident in, on or about Tenant's Premises or the building in whicb tbe Premises are located. '-
\
ARTICLE 14
OPERATION OF BUSINESS
normal nperaling bours of similar businesses, but at I elg t
ad uatel mp oyees to bandle tbe maximum business and carry
__ ~L Ji' f l1.Ai I, IL 11 1.1 1 'j.:.. 1111l81li1n tail ~ )1111 CO Ii r.h .I' r':
) bours a day; (ii)
sufficient stock of
~ i. I .J '0 r Of
no
naoe 14 of 23
98 99
~""l'. ,,,..11 1:8",<>-' ""~"'B .,11 "p........:...S l.....,,_ n4=t<>r r"n,.1']"'itJ (iv) keep the Premises and exterior and interior portions of
windows, doors and all other glass or plate glass fixtures in a neat, clean, sanitary and safe condition; 1") .""....",'"'"..... ...n"'i
If utD~l: DaJ.~' ~YSk Ril9rGRaa'iJiGtl ~(j T"lJ"Ri'Bt iBt98r;1.6 19 Qf.wr ~r [jale at TBailJ (vi) use for office or other non-selling purposes
only such space as is reasonably required for Tenant's business; (vii) refrain from burning any papers or refuse of any
kind, or otberwise creating any noxious or offensive odors or fumes, in tbe Shopping Center; (viii) store in tbe area
designated by Landlord all trasb and garbage in neat and clean conUliners so as not to be visible to members of tbe public
shopping in the Shopping CentetlH.~ iMUlgl fir 'Ai rI!'llb. pitifUl! h...j II. U!I sf StuA l.MA! !,1 11!,1 !t T.. l'~
.....p.......... ,.... ........"y......b in tin 1i'K'fl....r-..._. ^~ ... '17"''''l. _..._....",,1 ':'':'RfV'....^f A^~:W"fMf L:, T ..._...ll"....l :+" , .._..fin_A dOOiB8 it
.4'..<";....,1-.1.. f..... '"'....... ...11 "'"..... ..............:",... ...............,..,..1 k:, .......... .......................<>r:1 (ix) observe and promptly comply with all governmental
requirements and insurance requirements affecting tbe Premises or any part of tbe common area whicb is under Tenant's
exclusive control and promulgaled during Jbe term of Ibis Lease; (x) not use lbe Premises or suffer or permil the Premises
or any part tbereof to be used in any manner Jbat will conslitule a nuisance or unreasonable annoyance to tbe public, to
other occupants of tbe Sbopping Center or to Jbe Landlord, or Jbat will injure the repuUltion of tbe Shopping Center, or for
any extra bazardous purpose, or in any manner that will impair the structural strengtb of lbe building of whicb lhe
Premises are a part; and, (xi) keep sidewalks adjacenl to the Premises clean and free from visible trasb, papers, oil, gum
and otber debris. Tenant covenants and agrees not to insUllI, use or to allow 10 be insUllled or used, upon t e described
Premises, any gaming machines or devices without the prior written consent of Landlord, including, but. n t i t~ to,
video game machines.
ARTICLE 15
SIGNS, FIXTURES, RESTRICTIONS RE EXTERIOR
15.1 Fixtures. All fixtures insUllled by Tenant sball be new or completely reconditioned. Tenant sball not make
or cause to be made any alterations, additions or improvements to lbe building, or insUlII or erect or cause to be insUllled
or erected any signs (including, but not limited to, exterior signs, window signs and signs painted on doors or windows),
floor covering, exterior lighting. plumbing, fixtures, sbades or awnings, radio or television antenna, satellite dish or
similar devices, or make any cbanges to tbe store front or exterior of tbe building, nor sball tenant insUlII any loud
speakers, sound amplifiers or similar devices wbicb would be beard in adjoining suites or outside Tenant's Premises
witbout first obUlining Landlord's writlen approval and consent. Tenant sball present 10 Landlord plans and specifications
for sucb work at tbe time approval is sougbt.
15.2 Si~ns Tenant will not place or suffer 10 be placed or mainUlined on any exterior door, wall or window of lhe
Premises any sign, awning or canopy, or advertising matter or otber lhing of any kind and will not place or mainUlin any
decoration, lettering or advertising matler on tbe glass of any window or door of lbe Premises, or insUlll any sign or
advertising material within 18 incbes of a window (or in any location if insUllled in sucb a manner as to be primarily
visible form the exterior of tbe Premises) witbout first obtaining Landlord's written approval and consent. Tenant further
agrees 10 mainUlin sucb sign, awning, canopy, decoralion, lettering, advertising matter or otber thing as may be approved
in good condition and repair at all limes. Tenant sball not place or suffer to be placed any mercbandise, equipment or
olber items outside lbe building on the Premises. *
ARTICLE 16
LIENS
Tenant sball keep tbe Premises and tbe Sbopping Center free of any liens or claims of lien arising from any work
performed, material furnisbed or obligalions incurred by Tenant in connection witb tbe Premises. If Tenant disputes tbe
correctness or validity of any claim of lien, Tenant sball, wilhin len (10) days after writlen request by Landlord, record
sucb bond as will release said property from tbe lien claimed. Tenant sball defend, indemnify and hold Landlord bannless
from and against any all cost or expense, including but not limiled 10 attorneys' fees, arising out of any lien or claim of
lien on the Premises.
