2009/04/10 New Hub Properties, LLC Commercial Lease 29714 Building A Haun R COMMERCIAL LEASE
THIS LEASE is made and entered into this I"day of October, 2008 by and between NEW HUB
PROPERTIES, a Limited Liability Company, as LANDLORD, and CITY OF MENIFEE, as TENANT,
hereinafter respectively referred to as LANDLORD and TENANT,without regard to number or gender.
WITNESSNETH
1. USE. Landlord hereby Leases to Tenant, and Tenant hereby hires from Landlord, for the
purpose of locating its City Hall for the City of N enifee, those cerrtaiu premises with- appurtenances
described as hereinafter set forth.
2.PREMISES. The premises leased to Tenant,together with appurtenances (hereinafter
referred to as the"premises"or the"demised premises')are a freestanding building of approximately
7971 square feet and associated parking spaces, located at 29714 Building A Haun Rd,in the City of
Menifee,.County of Riverside, State of California, as more fully described on Exhibit A,attached and
incorporated here. The premises shall be improved with tenant improvements including but not limited
to all counter space,as specified and agreed upon by Landlord and Tenant and set out on Exhibit B,
attached and incorporated here, and approved and signed by Tenant's City Manager.
A. Temporary Space. As additional consideration for Tenant's entry into this lease, and without
any additional charge of any kind to Tenant,Landlord offers and Tenant accepts temporary office space
made available by Landlord at 29683 Ste. C New Hub Drive, Menifee, California. This office space is
approximately 1683 square feet. Tenant will provide furniture and equipment as needed. Such space
shall be available commencing September 1, 2008, and shall continue to be available until
commencement of the term of this lease pursuant to Article 3 below.
B. As of the date of commencement of the term of this Lease, the premises (including parking)
shall comply with any and all applicable local, state and federal laws and regulations.
3. TERM. The term of this Lease shall be for a period of FIVE (5) year(s). The term hereof
shall commence on the date(after installation of all tenant improvements to the satisfaction of Tenant as
evidenced by Tenant's City Manager's signature on Exhibit B) on which Landlord obtains a certificate
of occupancy for the building. Notwithstanding anything to the contrary, in the event that Landlord has
not obtained a certificate of occupancy by March 1; 2008, Tenant may terminate this lease and it shal_1
be of no further force and effect and neither side shall have any obligation to the other.
Attached hereto and made a part hereof is a Commencement of Lease form containing blanks for
the date of commencement and of expiration of the term. Landlord and Tenant agree that when the
commencement and expiration dates of the term of the Lease are established as provided herein, they
will complete and execute said Commencement of Lease form to reflect such dates.
4. RENT:
A. "Guaranteed Maximum Monthly Rental." Tenant shall pay to Landlord as monthly rental for
the demised premises the sum of ELEVEN THOUSAND NINE HUNDRED FIFTY SIX AND
50/1001S ($11,956.50) per month, which sum shall be paid in advance on the first day of each calendar
month throughout the term(s)of this Lease. Said rental shall commence upon the commencement of the
term of the Lease as set forth in Article 3 hereof. In the event that the teen of this Lease commences
upon any day other than the first day of a calendar month, rental for the fractional month during which
the Lease term commences shall be prorated on a per diem basis (calculated on the basis of a thirty(30)
day month), and paid at the commencement of the Lease term. All rental to be paid by Tenant to
Landlord shall be in lawful money of the United States of America and shall be paid without deduction
or offset except as otherwise prov:ded herein, prior notice or demand, and at such place or places as
may be designated from time to time by Landlord. Any rental paid by check is to be made payable to
AMBER MANAGEMENT,LLC.
B. When the term of this Lease is more than one year, upon each anniversary date of the
commencement of the term of this Lease, the "Guaranteed Maximum Monthly Rental" shall be only be
increased as follows:
(1) Any increase, in Real Estate Taxes over the Real Estate Taxes assessed by the
Riverside County Tax Assessor in the tax year of the first month of term of this
Lease, calculated as a percent of floor space used in relation to the total floor space of
the building(upon which the tax is based),plus,
(2) Any increase in the cost of living index, [based on the U.S. Consumer Price Index for
All Urban Consumers (CPI-U) published by the United States Department of labor,
(in which 1982-84 equals 100)], over the cost of living index for the first month of
the term of this Lease. If said Consumer Price Index is no longer published at the
adjustment date, it shall be constructed by conversion tables included in any new
Index. Since a Lapse of 30 to 60 days can occur before current CPI figures are
published, the CPI calculations shall be made using the most recent CPI-U figures
available at the date of adjustment. Notwithstanding, such increase shall not exceed
3%per year total.
