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ARES ASSET MANAGEMENT, LLC
f SU"CE NOT REQUIRED WORD MAY PROCEED N-2025-219 CITY CLERK DATE: AUG 2 U 2025 0'P D C$) K 11itiu16 R odi5"67-(Dz) 4 HUTTON CENTRE Santa Ana, California LEASE AGREEMENT BETWEEN ARES ASSET MANAGEMENT, LLC, a California limited liability company ("Landlord") AND CITY OF SANTA ANA (a California municipal corporation) ("Tenant") 4 HUTTON CENTRE SMRH:4898-2595.6119.5 City of Santa Ana[Police Substation) 072325 92ZK-404113 TABLE OF CONTENTS 1. Basic Lease Information--...................--.......... ........................................................1 2. Lease Grant. ............................................................................... ...................... ...........3 3. Commencement Date; Possession.................................................................................3 4. Rent. ..................................................................................................... ........................5 5. Compliance with Laws; Use................................................................... ........................5 6. Security Deposit--... .....-... ....................... ............................................................5 7. Services. .......................... ...... ............. ........................................................................5 8. Leasehold Improvements. ....................--.......,.............................................................7 9. Repairs and Alterations. .............- .......... ............................... .......................... .......7 10. Use of Electrical Services by Tenant. .............................................................................8 11. Entry by Landlard. ..................................„,.....................................................................8 12. Assignment and Subletting...............................................................................---.....,.8 13. Liens. ...... ...............................................................................8 14, Hazardous Materials.......................................................................................................8 15. Indemnity and Waiver of Claims.....................................................................................9 16. Insurance. .............. ..................................................................................................-9 17. Subrogation..................................................................................................................11 18. Casualty Damage....... ................. .................................................................11 19. Condemnation.............................................. .......................................... ..........--......12 20. Events of Default; Late Fees. ..-...................................................... ................ ..........12 21. Remedies.....................................................................................................................12 22. Limitation of Liability.....................................................................................................14 23. No Waiver. ...................................................................................................................14 24. Quiet Enjoyment........ ................................ ........... ...... ............ ........... ......'114 25. Relocation. .........................................................................................................,..,. ....15 26. Holding Over, ...............................................................................................................15 27, Subordination to Mortgages; Estoppel Certificate-.......................................................15 28. Attorneys' Fees. ...........................................................................................................15 29. Notice - ---- --- ....I. ..............I........ 15 30. Excepted Rights. ..........................................................................................................15 31. Surrender of Premises............................................................... ................................16 ' 32. Signage.......................... ............................................................,,....,......................16 33. Miscellaneous...............................................................................................................16 34. Entire Agreement. ............. .. .......................................................................................18 35. State Law Provisions-,---................................................... ....................... ...........18 4 HUTTON CENTRE SMRR4898-2595-5118,5 city or Santa Ana(Police Substation) 072325 92ZK•404113 2219691.1 TABLE OF CONTENTS XParking--........................................................................................ ..........................18 37. Required Accessibility Disclosure........................................................... .....................19 EXHIBITS Exhibit A (Description of Premises) Exhibit A-1 (Project Elan) Exhibit B (Rules and Regulations) Exhibit C (Space Plan and Schedule of Furniture and Fixtures) 4 HUTTON CENTRE SMRK4B98-2595-6119.5 City of Santa Ana(Pollce Substation) 22196 25,i 92ZK-404113 LEASE AGREEMENT This Lease Agreement (this "Lease") is made and entered Into as of the 15th day of August, 2026, by and between ARES ASSET MANAGEMENT, LLC, a California limited liability company ("Landlord"), and CITY 4F SANTA ANA(a California municipal corporation)("Tenant"). 