*'Si.t: Ab~t:Nt-.1-l "^) ~A-&f: ),34-.) PI\Ri\Mf.;f\\ ,I 6'.'
"^
..."n'" 1 < ....; ')1
98 99
ARTICLE 17
RIGHT OF ACCESS
Landlord and its authorized agents and representatives shall be entitled to enter the Premises at all reasonahle
times for the purposes of: (i) inspecling them; (ii) making repairs which Landlord is obligated to make under this Lease;
(iii) curing a default of Tenant; (iv) posting any notice permilled by law lhat would relieve Landlord from responsibility
for the acts or omissions of Tenant; (v) eiliibiting the Premises 10 prospective buyers, lessees or lenders; and, (vi) posting
ordinary signs advertising the Premises for sale or for lease during tbe last one hundred eighty (180) days of the term or
any extended term hereof.
ARTICLE 18
LIMITATION ON LIABILITY
In consideration of the benefits accruing hereunder, Tenant and all successors and assigns covenant and agree lhat,
in the event of any actual or alleged failure, breach or default hereunder by Landlord:
(a) Tenant's sole and exclusive remedy shall be against Landlord's interest in the Shopping Center.
(b) No partner, master lessor, officer, agent or employee of Landlord shall be sued or named as a party in
any suit or action, or served with process, or required to answer or otbeI"'Nise plead to any service of
process, nor will any judgment be taken against any partner, master lessor, officer, agent or employee of
Landlord. Any judgment taken against any partner, master lessor, officer, agenl or employee of
Landlord ""'y be vacated and set aside at any time nunc pro tunc, and no writ of execulion will ever be
levied againsllhe assets of any partner, master lessor, officer, agent or employee of Landlord.
(c) The covenants and agreements contained within lhis Article 18 shall inure to the benefit of and shall be
enforceable by both Landlord and any partner, master lessor, officer, agent or employee of Landlord.
ARTICLE 19
ASSIGNJ\IENT AND SUBLETTING
19.1 Cnnsent Reauired. Notwithstanding anything to lhe contrary contained herein, Tenant shall not assign this
Lease or any interest berein, or sublet, license, grant any concession or otbefVIise give permission to anyone other than
Tenant to use or occupy all or any part of the Premises without tbe prior written consent of Landlord. The sale,
assignment, transfer or disposition, whether for value, by operation of law, gift, will or intestacy of (i) twenty-five percenl
(25 %) or more of lhe issued and outstanding stock of Tenant if Tenant is a corporation; or, (ii) the interesl of any general
partner, joint venture, association or co-tenancy shall be deemed an assignment of this Lease under this paragraph.
Landlord and lor Landlord's agent shall be entitled to an application fee of Five Hundred Dollars ($500.00) be paid allhe
time of application for approval of any assignment or subletting as a condition precedent tn the processing of any such
request for Landlord's consen!. Such fee is a processing fee only, however, and shall in no way obligate Landlord to
consent to lhe requested assignment or sublease.
19.2 General Conditions. In the event of any assignment of this Lease, Tenant shall re"",in pri"",rily liable
under this Lease. Such liability shall continue lhrougbout tbe remaining term of lhis Lease, including any renewal terms,
notwithstanding any subsequent or further assignmenl of this Lease, whether or Dol Tenant has consented 10 or approved
such assignment. Nor sball sucb liability be eXlinguished or reduced by any laler amendment or modification of this
Lease, wbelher or not Tenant approves or consents to such amendment or modification. In the event of any assignment or
sublease, lhe assignee or sublessee shall agree in writing 10 perform and to be bound by all of tbe covenants of lhis Lease
required to be performed by Tenant. Landlord's approval of one assignment or subletting by Tenant of its interest in lhis
Lease shall not be deemed 10 be an approval of any further assignmenl or subletting.
_~,,'" 1":: "I" "'1":2
~l8 99
ARTICLE 20
NOTICES
Whenever under this Lease provision is made for notice or demand, it shall be in writing and signed by or on
behalf of the party giving the notice or making the demand and served by personal delivery, registered or certified mail or
by telegraph. If served by registered or certified mail, il shall be deposited in the United States mail, postage prepaid,
with return receipl requested, addressed 10 lhe party to whom such notice of demand is 10 be given at the address stated in
lhe Basic Lease Provisions, as the case may be, and shall be conclusively deemed served on lhe date indicated on the return
receipt and if the receipt is Dot returned, then fortyeight (48) hours after mailing. If served by lelegraph, service to the
addressee shall be conclusively deemed made as confirmed by the lelegraphic agency making delivery. If served by
personal delivery, service shall be deemed made as of actual delivery. The address of either party may be changed for the
purpose of lhis paragraph by written Dotice 10 the olher party.
ARTICLE 21
SURRENDER OF POSSESSION
21.1 Surrender. Al the expiralion or other termination of this Lease, whelher by lapse of time or olherwise,
Tenant shall surrender the Premises as of such date broom clean and in good condition and repair, reasonable wear and tear
excepted.
