2018/09/05 Haun Professional, LLC FY19 City Hall Lease agreement COMMERCIAL LEASE
THIS LEASE, made and entered into this 5th day of September 2018 by and between HAUN
PROFESSIONAL, 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 Menifee, the premises with appurtenances described
herein.
2. PREMISES. The premises Leased to Tenant, together with appurtenances, (hereinafter
referred to as the "premises" or "demised premises") are a freestanding building located at 29844 Haun
Rd, Menifee, CA 92586 and associated parking spaces in the City of Menifee, County of Riverside,
State of California, as more fully described on Exhibit A, attached hereto and incorporated herein by
reference. 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 Ten (10) years ("Term"). The Term
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 D) on which Landlord obtains a certificate
of occupancy for the building. In the event Landlord fails to obtain a certificate of occupancy, Tenant
may terminate this lease and it shall be of no further force and effect.
Attached hereto as Exhibit E 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 Minimum Monthly Rental." Tenant shall pay to Landlord as
monthly rent for the demised premises a sum of TWENTY NINE THOUSAND FORTY AND
NO/100'S ($29,040.00), as detailed in Exhibit B, attached hereto and incorporated herein by reference,
which sum shall be paid in advance on the first day of each calendar month throughout the Term of this
Lease. Said rent shall commence upon the commencement of the Term of the Lease as set forth in
Article 3 hereof. In the event that the Term 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 rent 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
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provided herein, prior notice or demand, and at such place or places as may be designated from time to
time by Landlord. Any rent paid by check is to be made payable to AMBER MANAGEMENT, LLC.
B. Rents not received by Landlord within TEN (10) days of due date shall be subject to a
late payment charge of TEN PERCENT (10%) of the monthly rent.
C. This Lease is what is commonly called a"Net,Net,Net Lease,"it being understood
that the Landlord shall receive the rent set forth in Paragraph 4.A free and clear of any and all other
impositions, Real Estate Taxes, liens, charges or expenses of any nature whatsoever in connection with
the ownership and operation of the Premises. In addition to the rent reserved by Paragraph 4.A, Tenant
shall pay to the parties respectively entitled thereto its pro rata share of all impositions, insurance
premiums, operating charges, maintenance charges, construction costs, and any other charges, costs and
expenses which arise or may be contemplated under any provisions of this Lease during the term hereof.
All of such charges, costs and expenses shall constitute additional rent, and upon the failure of Tenant to
pay any such costs, charges or expenses, Landlord shall have the same rights and remedies as otherwise
provided in this Lease for the failure of the Tenant to pay rent. It is the intentions of the parties hereto
that this Lease shall not be terminable for any reason by the Tenant, except as noted in Section 36 Early
Termination Right, and that Tenant shall in no event be entitled to any abatement of or reduction in rent
payable under this Lease, except as herein expressly provided. Any present or future law to the contrary
shall not alter this agreement of the parties.
D. 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 substitution of an
increase in a Real Estate Tax, such tax shall be for the purposes of this Article 4 and or Article 8
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, setting forth the amount of such taxes applicable to the Tenant's
property.
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6. PARKING AND COMMON FACILITIES. 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 and/or common areas to use
said common and parking areas during the entire Term of this Lease, or any extension thereof, for
ingress and egress,roadway, sidewalk and automobile parking.
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.
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
organization or company necessary for 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 Term. Notwithstanding, tenant may make minor alterations or repairs to the demised premises
without consent when such alterations do not exceed $10,000.
9. MAINTENANCE AND REPAIR. Tenant shall, at all times during the term hereof, and at
Tenant's sole expense, keep, maintain and repair the demised premises in good and sanitary order and
condition, including without limitation, the maintenance, repair and replace of any store front, doors,
window casements, glazing, heating and air-conditioning system, plumbing, pipes, electrical wiring and
conduits. 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 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.
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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, from any cause 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 from the use of the premises under this Lease by Tenant, or from the failure of Tenant
to keep the premises in good condition and repair, as herein provided.
During the Term of this Lease, Tenant shall, at the Tenant's sole cost and expense, but for the
mutual benefit of Landlord and Tenant, 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. All such policies of insurance or self-insurance 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 force 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 full 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,
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and hold harmless Tenant, its officers, agents, employees and authorized volunteers, from and against
any and all damage, 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.