C. Definition of Real Estate Taxes. The term "Real Estate Taxes" as used herein shall be
deemed to mean all taxes imposed upon the real property and permanent improvements, and all
assessments levied against said premises, but shall not include, except as otherwise provided in the next
succeeding paragraph, personal income taxes, personal property taxes, inheritance taxes, or franchise
taxes levied against the Landlord.
If, at any time during the term of this Lease under the laws of the United States Government,
State of California, or any political subdivision thereof, in which the demised premises are situated, a
tax or excise on rent or any other tax, however described, is levied or assessed by any such political
body, as aforesaid described, against Landlord on account of or measured by the rentals payable to
Landlord hereunder, such tax and excise shall be considered for the purposes of this Article 4 and of
Article 8, a REAL ESTATE TAX. In the event and to the extent any tax, is "in lieu of or "in
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substitution of an increase in a Real Estate Tax, such tax shall be for the purposes of tlu-s Article 4 and
or Article 8, be considered a Real Estate Tax.
5. PERSONAL PROPERTY TAXES. During the term hereof Tenant shall pay, prior to
delinquency, all taxes assessed against and levied upon fixtures, furnishings, equipment and all other
personal property of Tenant contained in the demised premises, and when possible, Tenant shall cause
said fixtures, furnishings, equipment and other personal property to be assessed and billed separately
from the real property of Landlord. In the event any or all of the Tenant's fixtures, furnishings,
equipment and other personal property shall be assessed and taxed with the Landlord's real property,the
Tenant shall pay to Landlord its share of such taxes within ten (10) days after delivery to Tenant by
Landlord of a statement, in writing, swatting forth the amount of such taxes applicable to the Te x.:it's
property.
6. PARKING AND COMMON FACILITIES. The demised premises include approximately
41 parking spaces dedicated for the use of the premises, including 4 handicapped spaces, which parking
is considered common area to be maintained by Landlord. NottAthstanding, such parking may not be
used as overflow parking for Building B or any other property owned or controlled by Landlord without
the prior written consent of Tenant. Tenant, for the use and benefit of Tenant, its agents, employees,
customers, licensees and subtenants shall have the non-exclusive right in common with Landlord„ and
other present and future owners of the demised premises to use the following common areas: parking(as
specified above; driveway and sidewalk adjacent to the premises which connect to Building B; trash
bins and enclosure; exterior landscaping and lighting for the premises. Such use shall be during the
entire term of this Lease and any renewal thereof, and shall be only for pedestrian and vehicle ingress
and egress, roadway, sidewalk and automobile parking(as such parking is limited by this Article).
Tenant; in the use of said common and parking areas, agrees to comply with such reasonable
rules and regulations as the Landlord may adopt from time to time for the orderly and proper operation
of said common and parking areas. Such rules may include,but not be limited to,the following: (1)the
restricting of employee parking to a limited, designated area or areas; (2) the regulation of the removal,
storage and disposal of Tenant's refuse and other rubbish at the sole cost and expense of Tenant.
Landlord understands that because Tenant is using the demised premises for its City Hall, it is
important for all common areas to be clean and well-maintained. Therefore,in the event that Landlord
fails to keep such common areas in a clean or maintained condition, Tenant may take any and all actions
necessary to restore such common areas to that condition and thereafter maintain them and may offset
the such costs from any amounts due Landlord hereunder.
7. USES PROHIBITED. Tenant shall not use, or permit said premises,or any part thereof,to
be used for any purposes or purposes other than the purpose or purposes for which said premises are
hereby leased; and no use shall be made or permitted to be made of said premises,nor acts done,which
will increase the existing rate of insurance upon the building in which said premises may be located
(once said rate is established), or cause a cancellation of any insurance policy covering said building or
any part thereof, nor shall Tenant sell or permit to be kept, used or sold in or about said premises any
article which may be prohibited by standard form of fire insurance policies. Tenant shall, at its sole
cost, comply with any and all requirements pertaining to the use of said premises, of any insurance
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organization or company necessary frig the maintenance of reasonable fire and public liability insurance,
covering said building and appurtenances. In the event Tenant's use of the premises,recited in Article 1
hereof, results in a rate increase for the building of which the demised premises are a part, Tenant shall
pay annually, in advance, as additional rent, a sum equal to that of the additional annual premium
occasioned by said rate increase.
8. ALTERATIONS. Tenant shall not make or suffer to be made,any alterations of the
demised premises,or any roof penetration, without the prior written consent of Landlord, and any
additions to, or alterations of, said premises, except moveable furniture and trade fixtures, shall become
at once a part of the realty and belong to Landlord. Landlord may condition its consent to any alteration
upon the agreement of Tenant to remove such alteration prior to the expiration or termination of the
Lease terms. Notwithstanding, Tenant may make minor alternations or repairs to the demised premises
without prior consent when such alternations do not exceed$2500.