21.2 Holdin~ Over.
(a) If Tenant holds over after the expiration of the term hereof with lhe express consent of Landlord, such
holding over shall, in the absence of a writlen agreement be deemed to have created a tenancy from
monlh-lo-month, terminable on thirty (30) days written notice by either party to the other, at a fixed
minimum rental equal 10 two hundred percent (200%) of the fixed minimum rental in effecl immediately
prior to the expiration of the term, and at a percentage rental equal to two hundred percent (200 %) of lhe
percentage rental in effect immediately prior to the expiration of the lerm, and otherwise subject 10 all
lerms of lhis Lease. Nothing contained in this paragraph shall be construed as consent 10 such holding
over by Landlord.
(b) If Tenant fails to surrender the demised premises upon the termination of this Lease, Tenanl shall defend,
indemnify and shall hold Landlord free and harmless from loss or liahility resulting from such failure,
including, withoullimitalion, lhe generality of the foregoing, any claims made by any succeeding tenant
arising out of such failure to surrender the Premises.
ARTICLE 22
QUIET ENJOYMENT
Subject to the provisions of this Lease and conditioned upon performance of all of lhe provisions to be performed
by Tenant hereunder, Landlord shall secure to Tenant during lhe lease lerm lhe quiet and peaceful possession of the
Premises and all rights and privileges appertaining thereto.
ARTICLE 23
SUBORDINATION
Tenanl agrees that this Lease, at Landlord's option, shall be subordinate 10: (a) any firsl and junior mortgages or
first and junior trust deeds that may hereafter be placed upon the Premises and 10 any advances 10 be made lhereunder, any
interest lhereon and all renewals, replacements and extensions thereof, provided thai such mortgagees or beneficiaries first
request such subordination and thereafter agree in writing to recognize this Lease in the event of foreclosure if Tenant is
""
n::lOP 17 nf'J~
98 99
not in default, (b) any so-called sale and leaseback of the Shopping Center by Lmdlord, and (c) any: (i) parking lot
agreement, (ii) common area maintenance agreement, (iii) declaration of covenants, conditions and restrictions, or
(iv) similar agreement affecting the overall operation of the Shopping Center or its parking or common area (the general
category of documents described in this sub-seclion (c) being referred to as "CC&R's"), logether wilh any future
amendment or modification 10 any CC&R's. Tenant shall, within five (5) days following written request from Lmdlord,
execule and deliver, without cost to Lmdlord, whatever instruments may be required to effecl such subordination.
ARTICLE 24
OFFSET STATEMENT
Tenant shall, at any lime and from time 10 lime wilhin five (5) days after written request lherefor by Landlord ,
deliver without cost to Lmdlord a certi ficate 10 Lmdlord or to any proposed mortgagee, trust deed beneficiary; purchaser
or successor in interest, certifying the commencement and expiration date of the lease term and that this Lease is lhen in
full force and effect and setting forth tbe amount and nature of the modificalioDS, defenses or offsets, if any, claimed by
Tenant, together with such other information as may be reasonably requested by Lmdlord. If Tenant fails to deliver such
certificate wilhin said five (5) day period, Tenant hereby appoints Lmdlord as Tenant's attorney-in-fact for the purpose of
completing, executing and delivering lhe certificale to lbe person or firm requesting i!.
ARTICLE 25
DEFAULT
25.1 Nolice and Remedies. In lhe event of Tenant's failure to pay rent or to perform any of Tenant's other
obligations under this Lease, or any part hereof, wben due or called for hereunder, Tenant shall have a period of five (5)
days after service of written notice by Lmdlord specifying lhe nature of Tenant's default within which to cure such
defaults, provided thai if the nature of a non-monetary default is such lhat il cannot be fully cured within said five (5) day
period, Teoant shall have such additional time as may be reasonably necessary 10 cure such default so long as Tenant
proceeds promptly after service of Lmdlord's notice and proceeds diligently al all limes to complete said cure; provided,
however, that any such notice shall be in lieu of, and not an addition to, any nOlice required under the provision in Section
1161 of lhe California Code of Civil Procedure regarding unlawful detainer action. If Tenant fails to comply with the
foregoing provisions, Tenant shall be deemed to be in hreach of lhis Lease and Lmdlord, with or withoul further notice or
demand of any kind, may, al its option:
(a) Terminate Tenant's right to possession of the Premises because of such breach and recover from Tenant
all damages allowed under Section 1951.2 of lhe California Civil Code, including, withoullimitation, the
worth at the time of lhe award of the amount by which the unpaid renl for the balance of the term after
the lime nf award exceeds the amount of such rental loss for the same period that Tenant proves could be
reasonably avoided; Of,
(b) Notlerminale Tenant's right to possession because of such hreach, but conlinue lhis Lease in full force
and effect and, in such event, Lmdlord may enforce all rights and remedies under lhis Lease including
the right to recover lhe rent and all other charges due hereunder as such rent and other charges become
due hereunder or to relet the Premises.
25.2 Tenant's Propertv. In the event of default, all of Tenant's property shall remain on lhe Prernises and in
thai evenl, and continuing during lhe length of said defaull, Landlord shall have lhe right 10 appoint a receiver 10 take the
exclusive possession of Tenant's property and to use it rent or charge free until all defaults are cured, or, al Landlord's
option, to remove any such property and place such property in storage in a public warehouse at lhe cost and risk of
Tenan!.
25.3 Notice of Termination. No re-entry or reletting of the Premises shall be construed as an eleclion by
Landlord to terminate Tenant's right to possession and this Lease unless a written notice of such intention is given by
Landlord to Tenant and, nOJwithslanding any such reletting without such termination, Landlord may, at any time
"'':In". 1 Sl ('If.."
