Date October 19, 2004
Landlord ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ LLC.
Tenant North Valley Bank
Premises ▇▇▇ ▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇
Approximatly 3,321 rentable square feet
Type of Lease Full Service
Use Bank and other related office uses
Term Five (5) years from Rent Commencement Date
Option to renew Two (2) Five (5) year options to renew
Estimated Lease
Commencement Date As of fully executed Lease Agreement
Rent
Commencement Date March 1, 2005
Initial Base Rent Monthly: $2.00 per square foot
Annually: $24.00 per square foot
Annual rental
increases Bay area CPI no less than 2% no more than 5%
Operating Expenses Tenant's Percentage Share: 6.8%
Base Year: 2005
Security Deposit None
Real Estate Broker Tenants: Orion Partners LTD., ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Landlords: ▇▇▇▇▇▇ & ▇▇▇▇▇▇ Company, ▇▇▇▇▇ ▇▇▇▇▇
Address for Notices Landlord: ▇▇▇▇▇▇▇▇ Commercial Services
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇., ▇▇▇▇▇ ▇
▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ (707) 570-0115
Tenant: North Valley Bank
Attn: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, President
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇
P.O. Box 994630
Redding, CA 96099-4630
Tenant Improvements Landlord to provide $10 per usable square foot.
See Lease conditions Addendum item A
paragraph 1.
Exhibits A Building Plan, B Tenant Improvement Plan,
C Commencement Letter, D Rules and Regulations
Addendum 1 Standard Lease Conditions, 2 Standard lease
Disclosure, 3 Agency Disclosure
Signatures:
/s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ PRES/CEO /s/ [illegible]
--------------------------------- ----------------------------------------
Tenant ▇.▇. ▇▇▇▇▇▇▇ Landlord
TABLE OF CONTENTS
Section Page
------- ----
1. Premises 1
2. Term 1
3. Rent 1
4. Base Rent 2
5. Additional Rent -
Annual Rent Adjustments/
Operating Expenses 2
6. Proration of Rent 3
7. Tenant Improvements 3
8. Use of the Premises 3
9. Alterations 4
10. Repairs 4
11. Damage or Destruction 4
12. Eminent Domain 5
13. Indemnity and Insurance 5
14. Assignment or Sublet 6
15. Default 6
16. ▇▇▇▇▇▇▇▇'s Right to Perform Tenant's
Covenants 8
17. Security Deposit 8
18. Surrender of Premises 8
19. Holding Over 8
20. Access to Premises 8
21. Signs 9
22. Waiver of Subrogation 9
23. Subordination 9
24. Transfer of the Property 9
25. Estoppel Certificates 10
26. Mortgagee Protection 10
27. Attorneys' Fees 10
28. Brokers 10
29. Utilities and Services 10
30. Tenant Placement 11
31. Acceptance 11
32. Use of Building Name 11
33. Recording 11
34. Quitclaim 11
35. Notices 11
36. ▇▇▇▇▇▇▇▇'s Exculpation 11
37. General 12
Signatures 13
THIS LEASE, which is effective as of the date set forth in the Basic Lease
Information, is entered by Landlord and Tenant, as set forth in the Basic Lease
Information. Terms which are capitalized in this Lease shall have the meanings
set forth in the Basic Lease Information.
1. Premises.
Landlord leases to Tenant, and Tenant leases from Landlord, the Premises
described in the Basic Lease Information, together with the right in common
to use the Common Areas of the Building and the Property (as shown in
Exhibit A). The Common Areas shall mean the areas and facilities within the
Building and the Property provided and designated by Landlord for the
general use, convenience or benefit of Tenant and other tenants and
occupants of the Building (e.g., restrooms; janitorial, telephone and
electrical closets; and unreserved parking areas).
2. Term.
a. Lease Term. The Term of this Lease shall commence on the Commencement
Date (as defined in Subsection 2.b.) and, unless terminated on an
earlier date in accordance with the terms of this Lease, shall extend
for the period (i.e., Term) specified in the Basic Lease Information.
b. Commencement Date. The "Commencement Date" of this Lease shall be the
earliest to occur of the following, as reasonably determined by
Landlord: (i) the date the applicable local government authority (e.g.,
the city in which the Building is located) approves the improvements
("Improvements") which Landlord is to construct pursuant to Exhibit B,
as evidenced by a final signed-off building permit or certificate of
occupancy for the Improvements; (ii) the date Landlord's contractor
certifies that the Improvements have been substantially completed
(except for punch list items); (iii) the date Tenant occupies the
Premises; or (iv) the date the Commencement Date would have occurred
but for Tenant delays, as described in Exhibit B.
c. Premises Not Delivered. If, for any reason, Landlord cannot deliver
possession of the Premises to Tenant by the Estimated Commencement Date
(as set forth in the Basic Lease Information), (i) Tenant shall not be
obligated to pay Rent until the Commencement Date; (ii) the Term shall
not be extended; (iii) the failure shall not affect the validity of
this Lease, or the obligations of Tenant under this Lease; and (iv)
Landlord shall not be subject to any liability.
d. Commencement Date Memorandum. When the Commencement Date is
determined, the parties shall execute a Commencement Date Memorandum,
in the form attached hereto as Exhibit C, setting forth the
Commencement Date and the expiration date ("Expiration Date") of this
Lease.
e. Early Entry. If Tenant is permitted to enter the Premises prior to the
Commencement Date for the purposes of fixturing or any purpose other
than occupancy permitted by Landlord, the entry shall be subject to all
the terms and provisions of this Lease, except that the payment of Rent
shall commence as of the Commencement Date.
3. Rent.
As used in this Lease, the term "Rent" shall include: (i) the Base Rent;
(ii) Tenant's Percentage Share of the total dollar increase, if any, in the
Operating Expenses paid or incurred by Landlord during the calendar year
over the Operating Expenses paid or incurred by Landlord during the Base
Year (as set forth in the Basic Lease Information), and (iii) all other
amounts which Tenant is obligated to pay under the terms of this Lease. All
amounts of money payable by Tenant to Landlord shall be paid without prior
notice or demand, deduction or offset. If any installment of Rent is not
paid by the fifth (5th) day of the month, Tenant shall pay to Landlord a
late payment charge equal to five percent (5%) of the amount of the
delinquent installment, in addition to the installment of Rent then owing,
regardless of whether a notice of default or notice of termination has been
given by Landlord. In addition to the five percent (5%) late charge, any
Rent or other amounts owing hereinunder which are not paid within five (5)
days after the date they are due shall thereafter bear interest at the rate
("Interest Rate") which is the lesser of eighteen percent (18%) per annum or
the maximum rate permitted by law.
1
4. Base Rent.
a. Initial Base Rent. Tenant shall pay Base Rent to Landlord (or other
entity designated by Landlord), in advance, on the first day of each
calendar month of the Term, at Landlord's address for notices (as set
forth in the Basic Lease Information) or at such other address as
Landlord may designate. The Initial Base Rent shall be the amount set
forth in the Basic Lease Information. Upon executing this Lease, Tenant
shall pay an amount equal to the monthly Base Rent stated on the Basic
Lease Information, which shall be credited against the Base Rent due at
the beginning of the Term.
b. CPI Adjustment. The Initial Base Rent shall be increased if, at the
commencement of the second lease year of the Term, the Consumer Price
Index ("CPI") for All Urban Consumers, All Items, for the San
Francisco-Oakland Metropolitan Area (1982 - 84 = 100), as published by
the Bureau of Labor Statistics of the U.S. Department of Labor
("Bureau"), increases over the base period index not below 2% and not
to exceed 5% ("Base Period Index"). The then existing Base Rent shall
be increased at the commencement of each lease year thereafter if the
CPI increases over the Base Period Index. The Base Period Index shall
be the CPI for the calendar month which is four (4) months prior to the
month in which this Lease commences. The Base Period Index shall be
compared with the CPI for the same calendar month for each subsequent
year ("Comparison Month"). If the CPI for any Comparison Month is
higher than the Base Period Index, then the Base Rent (i.e., the
Initial Base Rent for the first lease year and the then existing Base
Rent for each subsequent lease year) shall be increased by the
identical percentage commencing with the next anniversary of the
commencement of this Lease. In no event shall the Base Rent be less
than the (Initial) Base Rent for the year immediately preceding the
adjustment. By way of illustration only, if the Term commences in June,
1988, then the Base Period Index is the CPI for February, 1988 (assume
150.0), and the February, 1988 CPI shall be compared to the CPI for
February, 1989 (assume 165.0). Because the CPI for February, 1989 is
ten percent (10%) higher than the CPI for February, 1988, commencing
June, 1989, the Initial Base Rent shall be increased by ten percent
(10%). If the Bureau discontinues the publication of the CPI, publishes
it less frequently or alters the CPI in any manner, Landlord shall
adopt a substitute CPI or procedure which Landlord feels reasonably
reflects and monitors consumer prices.
5. Additional Rent - Annual Rent Adjustments/Operating Expenses.
a. Increase in Operating Expenses. Rent shall include Tenant's Percentage
Share of the total dollar increase, if any, in the Operating Expenses
paid or incurred by Landlord during the calendar year over the
Operating Expenses paid or incurred by Landlord during the Base Year.
b. Operating Expenses. The term "Operating Expenses" shall include all
reasonable expenses and costs of every kind and nature which Landlord
shall pay or become obligated to pay because of or in connection with
the ownership and operation of the Building, Common Areas and Premises,
surrounding property and supporting facilities. Operating Expenses
shall include, without limitation, the following: (i) all impositions
relating to the Building, Common Areas and Premises, including the Real
Property Taxes (as defined in Section 5.d.); (ii) premiums for
insurance relating to the Building, Common Areas and Premises as set
forth in Sections 13.b., 13.d. and 13.i.; (iii) wages, salaries and
related expenses and benefits of all on-site and off-site employees
engaged in operation, maintenance and security; (iv) all supplies,
materials and equipment rental used in operations; (v) all maintenance,
janitorial, security and service costs; (vi) a management cost
recovery; (vii) legal and accounting expenses, including the cost of
audits by certified public accountants; (viii) repairs, replacements
and general maintenance (excluding those paid for by proceeds of
insurance or other parties, and alterations attributable solely to
other tenants of the Building; (ix) all maintenance costs relating to
the Building and Common Areas, including sidewalks, landscaping,
service areas, mechanical rooms, parking areas, Building exterior and
driveways; (x) amortization of the capital improvements to the extent
the capital improvements reduce other Operating Expenses or to the
extent that they are required by governmental authorities; (xi) all
other operating, management and other expenses incurred by Landlord in
connection with operation of the Building and Common Areas; (xii) all
charges for heat, water, gas, electricity and other utilities used or
consumed in the Building and Common Areas, entranceways, sidewalks,
etc.; and (xiii) ground rent payments, if any.