9. MAINTENANCE AND REPAIR. This is a modified gross lease.Tenant shall, at all times
during the tern hereof, and at Tenant's sole expense, keep, maintain and repair the interior of the
demised premises in good and sanitary order and condition, including all exterior doors and heating and
air-conditioning. . Landlord shall, at all times during the term hereof, at its sole expense, be responsible
for the maintenance, repair and replace of window casements, glazing, plumbing, pipes, electrical
wiring and conduits. Landlord shall warranty the heating and air-conditioning for the first five years of
this lease. By entering into the demised premises Tenant shall be deemed to have accepted the demised
premises as being in good and sanitary order, condition and repair, and Tenant agrees on the last day of
said term or sooner termination of this Lease to surrender the interior of the demised premises with
appurtenances, in the same condition as when received,reasonable use and wear thereof and damage by
fire, act of God or by the elements excepted. If Tenant refuses or neglects to commence or complete
any repair or maintenance required by Tenant as per this Article 9; Landlord may; but shall not be
required to do so, make or complete the repair and/or maintenance and Tenant shall pay the cost thereof
to the Landlord on demand.
10. COMPLIANCE WITH LAWS. Tenant and Landlord each shall, at its sole cost and
expense, comply with all the requirements of all municipal, state, and federal authorities now in force or
which may hereafter be enforced pertaining to the use of said premises, and shall faithfully observe in
said use all municipal ordinances and state and federal statutes now in force or which shall hereinafter
be in force. The judgment of any court of competent jurisdiction, or the admission of either Landlord or
Tenant in any action or proceeding against one of them, whether Landlord or Tenant be a party thereto
or not, that either has violated any such ordinance or statute in said use, shall be conclusive of that fact
as between the Landlord and Tenant.
Tenant shall not commit or suffer to be committed, any waste on the demised premises.
11. INDEMNIFICATION OF LANDLORD-INSURANCE. Tenant, as a material part of the
consideration to be rendered to Landlord under this Lease,hereby waives all claims against Landlord for
damage to goods, wares and merchandise in, upon, or about said premises and for injuries to persons in
or about said premises, arising under this lease, and Tenant will hold Landlord exempt and harmless
from any damage or injury to any person, or the goods, wares, and merchandise of any person arising
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from the use of the premises by Tenant, or from the failure of Tenant to Keep the premises in good
condition and repair, as herein provided, except as such shall arise from the sole negligence or willful
misconduct of Landlord.
During the term of this Lease, Tenant shall, at the Tenant's sole cost and expense, but for the
mutual benefit of Landlord and Teeiiant, maintain general public liability insurance or self-insurance
against claims for personal injury, death or personal property damage occurring in, upon or about the
demised premises and on any sidewalks directly adjacent to the demised premises. The limitation of
liability of such insurance shall be not less than Two Million Dollars ($2,000,000.00) in respect to each
occurrence of bodily injury or death and to the limitation of not less than One Million Dollars
($1,000,000.00)in respect to property damage. ��11 such policies of insurance or self=insurr#iiee shall be
issued in the name of Tenant. with a certificate naming Landlord as additional insured evidencing such
insurance shall be delivered to the Landlord at the commencement of the Lease term and thereafter,
within thirty (30) days prior to the expiration of the term of each such policy, which shall provide that
not less than ten (10) days written notice shall be given to Landlord prior to the cancellation or
modification of each such policy.
Tenant shall,throughout the entire term of this Lease,maintain in full farce on all of its fixtures,
equipment and merchandise which may be from time to time located in the demised premises, a policy
or policies of fire insurance with a standard form extended coverage endorsement to the extent of at
least eighty percent (80%) of their f01 insurable value. As long as this Lease is in effect, the proceeds,
of any such policy shall be used for the repair or replacement of said fixtures, equipment and
merchandise, and certificates evidencing such insurance shall be delivered to Landlord by Tenant
promptly upon the commencement of the term of this Lease, and thereafter, within thirty(30) days prior
to the expiration of the terms of each such policy. Any such policy of insurance shall contain an express
waiver of any right of subrogation against Landlord, provided that such waiver may be obtained without
the payment of additional consideration.
Landlord shall maintain fire and extended coverage insurance throughout the term of this Lease
with such endorsements and in such amounts as Landlord may from time to time deem necessary
covering the building upon the demised premises and common areas. Landlord shall indemnify, defend
and hold harmless Tenant, its officers, agents, employees and authorized volunteers, from and against
any and all damages,liabilities,claims,demands or costs(including but not limited to attorneys fees for
counsel acceptable to Tenant) arising from Landlord's performance or failure to perform its obligations
hereunder as to the demised premises and common areas.
12. FREE FROM LIENS. Tenant shall keep the demised premises and the property in which
the demised premises are situated, free from any liens arising out of any work performed, material
furnished, or obligation incurred by Tenant.