98 99
thereafter, elect to terminate Tenant's right to possession and this Lease in the event that at such time Tenant remains in
default bereunder.
25.4 Waiver of Notice _ Perfonnance bv Landlord. Notwithstanding any provision of tbis Article 25, if,
(i) Tenant fails to comply witb any governmental requiremenl, Tenant shall not be entitled to notice of default from
Landlord or any right to cure beyond the period wilhin wbich such compliance may be required by such governmental
requirement; (ii) if tbis Lease expressly provides that this Lease may be terminated effective on service of notice, Tenant
sball be entided to cure its defaull only if tbe right to cure is required by law; or, (iii) if, in Landlord's judgmenl, the
continuance of any default hy Tenant for the full period of notice provided for herein will jeopardize tbe Premises or the
rigbts of Landlord, Landlord may, with or without notice, elect 10 perform those acts in respect to wbich Tenanl is in
default for the accounl and allhe expense of Tenant. If by reason of such default by Tenant, Landlord is compelled to pay
or elects 10 pay any sum of money, including, bul not limited 10, reasonable atlOrneys' fees, sucb sum or sums so paid hy
Landlord, with interest tbereon from lhe date of such payment allbe rate provided in paragraph 25.5, shall be due from
Tenant to Landlord on demand.
25.5 Interest. Any amount due 10 Landlord nol paid when due shall bear interest at lhe maximum rate allowed
by law from tbe date due. Payment of such interest shall not excuse or cure any default by Tenant under tbis Lease.
25.6 Other Remedies. Nothing contained herein sballlimil Landlord to the remedies set forth in tbis Article 25
and, particularly, lbose wbich are set fortb in paragraph 25.1, and upon Tenant's default, Landlord sball be entitled to
exercise any rigbt or remedy lhen provided by law, including, without limitation, lbe right to obtain injunclive relief and
the right to recover all damages caused by Tenan!'s defaull in lbe performance of any of its obligations under Ibis Lease.
Tenanl, along wilb all otber remedies afforded herein, sball share lhe right to any and all other remedies at law or in
equity. All remedies shall be distinct, separate and cumulative, nooe being 10 the exclusion of tbe other.
ARTICLE 26
INSOLVENCY
26. I Breach of Lease. The filing of any pelition by or against Tenant under any chapter of the Bankruptcy Act,
or any successor statute thereto, or tbe adjudication of Tenant as a bankrupt or insolvent, or the appointment of a receiver
or trustee to take possession of all or substantially all of the assets of Tenant, or a general assignment by Tenant for tbe
benefit of its creditors, or any other aclion taken or suffered by Tenant under any state or federal insolvency or bankruptcy
act, shall constitule a default under and breach of this Lease by Tenant, regardless of Tenant's compliance with tbe other
provisions of Ibis Lease, and Landlord, at its option and by written notice 10 Tenant, may exercise all of lhe rights and
remedies provided for in Article 25, including tbe termination of tbis Lease, effective on lbe service of sucb notice,
without tbe necessity of further notice under Article 25.
26.2 Ooeration of Law. Neither tbis Lease nor any inlerest berein, nor any estale created hereby, shall pass by
operation of law under any stale or federal insolvency or bankruptcy act to any lruslee, receiver, assignee for tbe beoefit of
credilors or any other person whatsoever without the prior written consent of Landlord. Any purported lransfer in
violation of the provisions of tbis paragraph sball constitule a default under and breacb of this Lease, regardless of
Tenan!'s compliance with the otber provisions of Ibis Lease, and Landlord, at its option and by written nolice 10 Tenant,
may exercise all of the rights and remedies provided for in Article 25, including the termination of Ibis Lease, effective on
lhe service of such notice without lhe necessity of further notice as provided under Article 25.
26.3 Non-Waiver. The acceptance of rent at any lime and from time to time by Landlord from Tenant as debtor
in possession or from a lransferee of tbe type menlioned in paragraph 26.2, shall not preclude Landlord from exercising its
rights under Ibis Article 26 at any lime thereafter.
..."....0 10 ",r '1'::
98 99
ARTICLE 27
REMEDIES CUMULATIVE
The various rights, el~tions and reme<!ies of Landlord and Tenant containe<! in lhis Lease shall be cumulalive and
no one of them shall be conslllle<! as exclusive of any of the others, or of any righi, priority or reme<!y allowe<! or provide<!
for by law.
ARTICLE 28
MANAGEMENT OF SHOPPING CENTER - COLLECTION CHARGE
Landlord may, al any time, engage a manager to operate lhe Shopping Center on Landlord's b
event, Tenant shall pay to Landlord, within ten (10) days after de . n, ut not more often lhan
monthly, Tenanl's ro ra Ieee charge<! by such manager (which administrative fee shall not in
In addition, Tenant shall pay 10 Landlord a
coll~lion charge of Seventy Five Dollars ($75.00) for preparation of each demand for delinquent re or other sums
which may be due under lhis Lease.