2
c. Monthly Increments; Adjustment. Prior to the commencement of each of
Landlord's accounting years (calendar years), Landlord shall estimate
the amount not to exceed 5% (excluding Real estate Tax) of the
Operating Expenses payable by Tenant for the next accounting year
pursuant to this Section. Tenant shall pay to Landlord, on the first of
each month, in advance, one-twelfth (1/12) of Landlord's estimate.
Within ninety (90) days after (or as soon thereafter as possible) the
close of each accounting year, Landlord shall provide Tenant with a
statement to account for any difference between the actual and the
estimated Operating Expenses for the previous year. If ▇▇▇▇▇▇ has
overpaid the amount of Operating Expenses owing pursuant to this
Section, Landlord shall credit the overpayment to Tenant within thirty
(30) days after ▇▇▇▇▇▇'s receipt of Landlord's statement; provided,
however, that the Rent owed by ▇▇▇▇▇▇ shall never be less than the Base
Rent stated in Section 4. If Tenant has underpaid the amount of
Operating Expenses owing pursuant to this Section, Tenant shall pay the
amount of the underpayment to Landlord, as Additional Rent, within
thirty (30) days after ▇▇▇▇▇▇'s receipt of Landlord's statement. If
less than one hundred percent (100%) of the rentable area of the
Building is occupied, Operating Expenses shall be adjusted to equal
Landlord's reasonable estimate of Operating Expenses if ninety five
percent (95%) of the total rentable area of the Building were occupied.
d. Definition of Real Property Taxes. The term "Real Property Taxes" shall
mean any ordinary or extraordinary form of assessment or special
assessment, license fee, rent tax, levy, penalty (if a result of
Tenant's delinquency), or tax, other than net income, estate,
succession, inheritance, transfer or franchise taxes, imposed by any
authority having the direct or indirect power to tax, or by any city,
county, state or federal government for any maintenance or improvement
or other district or division thereof. The term shall include all
transit charges, housing fund assessments, real estate taxes and all
other taxes relating to the Premises, Building and/or Property, all
other taxes which may be levied in lieu of real estate taxes, all
assessments, assessment bonds, levies, fees, and other governmental
charges (including, but not limited to, charges for traffic facilities,
improvements, child care, water services studies and improvements, and
fire services studies and improvements) for amounts necessary to be
expended because of governmental orders, whether general or special,
ordinary or extraordinary, unforeseen as well as foreseen, of any kind
and nature for public improvement, services, benefits or any other
purposes which are assessed, levied, confirmed, imposed or become a
lien upon the Premises, Building or Property or become payable during
the Term.
e. Acknowledgement of Parties. It is acknowledged by ▇▇▇▇▇▇▇▇ and Tenant
that Proposition 13 was adopted by the voters of the State of
California in the June, 1978 election, and that assessments, taxes,
fees, levies and charges may be imposed by governmental agencies for
such purposes as fire protection, street, sidewalk, road, utility
construction and maintenance, refuse removal and for other governmental
services which formerly may have been provided without charge to
property owners or occupants. It is the intention of the parties that
all new and increased assessments, taxes, fees, levies and charges due
to Proposition 13 or any other cause are to be included within the
definition of Real Property Taxes for purposes of this Lease.
f. Taxes on Tenant Improvements and Personal Property. Notwithstanding any
other provision hereof, Tenant shall pay the full amount of any
increase in Real Property Taxes during the Term resulting from any and
all alterations and tenant improvements of any kind whatsoever placed
in, on or about the Premises for the benefit of, at the request of, or
by Tenant. Tenant shall pay, prior to delinquency, all taxes assessed
or levied against ▇▇▇▇▇▇'s personal property in, on or about the
Premises. When possible, Tenant shall cause its personal property to be
assessed and billed separately from the real or personal property of
Landlord.
6. Proration of Rent.
If the Commencement Date is not the first day of the month, or if the end of
the Term is not the last day of the month, Rent shall be prorated on a
monthly basis for the fractional month during the month which this Lease
commences or terminates. The termination of this Lease shall not affect the
obligations of Landlord and Tenant pursuant to Subsection 5.c. which are to
be performed after the termination.
7. Tenant Improvements.
▇▇▇▇▇▇▇▇ agrees to construct within the Premises certain improvements to the
Premises ("Tenant Improvements") pursuant to the terms of Exhibit B.
3
8. Use of the Premises.
a. Use. The Premises shall be used solely for the use set forth in the
Basic Lease Information and for no other use.
b. Rules and Regulations. Tenant shall comply with the Rules and
Regulations attached hereto as Exhibit D.
C. Compliance. Tenant, at its sole cost and expense, shall promptly comply
with all laws, statutes, ordinances and governmental rules, regulations
or requirements now in force or which hereinafter may be in force, with
the requirements of any board of fire underwriters or other similar
board now or hereafter constituted, with any direction or occupancy
certificate issued pursuant to any law by any public officer or
officers, as well as the provisions of all recorded documents affecting
the Premises, insofar as any thereof relate to or affect the condition,
use or occupancy of the Premises.
9. Alterations.
a. Permitted Alterations. Tenant shall give Landlord not less than ten
(10) days' notice of any alteration Tenant desires to make to the
Premises. Tenant shall not make any alteration in, on or about the
Premises without the prior written consent of Landlord, which consent
shall not be unreasonably withheld or delayed. Tenant shall comply with
all rules, laws, ordinances and requirements at the time Tenant makes
any alteration and shall deliver to Landlord a complete set of "as
built" plans and specifications for each alteration. Tenant shall be
solely responsible for maintenance and repair of all alterations made
by Tenant. As used in this Section 9, the term "alteration" shall
include any alteration, addition or improvement.
b. Liens. If, because of any act or omission of Tenant or anyone claming
by, through, or under Tenant, any mechanic's lien or other lien is
filed against the Premises, the Building, the Property or against other
property of Landlord (whether or not the lien is valid or enforceable),
Tenant shall, at its own expense, cause it to be discharged of record
within a reasonable time, not to exceed thirty (30) days, after the
date of the filing. In addition, ▇▇▇▇▇▇ shall defend and indemnify
Landlord and hold it harmless from any and all claims, losses, damages,
judgments, settlements, costs and expenses, including attorneys' fees,
resulting from the lien.
c. Ownership of Alterations. Any alteration made by Tenant shall
immediately become Landlord's property. Except as provided in
Subsection 9.d., Landlord may require Tenant, at Tenant's sole expense
and by the end of the Term, to remove any alterations made by Tenant
and to restore the Premises to its condition prior to the alteration.
d. Request Regarding Removal Obligation. At the time that ▇▇▇▇▇▇ requests
▇▇▇▇▇▇▇▇'s consent to any alteration, Tenant may request that Landlord
notify Tenant if Landlord will require Tenant, at Tenant's sole
expense, to remove any or all of the alteration by the end of the Term,
and to restore the Premises to its condition prior to the alteration.
10. Repairs.
Tenant, at all times during the Term and at Tenant's sole cost and expense,
shall keep the Premises and every part thereof in good condition and repair;
ordinary wear and tear, damage thereto not caused by Tenant, damage by fire,
earthquake, acts of God or the elements excepted. Tenant hereby waives all
right to make repairs at the expense of Landlord or in lieu thereof to
vacate the Premises as provided in California Civil Code Section 1942 or any
other law, statute or ordinance now or hereafter in effect. Landlord to be
responsible for repairs to the Premises described in Section 5.b. "Operating
Expenses".
11. Damage or Destruction.
a. ▇▇▇▇▇▇▇▇'s Obligation to Rebuild. If the Premises are damaged or
destroyed, Landlord shall promptly and diligently repair the Premises
unless Landlord has the option to terminate this Lease as provided
herein, and Landlord elects to terminate.
4
b. Right to Terminate. Landlord and Tenant each shall have the option to
terminate this Lease if the Premises or the Building is destroyed or
damaged by fire or other casualty, regardless of whether the casualty
is insured against under this Lease, if Landlord reasonably determines
that the repair of the Premises or the Building cannot be completed
within two hundred seventy (270) days after the casualty. If a party
desires to exercise the right to terminate this Lease as a result of a
casualty, the party shall exercise the right by giving the other party
written notice of its election to terminate within thirty (30) days
after the damage or destruction, in which event this Lease shall
terminate fifteen (15) days after the date of the notice. If neither
Landlord nor Tenant exercises the right to terminate this Lease,
Landlord shall promptly commence the process of obtaining necessary
permits and approvals, and shall commence repair of the Premises or the
Building as soon as practicable and thereafter prosecute the repair
diligently to completion, in which event this Lease shall continue in
full force and effect.
c. Limited Obligation to Repair. Landlord's obligation, should Landlord
elect or be obligated to repair or rebuild, shall be limited to the
Building shell and any tenant improvements which are constructed and
paid for by Landlord pursuant to Exhibit B. Tenant, at its option and
expense, shall replace or fully repair all trade fixtures, equipment
and other improvements installed by Tenant and existing at the time of
the damage or destruction.
d. Abatement of Rent. In the event of any damage or destruction or
mechanical failure not created by Landlords negligence to the Premises
which does not result in termination of this Lease, the Base Rent shall
be temporarily abated proportionately to the degree the Premises are
untenantable as a result of the damage or destruction, commencing from
the date of the damage or destruction and continuing during the period
required by Landlord to substantially complete its repair and
restoration of the Premises; provided, however, that nothing herein
shall preclude Landlord from being entitled to collect the full amount
of any rent loss insurance proceeds. Tenant shall not be entitled to
any compensation or damages from Landlord for loss of the use of the
Premises, damage to Tenant's personal property or any inconvenience
occasioned by any damage, repair or restoration. Tenant hereby waives
the provisions of Section 1932, Subdivision 2, and Section 1933,
Subdivision 4, of the California Civil Code, and the provisions of any
similar law hereafter enacted.
e. Damage Near End of Term and Extensive Damage. In addition to the rights
to termination under Sub-section 11.b., Landlord shall have the right
to cancel and terminate this Lease as of the date of the occurrence of
destruction or damage if the Premises or the Building is substantially
destroyed or damaged (i.e., there is damage or destruction which
Landlord determines would require more than six [6] months to repair)
and made untenantable during the last twelve (12) months of the Term.