13. ABANDONMENT. Tenant shall not vacate nor abandon the demised premises at any time
during the term of this Lease, and if Tenant shall abandon,vacate or surrender the demised premises or
be dispossessed by process of law or otherwise, any personal property belonging to Tenant and left on
the demised premises shall be deemed to be abandoned, at the option of Landlord, except such property
as may be mortgaged to Landlord.
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14. SIGNS AND AUCTIONS Tenant may affix and maintain upon the glass panes and
supports of the show windows and within twelve(12) inches of any window and upon the exterior walls
of the building only such signs, advertising placards, names, insignia, trademarks and descriptive
material and shall have first received the written approval of the Landlord as to size, type, color,
location, copy, nature and display qualities, and permitted by the City. Anything to the contrary In this
Lease notwithstanding, Tenant shall not affix any sign to the roof of the building. Tenant may not
display or sell merchandise or allow grocery carts or other similar devices within the control of Tenant
to be stored or to remain outside the defined exterior walls and permanent doorways of the premises.
Tenant further agrees not to install any exterior lighting, amplifiers or similar devices or use in or about
the premises any advertising media which may be heard or seen outside the premises, such as fl aslni An
lights, searchlights, loudspeakers, phonographs or radio broadcasts. Notwithstanding, Tenant may install
lighted City Hall signs on the exterior of the building in the location and form acceptable to Landlord.
Tenant shall not conduct nor permit to be conducted any sale by auction in, upon or from the
demised premises, whether said auction be voluntary, involuntarry, pursuant to any assignment for the
payment of creditors, or pursuant to any bankruptcy or other solvency proceeding, except for an auction
of surplus City property in the regular course of City business.
15. UTILITIES. Tenant shall pay, before delinquency, all charges for interior water,electrical
power, cable, phone and trash. Landlord shall pay for all utilities for the exterior thereof, and such
connections as paid for by Landlord shall be separately metered or otherwise billed directly to landlord.
In the event that Landlord fails to pay such charges for any reason,Tenant may make such payments and
thereafter may offset any such amounts for those owing to Landlord.
16. ENTRY AND INSPECTION. Tenant shall permit Landlord and its agents to enter into
and upon the demised premises with a prior twenty-four (24) hour notice, unless due to an emergency
for the purpose of inspecting the same or for the purpose of maintaining the building in which said
premises are situated, or for the purpose of making repairs, alterations or additions to any other portion
of said building, including the erection and maintenance of such scaffolding, canopy fences and props as
may be required or for the purpose of posting notices of non-liability for alterations, additions, or
repairs, or (if Landlord has complied with the provisions herein providing for Tenant's option to
purchase the premises) for the purpose of placing upon the property in which the premises are located
any usual or ordinary"For Sale" signs. Landlord shall be permitted to do any of the above without any
rebate of rent and without any liability to Tenant for any loss of occupation or quiet enjoyment of the
premises thereby occasioned. Tenant shall permit Landlord, at any time within thirty(30)days prior to
the expiration of this Lease, to place upon said premises any usual or ordinary "For Lease" signs and
during such thirty (30) days period, Landlord or its agents may, during normal business hours, enter
upon said premises and exhibit same to prospective Tenants.
17. DAMAGE AND DESTRUCTION OF PREMISES. In the event of: (a) a partial
destruction of the premises or the building containing the same during the term, or (b) said building
being declared unsafe or unfit for occupancy by any authorized public authority for any reason other
than Tenant's act, use or occupation, which declaration requires repairs to either said premises or said
building, Landlord (except as hereinafter further set forth), shall forthwith make such repairs, provided
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Tenant gives to Landlord thirty (30) days written notice of the necessity therefore and provided further
that such repairs can be made within sixty (60) days after the occurrence of said partial destruction or
after said declaration by any authorized public authority, and provided said repairs can be made within
said time period under the laws and regulations of authorized public authorities, but such partial
destruction (including any destruction necessary in order to make repairs required by any such
declaration) shall in no way annul or void this Lease, except that Tenant shall be entitled to a
proportionate reduction of maximum guaranteed rent while such repairs are being made, such
proportionate reduction to be based upon the extent to which the making of such repairs shall interfere
with the business carried on by Tenant in said premises, and provided that in making such repairs,
Landlord shall be obligated to replace only such glazing as shall have been damaged by fire and other
damaged glazing shall be replaced by Tenant.
Tenant shall continue the operation of its business on the demised premises during any such
period of restoration and repair to the extent reasonably practicable from the standpoint of prudent
business management, and Tenant's obligation to pay rent shall remain in full force and effect. If such
repairs cannot be made within the aforementioned sixty (60) days, Landlord may, at its option, elect to
make same within a reasonable period of time: and provided Landlord uses due diligence in making
such repairs,this Lease shall continue in full force and effect, and the minimum guaranteed rent shall be
proportionately reduced as here-in-above provided. The commencement of such work of repair may be
postponed for a reasonable time to permit Landlord's recovery under any policy of insurance covering
such loss.