ARTICLE 29
ATTORNEYS' FEES
If either party to lhis Lease brings any aclion or files any proceeding against the other pa y arising out of Ibis
Lease or for the d~laration or interpretation of any rights hereunder, the prevailing party lherein sball be entitle<! to
recover from tbe other party all costs and expenses, including reasonable attorneys' fees, incurre<! by the prevailing party
as determine<! by the court. If either party ("secondary party") without its fault is made a party 10 litigation institute<! by
or against the other party ("primary party"), the primary party shall pay to the secondary party all costs and expenses,
including reasonable atlorneys' fees and any judgment rendere<!, incurre<! by the secondary party in conneclion therewith.
ARTICLE 30
WAIVER OF DEFAULT
The waiver by either party of any default in the performance by the other of any covenant containe<! herein shall
not be constllle<! to be a waiver of any pr~e<!ing or subsequent default of the same or any other covenant containe<! herein.
The subsequent acceptance of renl or other sums hereunder by Landlord sball not be deeme<! a waiver of any prece<!ing
default other than the failure of Tenant to pay the particular rental or other sum or portion thereof so accepte<!, regardless
of Landlord's knowle<!ge of such prece<!ing default at the time of acceptance of such rent or other sum.
ARTICLE 31
NO PARTNERSIDP
Landlord is not and sball nol be deeme<! 10 be in any way or for any purpose an agent, employer. principal,
partner, joint venturer or member of any joint enterprise with Tenant.
ARTICLE 32
SUBTENANCIES
The voluntary or other surrender of lhis Lease by Tenant or a mutual cancellation of this Lease shall not eff~t a
merger and shall, at Landlord's option, terminate all existing subtenancies or operate as an assignmenl to Landlord of any
or all of such subtenancies.
~...,.... "I" "c.,')
!}S 99
ARTICLE 33
SUCCESSORS
Subject to tbe restrictions on assignment or subletting conlaine<! berein, Ibis Lease sball be binding upon and sball
inure to the benefit of the parties hereto and their successors. The term "successors" is use<! berein in its broadest possible
meaning and includes, but is not limite<! to, every person succeeding to any interest in this Lease or to tbe Premises of
Landlord or Tenant berein, whether sucb succession results from the act or omission of such party. Each covenant and
condition of Ibis Lease sball be binding upon all assignees, agents, subtenants, licensees and concessionaires of Tenant.
ARTICLE 34
REMOVAL OF TENANT'S PROPERTY
Upon tbe expiration of lhe term of Ibis Lease or upon any earlier termination hereof, Tenant shall immediately
remove, at its own expense, all trade fixtures, ~uipment, merchandise and personal property (collectively called "Lessee's
property") wbicb were inslalled by Tenant or any sublessee, concessionaire or licensee in or upon lhe Premises; but, if
Tenanl is in default, Tenant shall not remove Tenant's property unless notified by Landlord 10 do so. In case of any injury
or damage 10 the building or any portion of tbe Premises resulting from lbe removal of Tenant's property, Tenant shall
promptly pay 10 Landlord tbe cost of repairing such injury or damage. In lbe event Tenant sbould fail 10 complete sucb
removal promptly, Landlord may remove any or all hems of Tenanl's property from the Premises and dispose of them in
any manner consisteot witb law and Tenant sball pay upon demand 10 Landlord lhe actual expense of sucb removal and
disposition logetber with interest at lbe rate prescribed in paragrapb 25.5 from lbe date of paymenl by Landlord until
repayment by Tenant.
ARTICLE 35
EFFECT OF CONVEYANCE
If, during lbe term of Ibis Lease, Landlord conveys its interest in tbe Premises, or tbis Lease, lhen from and after
tbe effective date of sucb conveyance, Landlord sball be release<! and discbarge<! from any and all furtber obligations and
responsibilities under tbis Lease, including, but not limited to, those relating to any security deposil beld by Landlord,
except tbose already accrued of wbicb Landlord bas notice at tbe time of conveyance.
ARTICLE 36
INfERPRET A TION/ Al\1ENDMENf
The captions by wbicb tbe Articles and paragrapbs of tbis Lease are identifie<! are for convenience only and sball
not affe<:t the interprelation of tbis Lease. Wherever lbe context so r~uires, lbe singular number sball include tbe plural,
the plural shall include tbe singular, the neuter gender sball include tbe masculine and lbe feminine genders. If lbere is
more tban one signatory bereto as Tenant, tbe liability of sucb signatories shall be joint and several. If any provision of
Ibis Lease sball be beld to be invalid by a court, lbe remaining provisions sball remain in full force and effect and shall in
no way be impaired thereby. It is understood tbat tbere are no oral agreements between the parties hereto affecting this
Lease or any Addenda atlacbed bereto, and tbis Lease (togetber with any Addenda atlache<! hereto) superse<!es and cancels
any and all previous negotiations, agreements, brochures, agreements and understandings, if any, between the parties
hereto or displaye<! by Landlord to Tenant witb respect to tbe Premises describe<! herein, and no such extraneous or
ancillary material shall be used 10 interpret or construe lhe terms of tbis Lease. There shall be no modification or
amendment of Ibis Lease excepl as may be executed in writing by each of tbe parties hereto.
"^
...".....,. ")1 ,..,( '"),
98 99
ARTICLE 37
TIME OF ESSENCE
Time is of tbe essence of eacb provision of !his Lease. All provisions relating to time sball be strictly construed.