Landlord shall give notice of its election to terminate this Lease
under this Subsection ll.e. within thirty (30) days after Landlord
determines that the damage or destruction would require more than six
(6) months to repair. If Landlord does not elect to terminate this
Lease, the repair of the damage shall be governed by Subsection 11.a.
or 11.b., as the case may be.
f. Insurance Proceeds. If this Lease is terminated, Landlord may keep all
the insurance proceeds resulting from the damage, except for those
proceeds which specifically insured Tenant's personal property and
trade fixtures.
12. Eminent Domain.
If all or any part of the Premises is taken for public or quasi-public use
by a governmental authority under the power of eminent domain or is conveyed
to a governmental authority in lieu of such taking, and if the taking or
conveyance causes the remaining part of the Premises to be untenantable and
inadequate for use by Tenant for the purpose for which they were leased,
then Tenant, at its option and by giving notice within thirty (30) days
after the taking, may terminate this Lease as of the date Tenant is required
to surrender possession of the Premises. If a part of the Premises is taken
or conveyed but the remaining part is tenantable and adequate for Tenant's
use, then this Lease shall be terminated as to the part taken or conveyed as
of the date Tenant surrenders possession; Landlord shall make such repairs,
alterations and improvements as may be necessary to render the part not
taken or conveyed tenantable; and the Rent shall be reduced in proportion to
the part of the Premises taken or conveyed. All compensation awarded for the
taking or conveyance shall be the property of Landlord without any deduction
therefrom for any estate of Tenant, and Tenant hereby assigns to Landlord
all its right, title and interest in and to the award. Tenant shall have the
right, however, to recover from the governmental authority, but not from
Landlord, such compensation as may be awarded to Tenant on account of the
interruption of Tenant's business, moving and relocation expenses and
removal of ▇▇▇▇▇▇'s trade fixtures and personal property.
5
13. Indemnity and Insurance.
a. Indemnity. Except for Lessor's gross negligence or willful misconduct,
Tenant shall be responsible for, shall insure against, and shall
indemnify Landlord and its constituent parts and hold them harmless
from, any and all liability for any loss, damage or injury to person or
property occurring in, on or about the Premises, and Tenant hereby
releases Landlord and its constituent parts from any and all liability
for the same. Tenant's obligation to indemnify Landlord and its
constituent parts hereunder shall include the duty to defend against
any claims asserted by reason of any loss, damage or injury, and to pay
any judgments, settlements, costs, fees and expenses, including
attorneys' fees, incurred in connection therewith.
b. Fire and Extended Coverage. Landlord shall procure and maintain in full
force and effect with respect to the Building a policy or policies of
all risk insurance in an amount equal to at least ninety percent (90%)
of the full insurance replacement value thereof.
c. Public Liability. Tenant, at its own cost and expense, shall keep and
maintain in full force and effect during the Term a policy or policies
of comprehensive public liability insurance, written by an insurance
company approved by Landlord, in the form customary to the locality,
insuring Tenant's activities with respect to the Premises and/or the
Building against loss, damage or liability for personal injury or death
of any person or loss or damage to property occurring in, upon or about
the Premises, covering bodily injury in the amounts of One Million
Dollars ($1,000,000) per person and One Million Dollars ($1,000,000)
per occurrence, and covering property damage in the amount of Five
Hundred Thousand Dollars ($500,000); provided, however, that if, at any
time during the Term, Tenant shall have in full force and effect a
blanket policy of public liability insurance with the same coverage for
the Premises as described above, as well as coverage of other premises
and properties of Tenant, or in which Tenant has some interest, the
blanket insurance shall satisfy the requirement hereof.
d. Rental Abatement Insurance. Landlord may keep and maintain in full
force and effect during the Term rental abatement insurance against
abatement or loss of Rent in case of fire or other casualty, in an
amount at least equal to the amount of Rent payable by ▇▇▇▇▇▇ during
one (1) year of the Term, as reasonably determined by Landlord.
e. Insurance Certificates. Tenant shall furnish to Landlord, upon the
Commencement Date and thereafter within thirty (30) days prior to the
expiration of each policy, a certificate of insurance issued by the
insurance carrier of each policy of insurance carried by Tenant
pursuant to this Section 13. The certificates shall expressly provide
that the policies shall not be cancelable or subject to reduction of
coverage or otherwise be subject to modification except after thirty
(30) days' prior written notice to the parties named as insured.
Landlord, its successors and assigns, and any nominee of Landlord
holding any interest in the Premises, including, without limitation,
any ground lessor or the holder of any fee or leasehold mortgage, shall
be named as an insured under each policy of insurance maintained by
Tenant pursuant to this Lease.
f. Tenant's Failure. Tenant's failure to maintain any insurance required
by this Lease, shall be a default hereunder, and Tenant shall be liable
for any loss or costs resulting from the failure.
g. Waiver of Subrogation. Any policy or policies of fire, extended
coverage or similar casualty insurance which either party obtains in
connection with the Premises, or ▇▇▇▇▇▇'s personal property therein,
shall include a clause or endorsement denying the insurer any rights of
subrogation against the other party to the extent rights have been
waived by the insured prior to the occurrence of injury or loss.
Landlord and ▇▇▇▇▇▇ each waives any rights of recovery against the
other for injury or loss due to hazards covered by insurance containing
a waiver of subrogation clause or endorsement to the extent the injury
or loss is covered thereby.
h. Tenant's Property and Fixtures. Tenant shall assume the risk of theft
or damage to any furniture, equipment, machinery, goods, supplies or
fixtures which are or remain the property of Tenant, or as to which
Tenant retains the right of removal from the Premises.
i. Earthquake and Flood Insurance. In addition to any other insurance
policies carried by Landlord in connection with the Building, Landlord
may elect to procure and maintain in full force and effect during the
Term with respect to the Building a policy of earthquake/volcanic
action and flood and/or surface water insurance, including rental value
insurance against abatement or loss of rent in the case of damage or
loss covered under the earthquake/volcanic and flood and/or surface
water insurance, in an amount equal to one hundred percent (100%) of
the full insurance replacement value (including debris removal and
demolition) of the Building.
6
14. Assignment or Sublet.
If Tenant desires to assign this Lease or to sublet the Premises, or any
part thereof, Tenant shall give to Landlord written notice of its intent at
least sixty (60) days in advance of the date on which Tenant desires to
assign or sublet the Premises. Landlord shall have thirty (30) days after
receipt of Tenant's written notice within which to notify Tenant in writing
that Landlord elects to (i) terminate this Lease as to that portion of the
Premises to be assigned or sublet, in which event Tenant will be relieved of
all further obligation hereunder as to the space; (ii) permit Tenant to
assign this Lease or sublet the Premises, subject, however, to written
approval of the proposed assignee or subtenant by Landlord, and further
subject to the requirement that Tenant enter into written agreements with
Landlord and the assignee or subtenant requiring that seventy-five percent
(75%) of the excess moneys due to Tenant under the assignment or sublet over
the Rent to be required to be paid by Tenant hereunder shall be paid to
Landlord; or (iii) refuse to consent to Tenant's assignment or sublet and to
continue this Lease in full force and effect as to the entire Premises.
▇▇▇▇▇▇▇▇'s consent to any Assignment or Sublet shall not be unreasonably
withheld. If Landlord fails to notify Tenant in writing of its election
within the thirty (30) day period, Landlord shall be deemed to have elected
the option set forth in Subsection (iii) hereof. No consent by Landlord to
any assignment or sublet shall be deemed to be a consent to a use not
permitted under this Lease, to any act in violation of this Lease or to any
subsequent assignment or sublet. No assignment or sublet by Tenant shall
relieve Tenant of any obligation under this Lease. Any attempted assignment
or sublet by Tenant in violation of the terms and covenants of this Section
shall be void.