In the event the repairs called for here-in-above in this Article cannot be made within the
aforementioned sixty (60) day period and in the event Landlord does not elect to make same using due
diligence and as here-in-above provided, then this Lease may be terminated at the option of either of the
parties, with all rentals to be prorated between Landlord and Tenant as of the date of termination. In
respect to any partial destruction (including any destruction necessary in order to make repairs required
by any such declaration of any authorized public authority), which Landlord is obligated to repair or
may elect to repair under the terms of this Article 17, the provisions of Section 1932, Subdivision (2)
and Section 1933 Subdivision(4)of the Civil Code of the State of California are waived by Tenant.
Total destruction (including any destruction required by any authorized public authority) of
either said premises or the building of which the demised premises are a part,shall terminate this Lease.
Notwithstanding anything contained in this Article 17 to the contrary, in the event of a partial
destruction of said premises or the building containing the same during the last year of the term of this
Lease, or in the event of a partial destruction resulting from a casualty not insured under a standard fire
and extended coverage insurance policy, then, and in either of such events, Landlord shall have the
right,at its option,to terminate this Lease by giving written notice of such termination to Tenant within
forty-five (45) days following such partial destruction, in which event rentals shall be prorated between
Landlord and Tenant as of the date of such termination.
In the event that Landlord elects to repair and restore the demised premises following any
casualty damage, Tenant shall repair and restore or replace all exterior signs, trade fixtures, equipment,
display cases or other installations originally installed by Tenant. Landlord shall have no interest in the
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proceeds of any insurance carried by Tenant on T enant's interest In this Lease, and Tenant shall IL
have no
interest in the proceeds of any insurance carried by Landlord,except as specified in Article 11.
18. ASSIGNMENT AND SUBLETTING. Tenant shall not assign this Lease, or any interest
therein, and shall not sublet the demised premises or any part thereof, or any right or privilege
appurtenant thereto, or permit any other person (uhe agents and servants of Tenant excepted)to occupy
or use the demised premises, or any portion thereof, without first obtaining the written consent of
Landlord. Consent by Landlord to one assignment, subletting, occupation or use by another person shall
not be deemed to be consent to any subsequent assignment, subletting, occupation or use by another
person. Consent to an assignment or subletting shall not release the original named Tenant from
liability for the continued performance of the terms and provisions on the part of Tenant to be kept and
performed, unless Landlord specifically and in writing releases the original named Tenant from said
liability. Any assignment or subletting without the prior written consent of Landlord shall be void and
shall, at the option of Landlord, terminate this Lease. This Lease shall not,nor shall any interest therein,
be assigned, as to the interest of Tenant, by operation of law, without the prior written consent of
Landlord.
Landlord agrees not to withhold its consent to any proposed assignment unreasonably, provided
that such assignment is to a solvent party having a financial strength and business experience equal to or
greater than that of Tenant, as determined by Landlord, and provided that the assignee agrees in writing
to assume the obligations of the Tenant pursuant to this Lease. in a form_-_ satisfactory to Landlord.
Landlord may condition any such consent upon the payment of all reasonable costs and attorneys' fees
incurred by Landlord in connection with any such assignment.
19. DEFAULT. In the event of any breach of this Lease by Tenant, Landlord shall notify the
Tenant in writing of such breach; and Tenant shall have three(3)days in which to cure any such breach
as to payments of rent or other sums due hereunder, and thirty(30) days to cure any other breach, and if
Tenant shall fail to cure such breach or default within such time limit, then Landlord, besides other
rights or remedies Landlord may have subject to the provisions of law applicable to public agencies,
shall have the immediate right to:
A. Immediately terminate Tenant's right to possession of the premises, and repossess the same
by summary proceedings or other appropriate action,and Landlord shall thereupon be entitled to receive
from Tenant all damages specified in California Civil Code Section 1951.2(a), including, without
limitation, the right to receive the worth, at the time of the award, of the amountt by which the unpaid
rent for the balance of the term after the time of award exceeds the amount of such rental loss for the
same period that Tenant proves could be reasonably avoided; all of which damages to the extent specific
in Section 1951.2(a)shall be computed by allowing interest at the maximum rate permitted by law,or
B. Continue this Lease in effect without terminating Tenants right to possession even though
Tenant has breached this Lease and abandoned the premises; and to enforce all of the Landlord's rights
and remedies under this Lease, including the right to recover the rent as it becomes due under this
Lease;provided,however,that Landlord may at any time thereafter elect to terminate this Lease for such
previous breach by notifying Tenant in writing that Tenant's right to possession of the premises has
been terminated.