14. SIGNS AND AUCTIONS. Tenant shall not affix any sign on or to the building without
written consent of landlord, with the exception of lighted City of Menifee City Hall signs on the exterior
of the building in a location and form reasonably acceptable to Landlord. 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 flashing lights,
searchlights, loudspeakers, phonographs or radio broadcasts. Notwithstanding Tenant may install
lighted City of Menifee City Hall sign on exterior of the building in the location and form reasonably
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, involuntary, pursuant to any assignment for the
payment of creditors, or pursuant to any bankruptcy or other solvency proceeding, except for an option
of surplus city property in the regular course of city business.
15. UTILITIES. Tenant shall pay, before delinquency, all charges for water, gas, heat,
electricity, power, telephone service and all other services of utilities used in, upon, or about the demised
premises by Tenant or any of its subtenants, licensees, or concessionaires during the Term of this Lease.
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 reasonable 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 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 with prior thirty (30)
days' written notice to Tenant without any rebate of rent and without any liability to Tenant for any loss
of occupation or quiet enjoyment of the premises thereby occasioned, so long as Tenant remains in
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possession and has the ability to use the premises for the purposes contemplated in this Lease. 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
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 minimum guaranteed rent during the entire term of partial destruction or
during the entire term of said building being declared unsafe or unfit for occupancy, such proportionate
reduction to be based upon the extent to which the damage or destruction and subsequent 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 such repairs 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 such repairs
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.
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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 immediately
terminate this Lease and Tenant shall immediately be relieved of its obligation to pay rent.
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, either party shall have the
right, at its option, to terminate this Lease by giving written notice of such termination within forty-five
(45) days following such partial destruction, in which event rents 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
proceeds of any insurance carried by Tenant on Tenant's interest in this Lease, and Tenant shall 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 (the agents and servants of Tenant excepted) to occupy
or use the demised premises, or any portion thereof, without first obtaining the written consent of
Landlord. Consent by Landlord to one assignment, subletting, occupation or use by another person shall
not be deemed to be a 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 parry 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 Landlord, Tenant shall notify
Landlord in writing of such breach, and Landlord shall have three (3) days in which to cure any such
breach. If Landlord shall fail to cure such breach or default within such time limit, then Tenant, besides
other rights or remedies Tenant may have, subject to the provisions of law applicable to public agencies,
shall have the immediate right to terminate the Lease.
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 seven (7) 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
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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 amount 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.
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 after thirty (30) days 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.
20. INSOLVENCY OF TENANT. Tenant agrees that in the event all or substantially all of its
assets be placed in the hands of a receiver or trustee, and in the event such receivership or trusteeship
continues for a period of ten (10) days, or should Tenant make an assignment for the benefit of creditors,
or be adjudicated a bankrupt, or should Tenant institute any proceedings under any state or federal
bankruptcy act wherein Tenant seeks to be adjudicated a bankrupt, or seeks to be discharged of its debts,
or should any involuntary proceedings be filed against such Tenant under such bankruptcy laws and
Tenant consents thereto or acquiesces therein by pleading or default, then this Lease or any interest in
and to the demised premises shall not become an asset in any of such proceedings and in any of such
events, and in addition to any and all rights or remedies of Landlord hereunder or as provided by law, it
shall be lawful for Landlord, at his option, to declare the term hereof ended and to re-enter the demised
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premises and take possession thereof and remove all persons therefrom and Tenant shall have no further
claim hereunder.
21. 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.
22. 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 all liability under any and all
of its covenants and obligations contained in or derived from this Lease arising out of any act,
occurrence, or omission occurring after the consummation of such sale; and the purchaser, at such sale
or any subsequent sale of the demised premises shall be deemed, without any further agreement between
the parties or their successors in interest or between the parties and any such purchaser, to have assumed
and agreed to carry out any and all of the covenants and obligations of the Landlord under this Lease.