15. Default.
a. Tenant's Default. At the option of Landlord, a material breach of this
Lease by Tenant shall exist if any of the following events (severally,
"Event of Default"; collectively, "Events of Default") shall occur: (i)
if Tenant shall have failed to pay Rent, including ▇▇▇▇▇▇'s Percentage
Share of increased Operating Expenses, or any other sum required to be
paid hereunder when due, together with interest at the Interest Rate,
from the date the amount became due through the date of payment,
inclusive; (ii) if Tenant shall have failed to perform any term,
covenant or condition of this Lease except those requiring the payment
of money, and Tenant shall have failed to cure the breach within
fifteen (15) days after written notice from Landlord if the breach
could reasonably be cured within the fifteen (15) day period; provided,
however, if the failure could not reasonably be cured within the
fifteen (15) day period, then Tenant shall not be in default unless it
has failed to promptly commence and thereafter continue to make
diligent and reasonable efforts to cure the failure as soon as
practicable as reasonably determined by Landlord; (iii) if Tenant shall
have assigned its assets for the benefit of its creditors; (iv) if the
sequestration of, attachment of, or execution on, any material part of
the property of Tenant or on any property essential to the conduct of
Tenant's business shall have occurred, and Tenant shall have failed to
obtain a return or release of the property within thirty (30) days
thereafter, or prior to sale pursuant to any sequestration, attachment
or levy, whichever is earlier; (v) if Tenant shall have failed to
continuously and uninterruptedly conduct its business in the Premises,
or shall have abandoned or vacated the Premises; (vi) if a court shall
have made or entered any decree or order adjudging Tenant to be
insolvent, or approving as properly filed a petition seeking
reorganization of Tenant, or directing the winding up or liquidation of
Tenant, and the decree or order shall have continued for a period of
thirty (30) days; (vii) if Tenant shall make or suffer any transfer
which constitutes a fraudulent or otherwise avoidable transfer under
any provision of the federal Bankruptcy Laws or any applicable state
law; or (viii) if Tenant shall have failed to comply with the
provisions of Sections 23 or 25 of this Lease. An Event of Default
shall constitute a default under this Lease.
b. Remedies Upon ▇▇▇▇▇▇'s Default. Upon an Event of Default, Landlord
shall have the following remedies, in addition to all other rights and
remedies provided by law, equity, statute or otherwise provided in this
Lease, to which Landlord may resort cumulatively or in the alternative:
(i) Landlord may continue this Lease in full force and effect, and
this Lease shall continue in full force and effect as long as
Landlord does not terminate Tenant's right to possession, and
Landlord shall have the right to collect Rent when due. During
the period Tenant is in default, Landlord may enter the
Premises and relet it, or any part of it, to third parties for
Tenant's account, provided that any Rent in excess of the Rent
due hereunder shall be payable to Landlord. Tenant shall be
liable immediately to Landlord for all costs Landlord incurs
in reletting the Premises, including, without limitation,
brokers' commissions, expenses of cleaning and redecorating
the Premises required by the reletting and like costs.
Reletting may be for a period shorter or longer than the
remaining Term of this Lease. Tenant shall pay to Landlord the
Rent and other sums due under this Lease on the dates the Rent
is due, less the Rent and other sums Landlord receives from
any reletting. No act by Landlord allowed by this Subsection
(i) shall terminate this Lease unless Landlord notifies Tenant
in writing that Landlord elects to terminate this Lease.
7
(ii) Landlord may terminate ▇▇▇▇▇▇'s right to possession of the
Premises at any time by giving written notice to that effect. No act by Landlord
other than giving written notice to Tenant shall terminate this Lease. Acts of
maintenance, efforts to relet the Premises or the appointment of a receiver on
▇▇▇▇▇▇▇▇'s initiative to protect ▇▇▇▇▇▇▇▇'s interest under this Lease shall not
constitute a termination of Tenant's right to possession. On termination,
Landlord shall have the right to remove all personal property of Tenant and
store it at Tenant's cost and to recover from Tenant as damages: (a) the worth
at the time of award of unpaid Rent and other sums due and payable which had
been earned at the time of termination; plus (b) the worth at the time of award
of the amount by which the unpaid Rent and other sums due and payable which
would have been payable after termination until the time of award exceeds the
amount of the Rent loss that Tenant proves could have been reasonably avoided;
plus (c) the worth at the time of award of the amount by which the unpaid Rent
and other sums due and payable for the balance of the Term after the time of
award exceeds the amount of the Rent loss that Tenant proves could be reasonably
avoided; plus (d) any other amount necessary to compensate Landlord for all the
detriment proximately caused by ▇▇▇▇▇▇'s failure to perform Tenant's obligations
under this Lease, or which, in the ordinary course of things, would be likely to
result therefrom, including, without limitation, any costs or expenses incurred
by Landlord: (1) in retaking possession of the Premises, including reasonable
attorneys' fees and costs therefor; (2) maintaining or preserving the Premises
for reletting to a new tenant, including repairs or alterations to the Premises
for the reletting; (3) leasing commissions; (4) any other costs necessary or
appropriate to relet the Premises; and (5) at Landlord's election, such other
amounts in addition to or in lieu of the foregoing as may be permitted from time
to time by the laws of the State of California.
The "worth at the time of award" of the amounts referred to in
Subsections (ii)(a) and (ii)(b) is computed by allowing
interest at the lesser of eighteen percent (18%) per annum or
the maximum rate permitted by law, on the unpaid Rent and
other sums due and payable from the termination date through
the date of award. The "worth at the time of award" of the
amount referred to in Subsection (ii)(c) is computed by
discounting the amount at the discount rate of the Federal
Reserve Bank of San Francisco at the time of award, plus one
percent (1%). Tenant waives redemption or relief from
forfeiture under California Code of Civil Procedure Sections
1174 and 1179, or under any other present or future law, if
▇▇▇▇▇▇ is evicted or Landlord takes possession of the Premises
by reason of any default of Tenant hereunder.
c. Landlord's Default. Landlord shall not be deemed to be in default in
the performance of any obligation required to be performed by Landlord
hereunder unless and until Landlord his failed to perform the
obligation within thirty (30) days after receipt of written notice by
Tenant to Landlord specifying wherein Landlord has failed to perform
the obligation; provided, however, that if the nature of Landlord's
obligation is such that more than thirty (30) days are required for its
performance, then Landlord shall not be deemed to be in default if
Landlord shall commence the performance within the thirty (30) day
period and thereafter shall diligently prosecute the same to
completion. Landlord shall use it's best efforts to perform any
obligation within fifteen (15) days after receipt of written notice.
16. ▇▇▇▇▇▇▇▇'s Right to Perform Tenant's Covenants.
If Tenant shall at any time fail to make any payment or perform any other
act on its part to be made or performed under this Lease, Landlord may, but
shall not be obligated to, make the payment or perform any other act to the
extent Landlord may deem desirable and, in connection therewith, pay
expenses and employ counsel. Any payment or performance by Landlord shall
not waive or release Tenant from any obligations of Tenant under this Lease.
All sums so paid by ▇▇▇▇▇▇▇▇, and all penalties, interest and costs in
connection therewith, shall be due and payable by Tenant on the next day
after any payment by Landlord, together with interest thereon at the
Interest Rate, from that date to the date of payment thereof by Tenant to
Landlord, plus collection costs and attorneys' fees. Landlord shall have the
same rights and remedies for the nonpayment thereof as in the case of
default in the payment of Rent.
17. Security Deposit.
Tenant has deposited with Landlord the Security Deposit, in the amount
specified in the Basic Lease Information, as security for the full and
faithful performance of every provision of this Lease to be performed by
Tenant. If Tenant defaults with respect to any provision of this Lease,
Landlord may use, apply or retain all or any part of the Security Deposit
for the payment of any Rent or other sum in default, for the payment of any
amount which Landlord may expend or become obligated to expend by reason of
Tenant's default, or to compensate Landlord for any loss or damage which
Landlord may suffer by reason of Tenant's default. If any portion of the
Security Deposit is used or applied, Tenant shall deposit with Landlord,
within ten (10) days after written demand therefor, cash in an amount
sufficient to restore the Security Deposit to its original amount. Landlord
shall not be required to keep the Security Deposit separate from its general
funds, and Tenant shall not be entitled to interest on the Security Deposit.
8
18. Surrender of Premises.
By taking possession of the Premises, Tenant shall be deemed to have
accepted the Premises, Building, and the Property in good, clean and
completed condition and repair, subject to all applicable laws, codes and
ordinances. On the expiration or early termination of this Lease, Tenant
shall surrender the Premises to Landlord in its condition as of the
Commencement Date, normal wear and tear excepted. Tenant shall remove from
the Premises all of Tenant's personal property, trade fixtures and any
alterations required to be removed pursuant to Section 9 of this Lease.
Tenant shall repair damage or perform any restoration work required by the
removal. If Tenant fails to remove any personal property, trade fixtures or
alterations after the end of the Term, Landlord may remove the property and
store it at Tenant's expense, including interest at the Interest Rate. If
the Premises are not so surrendered at the termination of this Lease, Tenant
shall indemnify Landlord against all loss or liability resulting from delay
by ▇▇▇▇▇▇ in so surrendering the Premises, including, without limitation,
any claims made by any succeeding tenant, losses to Landlord due to lost
opportunities to lease to succeeding tenants, and attorneys' fees and costs.
19. Holding Over.
If Tenant remains in possession of all or any part of the Premises after the
expiration of the Term or the termination of this Lease, the tenancy shall
be month-to-month only and shall not constitute a renewal or extension for
any further term. In such event, Base Rent shall be increased in an amount
equal to one hundred twenty five percent (125%) of the Base Rent during the
last month of the Term (including any extensions), and any other sums due
under this Lease shall be payable in the amount, and at the times, specified
in this Lease. The month-to-month tenancy shall be subject to every other
term, condition, covenant and agreement contained in this Lease and Tenant
shall vacate the Premises immediately upon Landlord's request.
20. Access to Premises.
Tenant shall permit Landlord and its agents to enter the Premises at all
reasonable times, to inspect the Premises; to post Notices of
Nonresponsibility and similar notices and to show the Premises to interested
parties such as prospective mortgagors, purchasers and tenants; to make
necessary alterations, additions, improvements or repairs either to the
Premises, the Building, or other premises within the Building; and to
discharge Tenant's obligations hereunder when Tenant has failed to do so
within a reasonable time after written notice from Landlord. The above
rights are subject to reasonable security regulations of Tenant, and to the
requirement that Landlord shall at all times act in a manner to cause the
least possible interference with ▇▇▇▇▇▇'s operations.
21. Signs.
The size, design, color, location and other physical aspects of any sign in
or on the Building shall be subject to the Rules, Landlord's approval prior
to installation, and to any appropriate municipal or other governmental
approvals. The costs of any permitted sign, and the costs of its
installation, maintenance and removal, shall be at Tenant's sole expense and
shall be paid within ten (10) days of Tenant's receipt of a bill from
Landlord for the costs. Provided, however, that Landlord, at Landlord's sole
cost and expense shall provide building standard suite signage to Tenant.