ARTICLE 38
BROKERS
Landlord represents tbat it bas utilized no broker wilb respect to the arrangement, negotiation or execution of tbis
Lease, except as may be set forth in the Basic Lease Provisions. Tenant agrees 10 defend, indemnify and bold Landlord
bannless from and against any cost, claim or damage incurred by Landlord as a result of any claim by any broker or otber
person seeking a commission, finder's fee or similar payment with respect to the arrangement, negotiation or execution of
Ibis Lease, otber tban as may be payable to lbe broker (if any) set forth in lbe Basic Lease Provisions.
ARTICLE 39
CORPORATE RESOLUTIONS
If a corporalion execules Ibis Lease as a lenant, Tenant sball promptly furnisb Landlord certified corporate
resolutions attesting to tbe aUlbority of lbe officers executing Ibis Lease on bebalf of sucb corporation.
ARTICLE 40
SECURITY DEPOSIT
40.1 Deonsits. Tenant bas deposited witb Landlord tbe sum set fortb in lbe Basic Lease Provisions as tbe
Security Deposit to be retained witb Landlord as security for tbe faitbful performance by Tenant of all of lhe terms,
covenants and conditions of tbis Lease by Tenant to be kept and performed, wbicb deposit sball be increased from time 10
time as tbe Minimum Annual rental increases, so as to maintain at all limes during the term lbe same ratio between lhe
Security Deposit and tbe Minimum Annual Rental as exists at tbe commencement of tbe term. In tbe evenl tbat Tenant is
not tben in default, any unused portion of lbe security deposit sball be returned to Tenant within fourteen (14) days
following tbe expiration of Ibis Lease. In no event sball Landlord be obligated to pay interest on sucb security deposit.
Landlord may commingle sucb funds witb otber funds of Landlord. The taking of sucb security by Landlord shall in no
way be a bar or defense to any action in unlawful detainer or for the recovery of the Premises or for any other action wbich
Landlord may, at any time, institute for the breach of any term, covenant or condition contained herein.
41l.2 Perfonnance. In tbe event of failure of Tenant to keep and perform any of lhe terms, covenants and
conditions of tbis Lease to be kept and performed by Tenant during the lerm of tbis Lease, or any renewals or extensions
tbereof, lhen Landlord, at its option, may appropriale and apply said entire deposit, or so mucb thereof as may be
necessary to compensate Landlord for loss or damage sustained or suffered by Landlord due to sucb breacb on the part of
Tenant. Sbould tbe entire deposil, or any portion thereof, be appropriated and applied by Landlord for the payment of
overdue rent or otber sums due and payable by Tenant 10 Landlord bereunder, then Tenant sball, upon the written demand
of Landlord, forthwith remit to Landlord sufficienl current funds 10 reslore said security 10 tbe original sum deposited, and
Tenant's failure to do so within five (5) days after receipl of sucb demand sball constitute a material breach of lhis Lease.
r\'::>""'" ...,") ,..,f"'~
n 99
ARTICLE 41
OPTION TO RENEW
Tenant is hereby granted the option to extend the term of this Lease for ONE I 1 I FIVE I 5 I
year period(s), hereinafter referred to as the "Extended Term(s)", by giving notice of exercise of the option
("Option Notice") to Landlord at least three (3) months, but not more than one (1) year, before the expiration of
the Basic Term, or the then current Extended Term, as the case may be; provided, however, that if Tenant is in
default on the date of giving any such Option Notice, the Option Notice shall be totally ineffective, and provided
further, that if Tenant is in default on the date that the Extended Term would otherwise commence, such
Extended Term shall not commence and this Lease shall expire at the end of the then current term. Tenant shall
have no other right to extend the term beyond the last extended Term described herein. During the Extended
Term(s) all of the terms and provisions contained herein shall apply except that commencing at the beginning of
each Extended Term, the Annual Basic Rent shall be increased to an amount set forth in the Renewal
Addendum attached hereto, or if no such addendum is attached, the Minimum Annual Rental shall continue to
increase in accordance with the provisions of Section 4.3 of this Lease.
IN WITNESS WHEREOF, the parties have executed this Lease to be effective as of the date set forth in
the Basic Lease Provisions.
LANDLORD:
By:
TENANT:
CITY OF SAN BERNARDINO
APPROVED AS TO FORM AND LEGAL CONTENT
JAMES F. PENMAN
e:7 ~
CITY A TIORNEY
~
By:
Page 23 of 23
4LIw
98 99
ADDENDUM TO LEASE AGREEMENT
BETWEEN STATER BROS. MARKETS (LANDLORD) AND
CITY OF SAN BERNARDINO (TENANT)
DATED: MARCH 12, 1998
LANDLORD AND TENANT ACKNOWLEDGE THAT:
A. Tenanl shall conlinue to occupy ihe beginning approximalely two ihousand one hundred seventy-seven (2,177)
square feel until such lime as Stater Bros. al ils sole discretion, upon ninety (90) days written notice, shall require
Tenant 10 relinquish ihe approximately eight feel two inches by fifty-seven feet nine inches (S' 2" x 57' 9') portion
of Tenant's premises indicated on Exhibil "C". Said Exhibit "C" is a part of this Lease. Tenants beginning
approximately two ihousand one hundred seventy-seven (2,177) square feet is defined as Tenant's temporary
premises. Should Slaler Bros. require Tenant to relinquish lhal approximately eighl feet two inches by fifty-seven
feet nine inches (S'2" x 57' 9") portion of Tenant's temporary premises indicated on Exhibit "C" ihen, in ihat
event, the remaining approximately one ihousand seven hundred and five (1,705) square feel is defined as Tenant's
future premises.