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In the event that upon a termination of Tenant's right of possession or upon the termination or
expiration of this Lease, Tenant fails to remove from the premises any of Tenant's property located
thereon, which Tenant is entitled or required to remove pursuant to the terms of this Lease, Landlord
shall not be responsible for the care or safekeeping thereof and may remove any of the same from the
demised premises and place the same in storage in a public warehouse at the cost, expense and risk of
Tenant with authority to the warehouseman to sell the same in the event that Tenant shall fail to pay the
cost of transportation and storage, all in accordance with the rules and regulations applicable to the
operation of a public warehouseman's business. Any refusal by public warehouseman to accept personal
property located in the demised premises upon such conditions shall be an unconditional warrant to
Landlord for disposing of the same in any manner Landlord may see fit, and without accountability for
any alleged value thereof.
No waiver of any breach of any of the terms, covenants, agreements, restrictions or conditions of
this Lease shall be construed as a waiver of any succeeding breach of the same or other covenants,
agreements,restrictions and conditions thereof.
Landlord shall take all necessary action to mitigate damages in the event of a default by Tenant.
20. SURRENDER OF PREMISES BY TENANT. The voluntary or other surrender of this
Lease by Tenant, or a mutual cancellation thereof shall_ not work a merger, and shall, at the option of
Landlord, terminate all or any existing subleases or subtenancies, or may, at the option of Landlord,
operate as an assignment to him of any or all of such subleases or subtenancies.
21. SALE OF PREMISES BY LANDLORD. In the event of any sale of the demised premises
by Landlord; Landlord shall be and is hereby entirely freed and relieved of a111'.bility under any send all
of its covenants and obligations contained in or derived from this Lease arising out of any act,
occurrence, or omission occurring after the consummation of such sale; and the purchaser, at such sale
or any subsequent sale of the demised premises shall be deemed, without any further agreement between
the parties or their successors in interest or between the parties and any such purchaser,to have assumed
and agreed to carry out any and all of the covenants and obligations of the Landlord under this Lease.
22. TENANT'S RIGHT OF FIRST REFUSAL: At any time(s) that Landlord, during the
lease term or any extension/renewal thereof, elects to sell the demised premises separately or as part of a
large parcel, (other than to an entity controlled by Landlord) Tenant shall have the right of first refusal
to meet any such offer of sale on the same terms and conditions as such offer. If Tenant does not meet
such offer within 60 days after written notice thereof from Landlord(which notice shall include full and
complete copies of all offer documents and shall give Tenant time to acquire any appraisal as required
by law) Landlord may sell the demised premises to such third person in accordance with the terms and
conditions of the offer.
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2J. ATTORr.7EY'S FEES. III file event either party lulu) It necess�lIy to retain an attollley Ill
connection with the default by the other in any of the agreements or covenants contained in this Lease,
the defaulting party shall pay reasonable attorney fees to said attorney.
In the event of any litigation regarding this Lease, the losing party shall pay to the prevailing
party reasonable attorney fees.
24. LANDLORD PAYING CLAIMS. Should Tenant fail to pay and discharge, when due and
payable, any tax or assessment, or any premium or other charge in connection with any insurance policy
or policies which Tenant is obligated to pay, or any lien out of the repair, alteration, maintenance and
use of the demised premises, as provided for in this Lease, after ten (10) days written notice from
Landlord, then Landlord may, at its option and without waiving or releasing Tenant from any of
Tenant's obligations hereunder, pay any such tax, assessment, lien, claim, insurance premium or charge,
or settle or discharge any action therefore or satisfy any judgment thereon.
All costs, expenses and other sums incurred or paid by Landlord in connection therewith,
together with interest at the maximum rate permitted by law per annum on such costs expenses and
sums from the date incurred or paid by Landlord., shall be deemed to be additional rent hereunder and
shall be paid by Tenant with and at the same time as the next installment of rent hereunder, and any
default therein shall constitute a breach of the covenants and conditions of this Lease.
25. SUCCESSORS IN INTEREST. The covenants herein contained shall, subject to the
provisions as to assignment, apply to and bind the heirs, successors, executors, administrators and
assigns of the parties hereto; and all of the parties hereto shall be jointly and severally liable hereunder.
26. NO C-ONTi_ITl_NG WA ER; No waiver of any term of condition of this Tease shall be a
continuing waiver thereof.
27. FORCE MAJEURE. If either party hereto shall be delayed or prevented from the
performance of any act required hereunder by reason of acts of God, strikes, lockouts, inability to
procure materials, restrictive governmental laws or regulations or other cause without fault and beyond
the control of the party obligated (financial inability excepted), performance of such act shall be
excused for a period of the delay and the period for the performance of any such act shall be extended
for a period equivalent to the period of such delay, provided, however, that assuming Landlord's
continued performance hereunder nothing in this Article 29 contained shall excuse Tenant from the
prompt payment of any rental or other charge required of Tenant hereunder except as may be expressly
provided elsewhere in this Lease.