In the event that Landlord either now or in the future does not own all of the building or property
annexed thereto, Tenant agrees that it shall have no right to cancel this Lease, reduce or abate rents or
pursue any other remedy for any violation of this Lease by virtue of any act or omission on or with
respect to property owned by Landlord, except as expressly permitted in this Lease.
In the event that Landlord, during the Lease Term, elects to sell the premises, 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 premises to such third person in accordance with
the terms and conditions of the offer.
23. ATTORNEY'S FEES. In the event either party finds it necessary to retain an attorney in
connection with the default by the Tenant in any of the agreements or covenants contained in this Lease,
the other 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
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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.
Should Landlord 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 Landlord 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 Tenant, then Tenant may, at its
option and without waiving or releasing Landlord from any of Landlord'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 Tenant 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 Tenant, shall be deemed to be additional rent hereunder and shall be
credited to 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 CONTINUING WAIVER. No waiver of any term of condition of this Lease 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 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.
29. MARGINAL CAPTIONS. 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. TIME. Time is of the essence of this Lease.
31. SUBORDINATION. Upon the signing of this Lease, Tenant agrees to subordinate his/her
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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 premises 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,
the Tenant shall attorn 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 request 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. EXAMINATION OF LEASE. Submission of this instrument for examination or execution
by Tenant does not constitute a reservation of or an option for Lease, and it is not effective as a Lease or
otherwise until execution and delivery by both Landlord and Tenant.
34. 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, nor 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.
35. 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
default, 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. Except as expressly provided in this Lease, 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 such default with due diligence, or is taking steps
with due diligence to obtain the legal right of entry as may be required to cure the default.
36. EARLY TERMINATION RIGHT. Tenant shall have the right, subject to the provisions of
this Section 36, to terminate this Lease (Termination Right) with respect to the entire Premises as of the
commencement of the 6t" year from the rent commencement date, or any time there after (Early
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Termination Date), so long as Tenant delivers to Landlord (i) a written notice (Termination Notice), of
its election to exercise its Termination Right no less than 6 months in advance of the Early Termination
Date, and (ii) In addition to the Tenants delivery to Landlord of the Termination Notice, an early
termination payment in the amount of the proceeding year's 12 months' rent, shall be paid within 12
months following the surrender of the premises (Early Termination Payment), (iii) Tenant shall pay all
prorated back rent per the Straight Line Rent Structure up to the Early Termination Date pursuant to
Exhibit C, along with the prorated cost (based on the 10 year lease Term) of all Tenant Specific
Improvements provided by Landlord identified in Exhibit D. Tenant shall have 12 months from date of
termination to pay all amounts due. If Tenant timely and properly exercises the Termination Right,
Tenant shall vacate the Premises and deliver possession thereof to Landlord in the condition required by
the terms of this Lease on or before the Early Termination Date and Tenant shall have no further
obligations under this Lease except for those accruing prior to the Early Termination Date and those
which, pursuant to the express terms of this Lease, survive the expiration or early termination of this
Lease.
Notwithstanding the above paragraph, if Landlord re-leases all or part of the premises within 12
months of the Early Termination Date, the early termination payment made by Tenant will be prorated
by the rent amount Landlord receives from a new tenant(s).
37. 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 Term 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 five (5) YEARS 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 with
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 rent for the
demised premises the GREATER OF (1) the monthly rent 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), or (2) the amount equal to the then current market rental value of the space occupied,
at the time of renewal, as determined by independent appraisal prior to Tenant's obligation to extend the
Term of this Lease. 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
extended term of this Lease, in the same manner as set forth in Article 4A of this Lease.
The Security Deposit shall be increased, at the Landlord's option, to an amount equal to not less
than the amount of one month rent (including adjustments as per Article 4 hereof) at the time the Tenant
elects to exercise the Option to Renew.
38. HOLDING OVER. Any holding over after the expiration of the Term of this Lease,
with the consent of Landlord, shall be construed to be a tenancy from month to month, cancelable upon
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thirty (30) days written notice by either party, 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.
39. 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 US mail postage prepaid registered, addressed as follows:
TO LANDLORD: HAUN PROFESSIONAL, LLC
c/o AMBER MANAGEMENT, LLC
29826 Hann Rd Ste 305
Menifee, CA 92587
(951) 301-8835
TO TENANT: MENIFEE CITY HALL
29844 Haun Rd
Menifee, CA 92586
ATTN: City Manager
Either party may change such address by giving to the other written notice.