22. Waiver of Subrogation.
Anything in this Lease to the contrary notwithstanding, Landlord and Tenant
each hereby waives and releases the other of and from any and all rights of
recovery, claim, action or cause of action against the other, its
subsidiaries, directors, agents, officers and employees, for any loss or
damage that may occur in the Premises, the Building or the Property; to
improvements to the Building or personal property (building contents) within
the Building; or to any furniture, equipment, machinery, goods and
supplies not covered by this Lease which Tenant may bring or obtain upon the
Premises or any additional improvements which Tenant may construct on the
Premises by reason of fire, the elements or any other cause which is
required to be insured against under this Lease, regardless of cause or
origin, including negligence of Landlord or Tenant and their agents,
subsidiaries, directors, officers and employees, to the extent insured
against under the terms of any insurance policies carried by Landlord or
Tenant and in force at the time of any such damage, but only if the
insurance in question permits such a partial release in connection with
obtaining a waiver of subrogation from the insurer. Because this Section 22
will preclude the assignment of any claim mentioned in it by way of
subrogation or otherwise to an insurance company or any other person, each
party to this Lease agrees immediately to give to each of its insurance
companies written notice of the terms of the mutual waivers contained in
this
9
Section 22 and to have the insurance policies properly endorsed, if
necessary, to prevent the invalidation of the insurance coverages by reason
of the mutual waivers contained in this Section 22.
23. Subordination.
a. Subordinate Nature. Except as provided in Subsection b., this Lease is
subject and subordinate to all ground and underlying leases, mortgages
and deeds of trust which now or may hereafter affect the Property, the
Building or the Premises, to the CC&R's, and to all renewals,
modifications, consolidations, replacements and extensions thereof.
Within ten (10) days after ▇▇▇▇▇▇▇▇'s written request, Tenant shall
execute any and all documents required by Landlord, the lessor under
any ground or underlying lease ("Lessor"), or the holder or holders of
any mortgage or deed of trust ("Holder") to make this Lease subordinate
to the lien of any lease, mortgage or deed of trust, as the case may
be.
b. Possible Priority of Lease. If a Lessor or a Holder advises Landlord
that it desires or requires this Lease to be prior and superior to a
lease, mortgage or deed of trust, Landlord may notify Tenant. Within
seven (7) days of ▇▇▇▇▇▇▇▇'s notice, Tenant shall execute, have
acknowledged and deliver to Landlord any and all documents or
instruments, in the form presented to Tenant, which Landlord, Lessor or
Holder deems necessary or desirable to make this Lease prior and
superior to the lease, mortgage or deed of trust.
c. Recognition or Attornment Agreement. If Landlord or Holder requests
Tenant to execute a document subordinating this Lease, the document
shall provide that, so long as Tenant is not in default, Lessor or
Holder shall agree to enter into either a recognition or attornment
agreement with Tenant, or a new lease with Tenant upon the same terms
and conditions as to possession of the Premises, which shall provide
that Tenant may continue to occupy the Premises so long as Tenant shall
pay the Rent and observe and perform all the provisions of this Lease
to be observed and performed by Tenant.
24. Transfer of the Property.
Upon transfer of the Property and assignment of this Lease, Landlord shall
be entirely freed and relieved of all liability under any and all of its
covenants and obligations contained in or derived from this Lease occurring
after the consummation of the transfer and assignment, and from all
liability for the Security Deposit. Tenant shall attorn to any entity
purchasing or otherwise acquiring the Premises at any sale or other
proceeding.
25. Estoppel Certificates.
Within ten (10) days following written request by Landlord, ▇▇▇▇▇▇ shall
execute and deliver to Landlord an estoppel certificate, in the form
prepared by Landlord. The certificate shall: (i) certify that this Lease is
unmodified and in full force and effect or, if modified, state the nature of
the modification and certify that this Lease, as so modified, is in full
force and effect, and the date to which the Rent and other charges are paid
in advance, if any; (ii) acknowledge that there are not, to Tenant's
knowledge, any uncured defaults on the part of Landlord hereunder, or if
there are uncured defaults on the part of the Landlord, state the nature of
the uncured defaults, and (iii) evidence the status of this Lease as may be
required either by a lender making a loan to Landlord to be secured by deed
of trust or mortgage covering the Premises or a purchaser of the Property
from Landlord.
26. Mortgagee Protection.
In the event of any default on the part of Landlord, Tenant will give notice
by registered or certified mail to any beneficiary of a deed of trust or
mortgagee of a mortgage covering the Property and shall offer the
beneficiary or mortgagee a reasonable opportunity to cure the default,
including time to obtain possession of the Property or the Premises by power
of sale or a judicial foreclosure, if such should prove necessary to effect
a cure.
27. Attorneys' Fees.
If either party shall bring any action or legal proceeding for damages for
an alleged breach of any provision of this Lease, to recover rent or other
sums due, to terminate the tenancy of the Premises or to enforce, protect or
establish any term, condition or covenant of this Lease or right of either
party, the prevailing party shall be entitled to recover, as a part of the
action or proceedings, or in a separate action brought for that purpose,
reasonable attorneys' fees and court costs as may be fixed by the court or
jury. The prevailing party shall be the party which secures a final judgment
in its favor.
10
28. Brokers.
Tenant warrants and represents that it has had no dealings with any real
estate broker or agent in connection with the negotiation of this Lease,
except for any brokers(s) specified in the Basic Lease Information, and that
it knows of no other real estate broker or agent who is or might be entitled
to a commission in connection with this Lease. Tenant shall indemnify and
hold harmless Landlord from and against any and all liabilities or expenses
arising out of claims made by any other broker or individual for commissions
or fees resulting from this Lease.
29. Utilities and Services.
Provided that there has been no Event of Default, Landlord agrees to
furnish, or cause to be furnished, to the Premises the utilities and
services described in the standards for Utilities and Services, set forth in
Exhibit E, subject to the conditions and in accordance with the standards
set forth therein. Landlord shall not be liable for, and Tenant shall not be
entitled to any abatement or reduction of Rent by reason of, no eviction of
Tenant shall result from and, further, Tenant shall not be relieved from the
performance of any covenant or agreement in this Lease because of,
▇▇▇▇▇▇▇▇'s failure to furnish any of the foregoing when the failure is
caused by accident, breakage, or repairs, strikes, lockouts or other labor
disturbance or labor dispute of any character, governmental regulation,
moratorium or other governmental action, inability despite the exercise of
reasonable diligence to obtain electricity, water or fuel, or by any other
cause beyond Landlord's reasonable control. In the event of any failure,
stoppage or interruption thereof, Landlord shall diligently attempt to
resume service.
30. Tenant Placement.
[intentionally deleted]
31. Acceptance.
Delivery of this Lease, duly executed by ▇▇▇▇▇▇, constitutes an offer to
lease the Premises as set forth herein, and under no circumstances shall
such delivery be deemed to create an option or reservation to lease the
Premises for the benefit of Tenant. This Lease shall become effective and
binding only upon execution hereof by Landlord and delivery of a signed copy
to Tenant. Upon acceptance of ▇▇▇▇▇▇'s offer to lease under the terms hereof
and receipt by Landlord of the Rent for the first month of the Term and the
Security Deposit in connection with ▇▇▇▇▇▇'s submission of the offer,
Landlord shall be entitled to retain the sums and apply them to damages,
costs and expenses incurred by Landlord if Tenant fails to occupy the
Premises. If Landlord rejects the offer, the sums shall be returned to
Tenant.
32. Use of Building Name.
Tenant shall not employ the name of the Building in the name or title of its
business or occupation without Landlord's prior written consent, which
consent Landlord may withhold in its sole discretion. Landlord reserves the
right to change the name of the Building without ▇▇▇▇▇▇'s consent and
without any liability to Landlord.
33. Recording.
Neither Landlord nor Tenant shall record this Lease, nor a short form
memorandum of this Lease, without the prior written consent of the other.
34. Quitclaim.
Upon any termination or expiration of this Lease pursuant to its terms,
Tenant, at Landlord's request, shall execute, have acknowledged and
11
deliver to Landlord a quitclaim deed of all Tenant's interest in the
Premises, Building and Property created by this Lease.
35. Notices.
Any notice or demand required or desired to be given under this Lease shall
be in writing and shall be given by hand delivery, electronic mail (e.g.,
telecopy) or the United States mail. Notices which are sent by electronic
mail shall be deemed to have been given upon receipt. Notices which are
mailed shall be deemed to have been given when seventy-two (72) hours have
elapsed after the notice was deposited in the United States mail, registered
or certified, the postage prepaid, addressed to the party to be served. As
of the date of execution of this Lease, the addresses of Landlord and Tenant
are as specified in the Basic Lease Information. Either party may change its
address by giving notice of the change in accordance with this Section.
36. ▇▇▇▇▇▇▇▇'s Exculpation.
In the event of default, breach or violation by Landlord (which term
includes Landlord's partners, co-venturers and co-tenants, and officers,
directors, employees, agents and representatives of Landlord and Landlord's
partners, co-venturers and co-tenants) of any of Landlord's obligations
under this Lease, Landlord's liability to Tenant shall be limited to its
ownership interest in the Building and Property or the proceeds of a public
sale of the ownership interest pursuant to the foreclosure of a judgment
against Landlord. Landlord shall not be personally liable, or liable in any
event, for any deficiency beyond its ownership interest in the Building and
Property.