Slaler Bros. shall arrange for and pay all cosl of the future demising wall, including ihe insulation of wallboard,
tape, sanded, and ready for finish on Tenant's side of wall; and lhe relocation of any lighting fixtures, togeiher
with modificalion of circuits to Tenant's panel. Stater Bros. shall modify ihe building systems (water, gas, and
electricity) so ihat Tenant's future premises retains ihe same individually metered utilities lhat serviced it prior to
the division. Tenant shall allow Stater Bros. reasonable access to ihe Premises for ihe purpose of said
construction. Tenant shall be responsible for inlerior modificalions wiihin its remaining future premises.
B. Landlord approves and consents to Tenant placing on Tenant's entry glass door and/or glass slore fronl a replica
of ihe San Bernardino City Seal and a replica of the City of San Bernardino Police Department badge, provided
ihal, each replica is less lhan four feet (4') high nor more ihan two feet (2') wide.
C. Tenanl is currently occupying a lrailer. The localion of said trailer is indicaled on Exhibits "A" and "B" as "Police
Slalion". Exhibils "A" and "B" are a part of this Lease Agreement. Within ihirty (30) days of Landlord nolifying
Tenanl lhat ihe improvemenls to ihe premises (located at 941 Kendall Drive, Suites "A" and "B", San
Bernardino, California) have been substanlially completed, Tenanl will remove said trailer from lhe Shandin Hills
Shopping Cenler depicted on Exhibits "A" and "B". Further, Tenant will "cap" ihe utililies servicing said trailer
below the ground grade level and clear ihe sile al Tenant's expense.
LANDLORD:
TENANT:
STATER BROS. MARKETS,
a California Corpor ion
CITY OF SAN BERNARDINO
Approved As To Form and Legal Content
James F. Penman
By:
By: ~-w- 7- (~
Oi CIT ATTORNEY
By:
adenpol/lw
23a
98 99
SHANDIN HILLS
SIGN CRITERIA
EXHIBIT "D"
98 99.
Introduction
This manual has been prepared as a guide for design and installation of Tenant
signing within the Shand in Hills project. The Specifications Indicated within this
manual are intended to help each Tenant achieve visual identification.
Tenant agrees to design, construct and install Tenant's signage a.t Tenant's sole
cost and expense in accordance with these Sign Criteria, as set forth below, prior
to Tenant opening for business in the Center. Conformance to detailed sign drawings
and specifications which have obtained the prior approval of the Landlord and the
City of San Bernardino will be strictly enforced and any nonconforming sign must be
brought into conformance at the sole expense of the Tenant erecting the same. The
Landlord shall administer and Interpret these Sign Criteria. These Criteria shall
apply equally to all Tenants of in line shop buildings.
General Requirements - All Tenants
1. Each Tenant shall submit to the Landlord for approval before fabrication, not
less than four (4) copies of detailed drawings indicating'the location, size,
layout, design, materials and color graphics. Such drawings shall be .
submitted concurrently with sufficient'architectural drawings to show the
exact relationship with the store design, and their store location onsite and
the dimensions of the lease frontage. .
2. Prior to fabrication, detailed drawings of all signs shall be submitted to the
City of San Bernardino Planning Division for review and approval. These
drawings must be signed, stamped and approved by the Landlord prior to
submittal to the City.
3. Each Tenant shall obtain and pay the entire cost of all permits, approvals,
construction, installation and maintenance of its respective sign.
4. Each Tenant shall be responsible for the fulfillment of all of these Sign
Criteria.
5. No Tenant shall affix or maintain upon 'any glass or other material on the
storefront any signs or advertisement unless they shall first have received
the prior written approval of the Landlord, other than the signs shown on the
following pages of this manual.
General Specification - Primary Signs
1. All primary Tenant signs are to be individual channel letters and all letters
shall be constructed of 22 gauge Paint~lok sheet metal with automotive enamel
finish. Rohm and Hass Plexiglass shall be used for internally illuminated
letter faces.
2. All sign bolts, fastenings and clips shall be hot-dipped galvanized iron,
stainless steel, aluminum, brass or bronze, and no black iron materials of any
type will be permitted. Angle clips attached to the letter sides will not be
permitted.
3. Painted lettering will not be permitted' except as noted.
4. No animated, flashing or audible signs will be permitted.
1
,------
98 99
:
5. No sign cabinets or sign boxes will be permitted.
6. No exposed illuminated tubing or lamps will be permitted.
7. No exposed raceways, crossovers, conduit, conductors or transformers will be
permitted.
8. No manufacturer's or approval agencies' labels exposed to public view will be
permitted.
9. No' pylon or free-standing signs will be permitted except for center
identification sign as shown on Exhibit "A".
10. All signs shall bear the UL label, and their installation shall comply with
all local building and electrical codes.
11. Electrical service to all signs shall be on the respective Tenant's electrical
system.
12. Location of all openings in Tenant's storefront for conduit and sleeves shall
be shown on the drawings submitted to the Landlord for approval and the
installation shall conform with the approved drawings.