40. SCOPE OF AGREEMENT. This Lease, together with any and all Exhibits and
Addendum to Lease, attached hereto and executed by Landlord and Tenant, 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.
CITY OF MFNIFE LANDLORD
Armando G. Villa, ity Manager Lyn Gibson
Attest
qSaranwaring, City Clerk 6/ Ronald J. Hart e
A rov d as t Form:
fr .. Melching, ity ttorney
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EXHIBIT A ovm HAUN PROFESSIONAL LLC PROJECT NAME: ? s DDDD
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°W 1ST FLR. REF. CLG. 'IENIFEE,CA 92586 SHELL BUH.IDNO APN#336 380 058,059 -
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MENIFEE,CA 92586 SHELLBUILIDNG APN#3363EI0058,059g=s -9
2ND FLOOR PLAN 951-311-8835 f..951-301-8836 29844 HAUN 4
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1 EXHIBIT A owN HAUNPROFMIONALLLC PROJECT NAME:
i A MIS HAUN ROAD,SU.305 HAUN Medical a' r
2ND FLR. REF. CLG. �"9z566 2 844 HAUN ROAD, ,MENIFEE CA 9258659
111
951-301-8835 fax.951-301A636s
Exhibit B
Modified Rent Structure
Year Monthly
1 $29,040
2 $31,920
3 $35,760
4 $411760
5 $47,760
6 $54,000
7 $581560
8 $681880
9 $751840
10 $80,640
Exhibit C
Straight Line Rent Structure
Year Monthly
1 $48,000
2 $481960
3 $49,920
4 $501880
5 $51,840
6 $521800
7 $531760
8 $54,720
9 $55,920
10 $57,120
EXHIBIT D
STANDARD IMPROVEMENTS
Hann Professional Building H
7-3-18
Lessor shall perform the following scope of work:
Provide a finished Tenant space per Exhibit A to include:
Interior Walls to be 16"o.c. 20 ga. Steel Stud framing and 5/8"drywall with a smooth wall finish ready for paint.
Paint to be a scrub-able eggshell finish. Tenant to choose color.
Interior Doors to be choice of wood grain color plastic laminate, mounted in Timely steel jambs.
Door hardware to be a commercial grade 2 lever style with brushed satin silver finish.
Cabinetry in built-in Break room cabinet location as shown on exhibit A to be a choice of a Standard Range Plastic
Laminate color,European style flush door exteriors with concealed door hinges, white melamine interiors and
"Medibox" or equal drawers. Cabinet counter to be plastic laminate unless otherwise noted. Tenant to choose color
from standard color list.
Plumbing where applicable to include stainless steel sinks and chrome fixtures as per floor plan.
Common Restrooms shall have granite sink counters,tile floors and base, and toilet partitions as shown in floor plan
in exhibit A.
Electrical to meet use requirements. Electrical outlets shall be as needed and specified on final plan."Decor"styled
switches shall be provided. Phone/data conduit and wall ring or box only is provided. (No cabling is provided).
A/C Mechanical and ducting is provided as required. Excluding any data room requirements.
Lighting to be as shown on reflected ceiling plan. Quantity and lighting type and style shall be determined by
reflected ceiling plan in exhibit A and/or approved plans.
Floor covering to be"standard grade"carpet from supplied samples for carpet areas shown on floor covering plan in
exhibit A. Entry Lobby,Elevator Lobbies, Common Hallways and Rest Rooms to be ceramic tile with tile base.
Samples to be provided. Break Room area shall be a VCT the with a vinyl base.
Acoustic ceiling tile is to be Armstrong Second Look 2, (a 2' x 2' look alike)throughout suite.
Drywall ceilings and soffit ceilings shall be as shown on reflected ceiling plan exhibit A.
Signage: Building and monument signage to be allowed subject to City's approval.
Tenant to approve all applicable design materials in advance and approve construction plans.