37. General
a. Captions. The captions and headings used in this Lease are for the
purpose of convenience only and shall not be construed to limit or extend
the meaning of any part of this Lease.
b. Time. Time is of the essence for the performance of each term,
condition and covenant of this Lease.
c. Severability. If any provision of this Lease is held to be invalid,
illegal or unenforceable, the invalidity, illegality, or unenforceability
shall not affect any other provision of this Lease, but this Lease shall be
construed as if the invalid, illegal or unenforceable provision had not been
contained herein.
d. Choice of Law; Construction. This Lease shall be construed and enforced
in accordance with the laws of the State of California. The language in all
parts of this Lease shall in all cases be construed as a whole according to
its fair meaning and not strictly for or against either Landlord or Tenant.
e. Gender; Singular, Plural. When the context of this Lease requires, the
neuter gender includes the masculine, the feminine, a partnership or
corporation or joint venture, and the singular includes the plural.
f. Binding Effect. The covenants and agreements contained in this Lease
shall be binding on the parties hereto and on their respective successors
and assigns (to the extent this Lease is assignable).
g. Waiver. The waiver of Landlord of any breach of any term, condition or
covenant of this Lease shall not be deemed to be a waiver of the provision
or any subsequent breach of the same or any other term, condition or
covenant of this Lease. The subsequent acceptance of Rent hereunder by
Landlord shall not be deemed to be a waiver of any preceding breach at the
time of acceptance of the payment. No covenant, term or condition of this
Lease shall be deemed to have been waived by Landlord unless the waiver is
in writing signed by Landlord.
h. Entire Agreement. This Lease is the entire agreement between the
parties, and there are no agreements or representations between the parties
except as expressed herein. Except as otherwise provided herein, no
subsequent change or addition to this Lease shall be binding unless in
writing and signed by the parties hereto.
i. Counterparts. This Lease may be executed in counterparts, each of which
shall be an original, but all counterparts shall constitute one (1)
instrument.
j. Exhibits. The Basic Lease Information and all exhibits attached hereto
are hereby incorporated herein and made an integral part hereof.
12
k. Addendum. The Addendum, if any, attached hereto is hereby incorporated
herein and made an integral part hereof.
13
IN WITNESS WHEREOF, the parties have executed this Lease on the dates set forth
below, effective as of the date first above written.
LANDLORD:
Date Executed: 10-26-04 By [illegible]
-------------------------------------
Its Authorized Representative
TENANT:
Date Executed: 10-26-04 By /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ PRES/CEO
--------------------------------------
▇.▇. ▇▇▇▇▇▇▇
Print Name
--------------------------------------
Its President / CEO
-------------------------------------
14
[GRAPHIC OMITTED]
▇▇▇ ▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇
▇▇▇ ▇ ▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇, ▇▇
Exhibit B
---------
[GRAPHIC OMITTED]
EXHIBIT C
LEASE COMMENCEMENT DATE MEMORANDUM
THIS CONFIRMATION, made and agreed upon this 26st day of October and between
North Valley Bank, hereinafter referred to as "Tenant" and ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ LLC.
hereinafter referred to as "Landlord".
WITNESSETH:
The Landlord and ▇▇▇▇▇▇ entered into a certain lease dated October 19, 2004,
("Lease") covering certain Premises located at ▇▇▇ ▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇
▇▇▇▇, ▇▇., as more particularly described in said Lease.
NOW THEREFORE, in consideration of the foregoing, the parties hereto hereby
mutually agree as follows:
(1) For the purpose of confirming the establishment of the commencement
date, as required by the said Lease, Landlord and ▇▇▇▇▇▇ hereby agree that:
(a) The date of fully executed Lease Agreement, is hereby
established as the "Commencement Date" referred to in said Lease; and
(b) The date of February 28, 2010, is hereby established as the
"Expiration Date" of the term of said ▇▇▇▇▇.
(2) The parties hereby confirm the following:
(a) That the Lease is in full force and effect and has not been
modified, altered or amended.
(b) Tenant will commence payment of rent in accordance with the
provisions of the Lease on March 1, 2005.
(3) This Confirmation, and each and all of the provisions hereof, shall
inure to the benefit, or bind, as the case may require the parties hereto and
their respective heirs, successors and assigns.
IN WITNESS WHEREOF, the parties hereto have executed this instrument the day and
year first above written
TENANT: NORTH VALLEY BANK
By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇.▇. ▇▇▇▇▇▇▇
------------------------------------
It's: President / CEO
------------------------------------
Date:
------------------------------------
LANDLORD: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ LLC.
By: [illegible]
------------------------------------
It's:
------------------------------------
Date:
------------------------------------
STANDARD LEASE CONDITIONS ADDENDUM
To Lease dated October 19, 2004 by and between
▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ LLC. and Lessee North Valley Bank
A. Tenant Improvement Scope:
-- -------------------------
Lessor to provide $10.00 per usable square foot towards renovations of
the interior of the lease space. Said amount shall be paid as rent
credit in equal amounts over the first six (6) months of the initial
lease term.
Lessor and Lessee to approve plans and specifications covering the
layout of the premises and the scope of responsibility of the Tenant
Improvements between Lessor and Lessee as stipulated in lease, in the
Exhibit B of lease or Work Letter. Said approval shall be forthcoming
within ten (10) days of acceptance hereof.
If Lessee installs any portion of the Tenant Improvements, he shall
have the same responsibility as indicated above for Lessor and
additionally Lessee shall remove all mechanic's liens, to satisfy all
claims and meet all contract requirements with suppliers, contractors
and employees arising out of said installation of improvements. Lessee
to have ▇▇▇▇▇▇▇ compensation and liability insurance with a minimum
$500,000 per occurrence for said installation and to name ▇▇▇▇▇▇
additional insured. Lessee shall indemnify and hold harmless Lessor for
all claims of employees, invitees, materialmen, supplier arising out of
said installation.
B. Financial Information:
-- ----------------------
Lessor has reviewed and approves financial statements and credit
reports regarding ▇▇▇▇▇▇.
Lessor may deliver such financial information in Lessor's possession to
lending institutions, mortgage brokers, investors in the Industrial
Center or prospective purchasers.
▇▇▇▇▇▇ & ▇▇▇▇▇▇ Company, Inc. is authorized to release deposits and
first month's rent on account to Lessor upon receipt of fully executed
lease.
C. Permits:
-- --------
Lessee will obtain a use permit and a wastewater discharge permit if
required from the appropriate municipality within thirty (30) days of
acceptance hereof. Lessee shall use due diligence in pursuing such
permits and pay all costs associated with them. Lessee shall have the
responsibility to maintain any use permits and to comply with all terms
and conditions of said use permits during the term of this Lease. If
▇▇▇▇▇▇'s application for a use permit is denied, Lessor or Lessee may
declare this lease void, in which event all deposits and prepaid rent
shall be returned to Lessee.
D. Parking:
-- --------
Landlord shall provide 12 reserved parking spaces in the First Street
garage at Tenants expense.
▇. ▇▇▇▇▇▇▇▇▇ Waste:
-- ----------------
"If Lessee uses, stores, or becomes aware of any hazardous waste or
substances as listed by Proposition 65, he will advise Lessor within
three (3) days of such existence and either obtain approval from Lessor
and the appropriate governing agencies within thirty (30) days from
notice or remove and clean up said hazardous waste to standards
required by the Lessor and the appropriate governing agencies within
sixty (60) days from notice."
"If Lessee, his invitees, employees, agents or associates cause or
allow a spill, or contamination of the premises, common area, soil or
surrounding area, then it will be the responsibility of Lessee to clean
up said hazard to the degree required and within the time frame set by
any public entity which has jurisdiction and particularly in response
to the Super Fund Act and Proposition 65."
Lessor is responsible for any hazardous waste violations, occurrences
or clean-up required prior to lease commencement or caused by Lessor or
other tenants during the lease term without reimbursement from Lessee.
F. Area Measurement:
-- -----------------
Lessee has reviewed and approves the system of measurement, the usable
and rentable square footage of the subject premises.
G. Associations and Expenses:
-- --------------------------
Lessee has reviewed and approves CC&R's, any common area association
dues and budget, rules, and use conditions pertaining thereto.
Lessee has reviewed and approves the scope and delineation of ▇▇▇▇▇▇'s
and Lessor's responsibilities for lease expenses, including common area
expenses, repairs and maintenance, taxes, insurance, capitol
replacements, base year expenses, or other assessments, including past
experienced costs or future estimates under the subject lease within
ten (10) days or receipt from Lessor a summary of such responsibility.
Lessor to provide such information within five (5) days of mutual
signing of this Lease.
20. Tenant shall not cut or bore holes for wires in the partitions, woodwork or
plaster of the Premises. Tenant shall not affix any floor covering to the
floor of the Premises in any manner except as approved by Landlord. Landlord
shall approve in writing the method of attachment of any objects affixed to
walls, ceilings or doors in the Premises. Tenant shall repair, or be
responsible for the cost of repair of, any damage resulting from
noncompliance with this rule.
21. Tenant shall not install, maintain or operate upon the Premises any vending
machine without the prior written consent of Landlord.
22. Canvassing, soliciting and distributing handbills or any other written
material and peddling in the Building are prohibited, and each tenant shall
cooperate to prevent these activities.
23. Landlord reserves the right to exclude or expel from the Building any person
who, in the Landlord's judgment, is intoxicated or under the influence of
liquor or drugs, or who is in violation of any of the Rules and Regulations
of the Building.
24. Tenant shall store all its trash and garbage within its Premises. Tenant
shall not place in any trash box or receptacle any material which cannot be
disposed of in the ordinary and customary manner of trash and garbage
disposal within the Building. All garbage and refuse disposal shall be made
in accordance with directions issued from time to time by Landlord.
25. Use by Tenant of Underwriters' Laboratory approved equipment for brewing
coffee, tea, hot chocolate and similar beverages and microwaving food shall
be permitted, provided that the equipment and use is in accordance with all
applicable federal, state, county and city laws, codes, ordinances, rules
and regulations.
26. Tenant shall not use the name of the Building in connection with or in
promoting or advertising the business of Tenant, except as ▇▇▇▇▇▇'s address,
without the written consent of Landlord.
27. Tenant shall comply with all safety, fire protection and evacuation
procedures and regulations established by Landlord or any governmental
agency. Tenant shall be responsible for any increased insurance premiums
attributable to Tenant's use of the Premises, Building or Property.
28. Tenant assumes any and all responsibility for protecting its Premises from
theft and robbery, which responsibility includes keeping doors locked and
other means of entry to the Premises closed.
29. Tenant shall not use the Premises, or suffer or permit anything to be done
on, in or about the Premises, which may result in an increase to Landlord in
the cost of insurance maintained by Landlord on the building and Common
Areas.