28. PARTIAL INVALIDITY. If any term, covenant, condition or provision of this Lease is
held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the
provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or
invalidated thereof.
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29. INIARGITNAL CAPlit'NS. The various headings and numbers herein and the groupings of
the provisions of this Lease into separate Articles and paragraphs are for the purpose of convenience
only and shall not be considered a part hereof.
30. TEWE. Time is of the essence of this Lease.
31. SUBORDINATION. Upon the signing of this Lease, Tenant agrees to subordinate his/her
right hereunder to the lien of any first mortgage or first deed of trust to any bank, insurance company,
pension fund or any other lending institution, now or hereafter in force against the land and building of
which the demised premises are a part, and upon any buildings hereafter placed upon the land of which
the demised plemmises are a part, and to all advances made or hereafter to be made upon the security
thereof.
In the event any proceedings are brought for foreclosure, or in the event of the exercise of the
power of sale under any mortgage or deed of trust made by the Landlord covering the demised premises,
in the event that Tenant does not exercise its option to p,—,rchase the property the 'Tenant shall attor n to
the purchaser upon any such foreclosure or sale and recognize such purchaser as the Landlord under this
Lease.
The provisions of this Article to the contrary notwithstanding, and so long as Tenant is not in
default hereunder,this Lease shall remain in full force and effect for the full term hereof.
32. OFFSET STATEMENT. Within ten (10) days after iequest therefore by Landlord, or in
the event that upon any sale, assignment or hypothecation of the demised premises of the land
thereunder by the Landlord, an offset statement shall be required from Tenant and Tenant agrees to
deliver, in recordable form; a certificate addressed to any -such proposed mortgagee or purchaser, or to
the Landlord, certifying that this Lease is in full force and effect and that the term of this Lease has
commenced (if such be the case), that there are no differences or offsets thereto (or stating those
claimed by Tenant), and that Tenant knows of no defaults by Landlord hereunder, (or stating any such
defaults known by Tenant).
33. RELATIONSHIP OF PARTIES. The relationship of the parties hereto is that of Landlord
and Tenant, and it is expressly understood and agreed that Landlord does not, in any way, not for any
purpose, become a partner in the conduct of Tenant's business or otherwise, or a joint venture with
Tenant, and the provisions of this Lease and agreements relating to rent payable hereunder are included
solely for the purpose of providing a method whereby rental payments are to be measured and
ascertained.
34. RIGHTS OF LENDERS. Notwithstanding anything to the contrary in this Lease,Landlord
shall not be in default under any provision of this Lease unless written notice specifying such default is
mailed to Landlord and to all mortgagees and/or trust deed holders of which Tenant has, prior to such
notices, been notified in writing. Tenant agrees that any such mortgagee or trust deed holder shall have
the right to cure such default on behalf of Landlord within thirty(30)calendar days after receipt of such
notice. Tenant further agrees not to invoke any of its remedies under this Lease until said thirty (30)
days have elapsed, or during any period that such mortgagee or trust deed holder is proceeding to cure
11 INl,kg� -
such default with due diligence, or is taking steps with due diligence to obtain the legal right ofen�y as
may be required to cure the default.
35. OPTION TO RENEW. In the event that Tenant shall not then be in default hereunder,
Tenant shall have the right not earlier than one hundred eighty (180) days prior to the date of the
expiration of the tern of this Lease, and not later than ninety(90) days prior to the date of expiration of
the term of this Lease, to renew the term of this Lease for an additional two successive five (5) year
terms from the date of expiration of the term of this Lease as outlined hereinafter. Such election shall
be made by Tenant by serving upon the Landlord a notice in writing to the effect that Tenant elects to
renew and extend the term of this Lease for such extended term. Except for the re-determination of
rental in accordance `..nth this paragraph, all terms and conditions of the original Lease agreement shall
apply to any extended term.
During the extended term of this Lease, Tenant shall pay to Landlord as monthly rental for the
demised premises the monthly rental for the last month of the primary term of this Lease plus Lease
year-end adjustments that would have been made had this Lease not expired (per Article 4 hereof). .
Extended term rental amounts are to be adjusted annually, (adjustments to be made on the same
anniversary date as they were made during the primary term of this Lease), as per Article 4 hereof. The
above sums shall be paid in advance on the first day of each calendar month throughout the term of this
Lease, in the same manner as set forth in Article 4A of this Lease.