13. Each Tenant or its Sign Contractor shall be responsible for the repair of any
damage to the building caused by the installation of.said Tenant's sign.
14. Each Tenant shall be responsible for the performance of its Sign Contractor.
15. Individual shop address numerals will be installed by the Landlord.
16. No temporary signs of any nature will be accepted without prior written
approval by Landlord.
17. Logo cabinets used in conjunction with individual letters will be considered
on an individual basis and will be considered a part of the sign.
18. Tenants shall display their established trade names only. The trade ~ame may
be used only one time per. permitted sign location. No additional advertising
will be permitted, i.e. "Discount Salesll, "Quality Shoes", IIMens Wear", etc.,
or miscellaneous brand names included in their operation.
19. Tenant shall be responsible for removal of his sign upon exiration of the term
for any extension thereof. Removal of the sign shall include the repair of
the wall surface back to it's original condition..
20. No signs will be permitted on any awnings whatsoever.
Design Specification - Primary Signs
1. Each Tenant will be permitted on (1) primary sign' with the exception that a
Tenant fronting on street and parking lots will be permitted one (1) sign on
each front.
2. Signs located outside or partially outside Tenant's demised premises will not
be permitted whatsoever.
3" Signs shall be of the following size:
2
~g l)(l
.
A. The squere footage per Tenant sign will be limited to 15 sq. ft. per 20
linear foot of storefront to a maxiumum of 150 square feet of total sign
area on Building A, B, C, and D. No sign may be located closer than 2'-0"
to a corner or lease line.
B. Signs are to be installed per the location shown on the attached 'elevation
Exhibit "D".
C. Maximum letter height allowed is 18".
D. Signs shall be individual letters, not to exceed a depth of 5".
4. Sign colors are optional, subject to approval.
5" Logo cabinets used in conjunction with individual letters will be considered
on a individual basis and will be considered a part of the sign"
6. Tenants shall display their established trade names only. No additional
advertising will be permitted, i.e., "Discount Sales", "Quality Shoes", Mens
Wear", etc. or miscellaneous brand names included in their operation.
Secondary Tenant Signs
Secondary signs will be at Tenant's option. If the Tenant chooses to utilize a
secondary sign he may choose from three (3) basic wood shapes which shall be hung
from a wall bracket, on the storefront, near the main entry to the Tenants lease
space. The sign shall be of sandblasted wood (no interior illumination) and limited
to one (1) per Tenant.
Minimum 8'-011 clearance to underside of ~ign.
These signs will be subject to. Landlord's approval in writing abrication and Tenant
will be responsible for the sign's permit, construction, and hanging.
Business Hour Graphics
If Tenant chooses to display business hours, these hours must appea~ as gold mylar
on glass on the window surface with a maximum height of 1".
In most cases, the panel of glass adjacent to the right-hand side of the door
opening, will be utilized. All copy shilll be flush left, 1" from side of window
mullion and bottom of window mullion.
Miscellaneous Sign Criteria
1. No advertising placards, banners, pennants, insignias or trademarks, or other
descriptive material shall be affixed or maintained upon the storefront or in
show window space less than 24" from the face of the glass with the exception
of:
A. Banners which publicize special events (such as "Grand Opening" or
"Inventory Sale") will be allowed, subject to prior written approval by
the Landlord and subject to the time limits and permit requirements of
the City of San Bernardino and the Landlord.
B. Promotional sales signs painted on 100 lb. card stock which can cover a
3
. 38 99
"
. maximum of
subj ec t to
fifteen percent (157.) of glass area excluding the entry doors,
prior written approval by the Landlord.
2.
If Tenant has a noncustomed door for receiving merchandise, it should
Tenant's address in 2" vinyl die-cut letter, Helvetica Medium Style.
letters to be selected by Project Architect. Where more than one (1)
uses the same door, each address shall be applied.
have
Color of
Tenant
3. Retail store numbering will comply with requirements of this criteria per
'Exhibit "G".
4. Building address signs shall be per the City of San Bernardino.
5. The standard signing for the supermarket on Parcell, the drug store on Parcel
2, and the tenant of building "Major 3" are hereby approved. National or
regionally recognized tenants occupying buildings E, F, G or H, shall be
allowed to install their standard signage program, subject only to the
approval of Stater and the City of San Bernardino.
4
98 99
EXHIBIT "E"
DELIVERY ESTOPPEL
COMMENCEMENT AND TERMINATION DATE OF LEASE
AND LESSEE'S OBLIGATION
Pursuant to the terms and conditions contained in this Lease:
1. e Commencement Date of the term of the Lease is, or shall be deemed to be
~ y . ~0 .
2. The date upon which rent shall commence is Ml\'1 'J1 J \ ~'\~
3. The date upon which the term of this Lease shall expIre IS
JAt\1 'S\ j ). \) D'::-
4.
\h,e date upon which
.MM. ;:;.-7 . \'\ ,\ 'i>
,
Tenant received the keys to lhe Premises is
DATED this _ day of
,199_.
LANDLORD:
By:
WALTERF.FORD
Vice President - Real Estate
TENANT:
CITY OF SAN BERNARDINO
APPROVED AS TO FORM & LEGAL CONTENT
JAMES F. PENMAN
~
By:
Exhibit "E" - Page 1 of 1
exhibite