30. ▇▇▇▇▇▇'s requests for assistance will be attended to only upon appropriate
application to the office of the Building by an authorized individual.
Employees of Landlord shall not perform any work or do anything outside of
their regular duties unless under special instructions from Landlord, and no
employee of Landlord will admit any person (Tenant or otherwise) to any
office without specific instructions from Landlord.
31. Tenant shall not park its vehicles in any parking areas designated by
Landlord as areas for parking by visitors to the Building or other reserved
parking spaces. Tenant shall not leave vehicles in the Building parking
areas other than automobiles, motorcycles, motor driven or non-motor driven
bicycles or four-wheeled trucks. Tenant shall not leave vehicles in the
Building parking areas overnight. Tenant, its agents, employees and invitees
shall not park any one (1) vehicle in more than one (1) parking space.
32. The scheduling and manner of all Tenant move-ins and move-outs shall be
subject to the discretion and approval of Landlord, and move-ins and
move-outs shall take place only after 6:00 p.m. on weekdays, on weekends, or
at other times as Landlord may designate. Landlord shall have the right to
approve or disapprove the movers or moving company employed by Tenant, and
Tenant shall cause the movers to use only the entry doors and elevators
designated by the Landlord. If ▇▇▇▇▇▇'s movers damage the elevator or any
other part of the Property, Tenant shall pay to Landlord the amount required
to repair the damage.
33. No cooking shall be permitted on the Premises, except with a microwave oven,
nor shall the Premises be used for the storage of merchandise, for washing
clothes, for lodging or for any improper, objectionable or immoral purpose.
34. Landlord shall have the right to control and operate the public portions of
the Building, and the public facilities, heating and air conditioning, as
well as facilities furnished for the common use of the tenants, in such
manner as it deems best for the benefit of the tenants generally.
35. Landlord may waive any one or more of these Rules and Regulations for the
benefit of Tenant or any other tenant, but no waiver by Landlord shall be
construed as a waiver of the Rules and Regulations in favor of Tenant or any
other tenant, nor prevent Landlord from thereafter enforcing the Rules and
Regulations against any or all of the tenants of the Building.
36. These Rules and Regulations are in addition to, and shall not be construed
to in any way modify or amend, in whole or in part, the terms, covenants,
agreements and conditions of any lease of premises in the building.
37. Landlord reserves the right to make other reasonable Rules and Regulations
as, in its judgment, may from time to time be needed for safety and
security, for care and cleanliness of the Building and for the preservations
of good order therein. ▇▇▇▇▇▇ agrees to abide by all Rules and Regulations
hereinabove stated and any additional rules and regulations which are
adopted.
38. Tenant shall be responsible for the observance of all of the foregoing rules
by Tenant's employees, agents, clients, customers, invitees and guests.
STANDARD LEASE DISCLOSURE ADDENDUM
Notice to Owners, Buyers and Tenants Regarding Hazardous Wastes or Substances
-----------------------------------------------------------------------------
and Underground Storage Tanks
-----------------------------
Comprehensive federal and state laws and regulations have been enacted in the
last few years in an effort to develop controls over the use, storage, handling,
cleanup, removal and disposal of hazardous wastes or substances. Some of these
laws and regulations, such as, for example, the so-called "Super Fund Act",
provide for broad liability schemes wherein an owner, tenant or other user of
the property may be liable for cleanup costs and damages regardless of fault.
Other laws and regulations set standards for the handling of asbestos or
establish requirements for the use, modification, abandonment, or closing of
underground storage tanks.
It is not practical or possible to list all such laws and regulations in this
Notice. Therefore, lessors and lessees are urged to consult legal counsel to
determine their respective rights and liabilities with respect to the issues
described in this Notice as well as other aspects of the proposed transaction.
If various materials that have been or may be in the future determined to be
toxic, hazardous or undesirable, or are going to be used, stored, handled or
disposed of on the property, or if the property has or may have underground
storage tanks for storage of such hazardous materials, or that such materials
may be in the equipment, improvements or soil, it is essential that legal and
technical advice be obtained to determine, among other things, what permits and
approvals have been or may be required, if any, the estimated costs and expenses
associated with the use, storage, handling, cleanup, removal or disposal of the
hazardous wastes or substances and what contractual provisions and protection
are necessary or desirable. It may also be important to obtain expert assistance
for site investigations and building inspections. The past uses of the property
may provide valuable information as to the likelihood of hazardous wastes or
substances, or underground storage tanks being on the property.
The term "hazardous wastes or substances" is used in this Notice in its very
broadest sense and includes, but is not limited to, all those listed under
Proposition 65, petroleum base products, paints and solvents, lead, cyanide,
DDT, printing inks, acids, pesticides, ammonium compounds, asbestos, PCBs and
other chemical products. Hazardous wastes or substances and underground storage
tanks may be present on all types of real property. This Notice is, therefore,
meant to apply to any transaction involving any type of real property, whether
improved or unimproved.
Although ▇▇▇▇▇▇ & ▇▇▇▇▇▇ Co., Inc. or its salespeople, will disclose any
knowledge it actually possesses with respect to the existence of hazardous
wastes or substances, or underground storage tanks on the property, ▇▇▇▇▇▇ &
▇▇▇▇▇▇ Co., Inc. has not made investigations or obtained reports regarding the
subject matter of this Notice, except as may be described in a separate written
document, studies or investigation by experts. Therefore, unless there are
additional documents or studies attached to this notice, lease or contract, this
will serve as notification that ▇▇▇▇▇▇ & ▇▇▇▇▇▇ Co., Inc. or its salespeople
make no representation regarding the existence or non-existence of hazardous
wastes or substances, or underground storage tanks on the property. You should
contact a professional, such as a civil engineer, geologist, industrial
hygienist or other persons with experience in these matters to advise you
concerning the property.
Americans with Disabilities Act (ADA) On July 26, 1991, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ signed
the federal legislation known as the Americans with Disabilities Act (ADA) into
law. The purpose of the ADA is to integrate persons with disabilities into the
economic and social mainstream of American life. Title III of the ADA applies to
Lessors and Lessees of "places of public accommodation" and "commercial
facilities", and requires that places of public accommodation undertake "readily
achievable" removal of communication and access barriers to the disabled. This
requirement of Title III of the ADA is effective January 26, 1992.
It is important that building owners identify and undertake "readily achievable"
removal of any such barriers in the common areas, sidewalks, parking lots and
other areas of the building under their control.
The lessor and lessee are responsible for compliance with ADA relating to
removal of barriers within the workplace i.e., arrangement of interior
furnishings and access within the premises, and any improvements installed by
lessor and lessee.
▇▇▇▇▇▇ & ▇▇▇▇▇▇ Company, Inc. recommends that both parties seek expert advice
regarding the implications of the Act as it affects this agreement.
Natural Hazards Disclosure Act:
-------------------------------
"The property which is the subject of this contract may be situated in a Special
Study Zone as designated under the Natural Hazards Disclosure Act, inclusive, of
the California Public Resources Code; and, as such, the construction or
development on this property of any structure for human occupancy may be subject
to the findings of a geologic report prepared by a geologist registered in the
State of California, unless such report is waived by the City or County under
the terms of that act. No representations on the subject are made by the lessor
or agent, and the lessee should make his own inquiry or investigation".
Flood Hazard Area Disclosure:
-----------------------------
The subject property may be situated in a "Special Flood Hazard Area" as set
forth on a Federal Emergency Management Agency (FEMA) "Flood Insurance Rate Map"
(FIRM) or "Flood Hazard Boundary Map" (FHBM). The law provides that, as a
condition of obtaining financing on most structures located in a "Special Floods
Hazard Area", lender requires flood insurance where the property or its
attachments are security for a loan. Lessee should consult with experts
concerning the possible risk of flooding.
Toxic Mold Disclosure (Pursuant to the Toxic Mold Protection Act of 2001)
-------------------------------------------------------------------------
The Toxic Mold Protection Act of 2001 requires any person who sells, transfers
or rents residential, commercial or industrial property to disclose if they have
ACTUAL KNOWLEDGE of a mold condition on the property. The law also requires the
California Department of Health Services to identify tolerable exposure limits
and develop guidelines for toxic mold identification and remediation. Property
owners will be required to provide a more detailed disclosure on toxic mold once
the Department of Health Services develops and adopts standards for identifying,
measuring and remediating toxic mold.
The Toxic Mold Protection Act of 2001 does NOT require that a property owner
have their property tested for toxic mold. It also does NOT require that an
agent investigate a property for toxic mold. Property owners only need to
disclose any ACTUAL KNOWLEDGE of a mold condition on their property until the
above mentioned guidelines are developed and approved. This disclosure can be
made on the Real Estate Transfer Disclosure Statement (TDS 11) Form. A
chapter-discussing Mold has also been added to the Environmental Hazards: A
Guide for Homeowners, Buyers, Landlords and Tenants booklet that must be
provided to a buyer or tenant in the transaction. The chapter contains
descriptions of mold, symptoms of mold exposure, and information on testing and
cleanup procedures. The chapter also lists other publications available that
discuss mold and indoor air quality. For local assistance, contact your county
or city Department of Health, Housing, or Environmental Health.
Explanation of Mold Conditions on Property: (to be completed by Transfer or if
they have ACTUAL KNOWLEDGE of a mold condition on the property.)
Acknowledgment:
Lessee: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ PRES/CEO Date: 10-26-04
----------------------------------- ----------
Lessor: [illegible] Date 10/20/04
----------------------------------- ----------
LEASING DISCLOSURE REGARDING REAL ESTATE AGENCY RELATIONSHIP
When you enter into a discussion with a real estate agent regarding a real
estate transaction, you should from the outset understand what type of agency
relationship or representation you wish to have with the agent in the
transaction. With each specific transaction, you should read the Agency
Disclosure and consider how you are being represented.