36. TENANT'S OPTION TO PURCHASE In addition to and separate from the Option to
Renew set out in Article 35 above,and assuming that Tenant is not in default hereunder,Tenant hereby
is given the option to purchase the demised premises (with all appurtenances) from landlord at the end
of the ninth year of this Lease. Tenant may exercise this option by giving written notice to Landlord not
more than 360 days prier to the date of the expiration of the second terra- of the lease, Such notice may
include a purchase price for the property determined by the Tenant by appraisal. If the Landlord does
not agree to that purchase price,Landlord shall present a separate appraisal to support its purchase price.
If the Tenant and Landlord thereafter through negotiation cannot agree on a purchase price, their
appraisers jointly shall agree upon a third appraiser who shall determine a price. Each party then shall
have 15 days in which to agree to the price. Thereafter, if the parties are in agreement, they will
negotiate the terms of the sale. All expenses in connect with the sale, including but not limited to any
title insurance, fees,escrow or closing costs,shall be equally divided between the parties. Upon closing
and payment of any mortgage,Landlord shall by grant deed convey fee title to Tenant.
This option shall be a covenant running with the land and the demised premises and no
conveyance,transfer,easement or encumbrance of such land shall defeat this option.
Tenant may exercise the Option to Renew separately at the same time as the Option to Purchase
in the event that a purchase does not occur.
37. HOLDING OVER. Any holding over after the expiration of the term of this Lease, with
the consent of Landlord, shall be construed to be tenancy from month to month, cancelable upon thirty
(30) days written notice, and at a minimum monthly rental and upon the terms and conditions as existed
during the last year of the term hereof, or any extensions thereof.
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38. NOTICES. Wherever in this Lease it shall be required or permitted that notice and demand
be given or served by either party to this Lease to or on the other, such notice or demand shall be in
writing and shall be given or served personally, or by fax and shall be deemed to have been duly given
or served when in writing and deposited in the U.S. mail, postage pre-paid, registered, addressed as
follows:
TO LANDLORD:NEW HUB PROPERTIES,LLC
c%AMBER MANAGEMENT,LLC
29826 Haun Rd Ste 305
Menifee,CA 92586
(951)301-8835
Fax: 301-8836
TO TENANT: MENIFEE CITY HALL
29714 Building A Haun Rd
Menifee,CA 92586
Attn: City Manager
Either party may change such address by giving to the other written notice.
39. SCOPE OF AGREEMENT. This Lease,together with any and all exhibits and Addendum
to Lease, attached hereto and executed by Landlord and Tenant, if any, is and shall be considered to be
the only agreement between the parties hereto, and all negotiations and oral agreements acceptable to
both parties are included herein..
IN WITNESS WHEREOF, the parties have duly executed this Lease, together with the herein
referred to Exhibits,if any,which are attached hereto,the day and year first above written.
r
LANDLORD ENA T
By: By:
�,�
ATTEST:
City Clerk
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LETTER OF INTENT
This Letter of Intent is entered into this 27t'day of August,2008,by and between
the CITY COUNCIL-ELECT OF THE CITY OF MENIFEE("City/Tenant")and NEW
HUB PROPERTIES C"Landl_ord").
RECITALS
A. The City of Menifee will incorporate on October 1,2008; and
B. At or even before that time,the new City requires property for its City Hall;
C. After research and negotiation by the Interim City Manager,the Council has
determined to consider a lease with Landlord at the incorporation meeting;
D. The City Council-elect cannot enter into binding commitments at this time but
wishes to memorialize its intention to consider this lease on October 1, 2008
or as soon thereafter as it may be heard.
Now,therefore,the parties agree as follows:
1. On October 1,2008, at its incorporation meeting,or as soon thereafter as it
may be heard,the City Council-elect will consider a lease with Landlord in
the form and content attached and incorporated as Exhibit A here.
2. Staff will recommend approval of such lease.
3. Landlord agrees that it will not lease the property to any other tenant pending
action of the City Council on the lease.
4. The City Council-elect hereby authorizes the Interim City Manager to enter
into this Letter of Intent.
CITY/TENANT LANDLORD
George Wentz By. Amber Management LLC
Interim City Manager
CONFIRMATION OF LEASE INFORMATION
1. LEASE REFERENCE DATE October 1, 2008
2. PREMISES: Menifee City Hall
29714 Building A Haun Rd
Menifee, California
3. COMMENCEMENT DATE:Construction of the Leasehold Improvements are Complete
and the Lease Term shall commence as of April J, 2009, for a term of five (5) years
ending on March 31,2014 unless extended as provided in the Lease.
4. RENT: In accordance with the Lease, Rent began to acre on April 1, 2009, in the
initial amount of$11,956.50 per month. Rent is due and payable in advance on the first
day of each month during the Lease Term.
AGREED and ACCEPTED
LANDLORD TENANT
a
Dated:
Dated: ��5O 17
ATTEST:
k°
City Clerk
EXHIBIT B