The following items are excluded and considered not a part of this addendum:
Tenant fixtures, system furniture,chairs,equipment, file shelving, conference tables,desks,displays,art work, any
computers,networking connections, network wiring,phone system,Tenant signage,Floor covering upgrades,Front
public counter and cabinets,conference room cabinets,Council Chambers Diesis,floor electric and data outlets,
interior windows and glass sidelights,Data room air conditioning system, interior CCTV and access control system,
The following Additional Items or work shall be billed at cost as extra.
1
EXHIBIT D CONTINUED
Menifee City Hall Additional Upgraded Tenant Improvements
8-30-18
Tenant Extras & Upgrades Description Each Total
LED recessed lighting in Council seating areas. N/C if recessed lights are N/C
accepted in the T-bar tiles as shown in the reflected ceiling plan attached:
Plumbing of three sinks in downstairs conference rooms and four upstairs
conference room. Breakroom N/C 1,500.00 10,500.00
Provide floor electrical/data box and conduits at each conference room on the
first and second floor. Total of 9. Each: 500.00 4,500.00
Provide 2- 110v, data and backing for TV's in Council Chambers. N/C 1,050.00
Provide 3 downstairs and 4 upstairs-outlets, data and backing for TV's. Each: 150.00
Interior windows and Sidelights. Including 4- 1 hour rated glass windows at
Lobby and hall, 5- integrated groups at 15t flr. &4 integrated groups at 2nd flr. L.S. 12,100.00
Front counter cabinets and all conference room cabinets as per cabinet
elevations attached. Choice of standard grade laminates or colors. L.S. 44,700.00
Granite front counter and granite cabinet counters as shown on cabinet
elevations attached. Group one color Granite: L.S. 30,498.00
Double Doors. Each: 1,000.00 3,000.00
Stand alone IT Server room A/C split units: 2 - 2 ton variable head units with L.S. 6,900.00
remote wifi thermostats. 1 year labor, 12 year parts.
One hour construction for IT Server and City Clerk Storage rooms to include a
one hour"Shaft Wall" ceiling and walls envelope. L.S. 4,000.00
FM200 Fire Suppression system. One control panel for both IT Server room
and City Clerk Storage. Tanks to be located in the 2nd floor janitor room. L.S. 38,000.00
FM200 Inspection Biannual 475.00 Ea Yr.
950.00
Carpet upgrade: See Floor covering plan. Group #1 carpet tiles: 9,246.04
Group #2 carpet tiles: 15,632.48 15,632.48
Group #3 carpet tiles: 17,753.35
2
Relocate 4-Sub-Panels due to restricted access from system furniture: 425.00 1,700.00
Flag Poles 2- 25'- S" dia. (Clear Satin) Installed with footings. L.S. 3,000.00
Flag Pole lights x 2 (Suggest a solar light at each pole) Price ranges from: 100 - $250 500.00
Accent colors at painted walls. (Actual increase in contract amount) L.S. 3,800.00
Sound Insulation in full height walls at conference rooms. 1st flr 4,950.00
2nd flr 4,450.00 9,400.00
Installation of 2-4" conduits from new signal to building MPOE room and 2- 3"
EMT conduits from MPOE to IT Server room. (Incl.hand holes, pull boxes, etc.) L.S. 19,595.00
Restroom partition color upgrade N/C
Provide electrical circuit for building signage: N/C
Redesign of parking at the South front entrance and installation of decorative N/C
concrete to enlarge the patio area in front of the main entrance.
Total: 209,825.48
Exclusions:
• Out-side camera coring or installations
• Mortise Hardware or access control or cabling. Propose using a high quality, Grade II Hager 3500
series Cylindrical Locksets.
• Lobby Wall Treatments or other architectural features that are being figured by FPB Architects.
3
EXHIBIT E
CONFIRMATION OF LEASE INFORMATION
1. LEASE REFERENCE DATE , 2018
2. PREMISES: Menifee City Hall
29844 Haun Rd
Menifee, CA 92586
3. COMMENCEMENT DATE: Construction of the Leasehold
Improvements are Complete and the Lease Term shall commence as
of , for a term of TEN (10) years
ending on unless extended as provided in the
Lease.
AGREED and ACCEPTED
LANDLORD TENANT
Dated Dated