LANDLORD'S AGENT
A Landlord's agent under a listing agreement with the Landlord acts as the agent
for the Landlord. A Landlord's agent or a subagent of that agent has the
following affirmative obligations:
To the Landlord: A fiduciary duty of utmost care, integrity, honesty
and loyalty in dealings with the Landlord.
To Tenant and Landlord: (a) Diligent exercise of reasonable skill and care
in performance of the agent's duties.
(b) A duty of honest and fair dealing and good
faith.
(c) A duty to disclose all facts known to the agent
materially affecting the value or desirability of
the property that are not known to, or within the
diligent attention and observation of, the parties.
An agent is not obligated to reveal to either party any confidential information
obtained from the other party which does not involve the affirmative duties set
forth above.
TENANT'S AGENT
A ▇▇▇▇▇▇'s agent can, with a ▇▇▇▇▇▇'s consent, agree to act as agent for the
Tenant only. In these situations, the agent is not the Landlord's agent, even if
by agreement the agent may receive compensation for services rendered, either in
full or in part from the Landlord. An agent acting only for a Tenant has the
following affirmative obligations:
To the Tenant: A fiduciary duty of utmost care, integrity, honesty
and loyalty in dealings with the Tenant.
To Tenant and Landlord: (a) Diligent exercise of reasonable skill and
care in performance of the agent's duties.
(b) A duty of honest and fair dealing and good
faith.
(c) A duty to disclose all facts known to the agent
materially affecting the value or desirability of
the property that are not known to, or within the
diligent attention and observation of, the parties.
An agent is not obligated to reveal to either party any confidential information
obtained from the other party which does not involve the affirmative duties set
forth above.
AGENT REPRESENTING BOTH LANDLORD AND TENANT
A real estate agent, either acting directly or through one or more associate
licensees, can legally be the agent of both the Landlord and the Tenant in a
transaction, but only with the knowledge and consent of both the Landlord and
the Tenant.
In a dual agency situation, the agent has the following affirmative obligations
to both the Landlord and the Tenant:
(a) A fiduciary duty of utmost care, integrity, honest and loyalty in the
dealings with either Landlord or Tenant.
(b) Other duties to the Landlord and the Tenant as stated above in their
respective sections.
In representing both Landlord and ▇▇▇▇▇▇, the agent may not, without the express
permission of the respective party, disclose to the other party that the
Landlord will accept a rent less than the listed rent or that the Tenant will
pay a rent greater than the rent offered.
The above duties of the agent in a real estate transaction do not relieve a
Landlord or Tenant from the responsibility to protect their own interests. You
should carefully read all agreements to assure that they adequately express your
understanding of the transaction. A real estate agent is a person qualified to
advise about real estate. If legal or tax advice is desired, consult a competent
professional.
--------------------------------------------------------------------------------
We acknowledge receipt of a copy of this disclosure and authorize the type of
agency:
Orion Partners, Ltd. is the agent of:
X Tenant exclusively; or
---
Both the Tenant and Landlord
---
Tenant /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ PRES/CEO Date 10-26-04
---------------------------------- -----------
Tenant Date
---------------------------------- -----------
Agent for Tenant /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
-------------------------
Keegin & Coppin Co., Inc. is the agent of:
X The Landlord exclusively; or
---
Both the Tenant and Landlord
---
Landlord [illegible] Date
--------------------------------- -----------
Landlord Date
--------------------------------- -----------
Agent for Landlord
-----------------------
EXHIBIT D
RULES AND REGULATIONS
1. No sign, placard, picture, advertisement, name or notice shall be installed
or displayed on any part of the outside or inside of the Building without
the prior written consent of Landlord. Landlord shall have the right to
remove, at Tenant's expense, any sign installed or displayed in violation of
this rule. All approved signs or lettering on doors and walls shall be
painted, affixed or inscribed at the expense of Tenant by a person chosen by
Landlord.
2. The directory of the Building will be provided exclusively for the display
of the name and location of tenants, and Landlord reserves the right to
exclude any other names therefrom. Tenant shall pay Landlord's standard
charge for any changes by Tenant.
3. Except as consented to in writing by Landlord or in accordance with Building
standard improvements, no draperies, curtains, shades, screens or other
devices shall be hung at or used in connection with any window or exterior
door or doors on the Premises. No awning shall be permitted on any part of
the Premises. Tenant shall not place anything against or near glass
partitions or doors or windows which may appear unsightly from outside the
Premises.
4. Tenant shall not obstruct any sidewalks, halls, lobbies, passages, exits,
entrances, elevators or stairways of the Building. No tenant and no employee
or invitee of any tenant shall go upon the roof of the Building or make any
roof or terrace penetrations. Tenant shall not allow anything to be placed
on the outside terraces or balconies without the prior written consent of
Landlord.
5. No Tenant shall invite to the Premises, or permit the visit of, persons in
such numbers or under such conditions as to interfere with the use and
enjoyment of the Common Areas of the Building by other tenants.
6. All cleaning and janitorial services for the Building shall be provided
exclusively through Landlord, and, except with the written consent of
Landlord, no person or persons other than those approved by the Landlord
shall be employed by Tenant or permitted to enter the Building for the
purpose of cleaning. Tenant shall not cause any unnecessary labor by
carelessness or indifference to the good order and cleanliness of the
Premises. Landlord shall not in any way be responsible for any loss of
property on the Premises, however occurring, or for any damage to any
Tenant's property by the janitor or any other employee or person.
7. Landlord will furnish Tenant, free of charge, one (1) key to Tenant's suite
entrance for each two hundred fifty (250) rentable square feet of the
Premises. Landlord may make a reasonable charge for any additional keys and
for having any locks changed. Tenant shall not make or have made additional
keys without Landlord's prior written consent, and Tenant shall not alter
any lock or install a new additional lock or bolt on any door of its
Premises without Landlord's prior written consent. Tenant shall deliver to
Landlord, upon the termination of its tenancy, the keys to all locks for
doors on the Premises. If Tenant loses any keys furnished by Landlord,
Tenant shall pay Landlord the cost of rekeying the Premises.
8. If Tenant requires telegraphic, telephonic, burglar alarm or similar
services, it shall first obtain, and comply with, Landlord's instructions
for their installation.
9. The elevators shall be available for use by all tenants in the Building,
subject to reasonable scheduling as Landlord in its discretion shall deem
appropriate. No equipment, materials, furniture, packages, supplies,
merchandise or other property will be received in the Building or carried in
the elevators except between the hours, in the manner and in the elevators
as may be designated by the Landlord.
10. Tenant shall not place a load upon any floor of the Premises which exceeds
the maximum load per square foot which the floor was designed to carry and
which is allowed by law. Tenant's business machines and mechanical equipment
which cause noise or vibration which may be transmitted to the structure of
the Building or to any space therein, and which is objectionable to Landlord
or to any tenants in the Building shall be placed and maintained by the
Tenant, at Tenant's expense, on vibration eliminators or other devices
sufficient to eliminate noise or vibration.
11. Tenant shall not use or keep in the Premises any toxic or hazardous
materials or any kerosene, gasoline or inflammable or combustible fluid or
material other than those limited quantities necessary for the operation or
maintenance of office equipment. Tenant shall not use or permit to be used
in the Premises any foul or noxious gas or substance, or permit or allow the
Premises to be occupied or used in a manner offensive or objectionable to
Landlord or other occupants of the Building by reason of noise, odors or
vibrations. No animal, except seeing eye dogs when in the company of their
masters, may be brought into or kept in the Building.
12. Tenant shall not use any method of heating or air-conditioning other than
that supplied by Landlord, unless ▇▇▇▇▇▇ receives the prior written consent
of Landlord.
13. Tenant shall cooperate fully with Landlord to assure the most effective
operation of the Building's heating and air-conditioning and to comply with
any governmental energy-saving rules, laws or regulations of which Tenant
has actual notice. Tenant shall refrain from attempting to adjust controls
other than room thermostats installed for ▇▇▇▇▇▇'s use.
14. All entrance doors to the Premises shall be left locked when the Premises
are not in use, and all doors opening to public corridors shall be kept
closed except for normal ingress and egress to and from the Premises.
15. Landlord reserves the right, exercisable without notice and without
liability to Tenant, to change the name and street address of the Building.
16. Landlord reserves the right to exclude any person from the Building after
normal business hours, unless that person is known to the person or employee
in charge of the Building or is properly identified. Tenant shall be
responsible for all employees, clients or visitors and shall be liable to
Landlord for all acts of those persons. Landlord shall not be liable for
damages for any error in admitting or excluding any person from the
Building. Landlord reserves the right to prevent access to the Building by
closing the doors or by other appropriate action in case of invasion, mob,
riot, public excitement or other commotion.
17. Tenant shall close and lock the door of its Premises, shut off all water
faucets or other water apparatus and turn off all lights and other equipment
which is not required to be continuously run.
18. The toilet rooms, toilets, urinals, wash bowls and other apparatus shall not
be used for any purpose other than that for which they were constructed, and
no foreign substance of any kind whatsoever shall be placed therein. The
expense of any breakage, stoppage or damage resulting from any violation of
this rule shall be borne by the tenant who, or whose employees or invitees,
shall have caused it.
19. Tenant shall not install any radio or television antenna, loudspeaker or
other device on the roof or exterior walls of the Building. Tenant shall not
interfere with radio or television broadcasting or reception from or in the
Building or elsewhere.
▇. ▇▇▇▇▇▇ has reviewed and approves the physical condition of all systems the
-- Lessee is responsible for maintaining or replacements under the Lease and as
stipulated in the above scope of responsibilities including HVAC, electrical
equipment, lighting, road surfaces, landscaping, sprinkler or other
mechanical or electrical systems within fifteen (15) days of acceptance
hereof.
I. Signage:
-- -------
▇▇▇▇▇▇▇▇ authorizes Tenant to install building sign on the Northwest corner
of the subject building. All signs shall be in compliance with all city
regulations and building motif. Signs and installed at Tenants cost
Agreed by: Lessee: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Date: 10-26-04
----------------------------------- ----------
Agreed by: Lessor: Date:
----------------------------------- ----------