1. Basic Lease Information. a. "Building" shall mean the building located at 4 Hutton Centre Drive, Santa Ana (South Coast Metro), California 92707. "Project" shall mean that certain office project commonly known as 4 Hutton Centre and located at 4 Hutton Centre Drive, Santa Ana (South Coast Metro), California 92707, including the Building, together with any related land, improvements, parking areas, common areas, driveways, sidewalks, and landscaping. b. "Rentable Square Footage of the Building" is 216,864 rentable square feet in the office portion of the Building. C. "Premises" shall mean the area shown on Exhibit A attached to this Lease, The Premises are located on the first (V) floor of the Building and are designated as Suite 180. The "Rentable Square Footage of the Premises" shall be confirmed upon substantial completion of Landlord's Work. d. "Base Rent": $1,00/year due and payable by the 5"'of January annually. e. "Tenant's Pro Rata Share": Not applicable. f. "Base Year": Not applicable. g "Term": A period of sixty (60)full calendar months with the right to extend for two (2)five- year periods. h. "Commencement Date": Upon substantial completion of Landlord Work. I. "Expiration Gate": The date which is the last day of the full calendar month that is 60 months following the Commencement Date. j. "Landlord Work". Landlord to provide tenant improvements for Suite 180 per attached Plan(as defined in Section_V.(Landlord Work)below)mutually acceptable to Landlord and Tenant, at Landlord's sole cost for all expenditures. Landlord Work to include all furniture and appliances as set forth in Exhibit C, with the exception of telephone and internet cabling/wiring and low voltage wiring, which will be installed by Tenant at Tenant's cost, subject to the terms of Section 9.c. (Alterations) below. k. "Security Deposit": None. 1. "Guarantor(s)": None. M. "Broker(s)": None. n. "Permitted Use": Subject to the terms and conditions of Section 5(Compliance with Laws; Use) below, the Premises shall be used solely as a police substation or for office use for administrative and community outreach purposes and for no other use or purpose. As used herein, "police substation" shall mean the Premises shall be used for office space only. In no event shall the Premises be used in whole or in part as a holding cell, arsenal, munitions 5MR11;4B9©-2595-5119,5 4 HUTTON CENTRE City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691.1 holding facility, laboratory, drug rehabilitation facility, booking station, or police training center(other than any administrative staff training). Tenant,,at its sole cost and expense, shall procure all licenses and permits required for the use or occupancy of the Premises and the business being conducted therein. o. "Notice Addresses": Tenant: CITY OF SANTA ANA Santa Ana Police Department M-97 60 Civic Center Plaza PO Box 1981 Santa Ana, California 92702 Attention: Chief of Police or City Manager Landlord: ARES ASSET MANAGEMENT, LLC c/o Formosa Ltd, 7755 Center Ave, Suite 1275 Huntington Beach, CA 92647 Attention: Joe C. Wen and ARES ASSET MANAGEMENT, LLC c/o Cushman &Wakefield 4 Hutton Centre, Suite 440 Santa Ana, California 92707 Attention: Carolyn Killion, General Manager Rent(defined in Sectlon 4.a below)is payable to the order of ARES ASSET MANAGEMENT c/o Cushman &Wakefield, LLC at the following address: 4 Hutton Centre Drive, Suite 440 Santa Ana, CA. WIRE TRANSFER PAYMENTS, US Dollar wires should be sent to: JPMorgan Chase Bank, N.A. 383 Madison Avenue New York, NY 10017 - SWIFT#CHASUS33 (optional for Domestic wire transfers) Account Number— 000000741847880 Checking For Account of-ARES ASSET MANAGEMENT, LLC ACH PAYMENTS: ACH transfers should be sent as follows: JPMorgan Chase Bank, N.A. 383 Madison Avenue 3MRii;4tl9a-2595-6119,5 -2- 4 HUTTON CENTRE City of Sonia Ana(Police Substation) 472325 92ZK-404113 2219691.1 New York, NY 10017 ABA#- 322271627 Account.Number— 000000741847880 Checking For Account of-ARIES ASSET MANAGEMENT, LLC CHECK PAYMENTS: Please make the check payable to "Ares Asset Management, LLC" and hand deliver check to Suite 440 at the Building, c/o Cushman &Wakefield. P. "Business Day(s)" are Monday through Friday of each week, exclusive of New Year's Day, Presidents' Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, Christmas Day and, at Landlord's discretion, other nationally recognized holidays ("Holidays"). Landlord may designate additional Holidays. q. "Landlord Work" means the work that Landlord Is obligated to perform in the Premises pursuant to Section 3.f(Landlord Work) below. r. "Law(s)" mean all applicable statutes, codes, ordinances, orders, rules and regulations of any municipal or governmental entity. S. "Normal Business Hours" for the Building are 8:00 a.m. to 6:00 p.m. on Business Days, and 9:00 a.m, to 1:00 p,m. on Saturday, except for the date of observation of Holidays, and at Landlord's discretion, other state and nationally recognized holidays selected by Landlord. t. "Property" means the Project and the parcel(s) of land on which it is located and, at Landlord's discretion, the parking areas, and other buildings and improvements located within the Project in which the Building is a part or otherwise serving the Building, if any, and the parcel(s)of land on which they are located. U. Parking During the Term, Tenant shall have the right to use three (3) reserved parking spaces (the "Reserved Spaces") in the Parking Facilities (as defined in Section 36 (Parking) below), as may be designated by Landlord from time to time, which Reserved Spaces shall currently be located in the round about as depicted on the Project Plan attached hereto as Exhibit A-1, and the right to use one (1) unreserved parking space located in the loading dock area on a first come, first serve basis. Tenant shall not be charged a monthly fee for Tenant's use of the Reserved Spaces or Unreserved Spaces. Tenant's use of the Reserved Spaces and the Unreserved Spaces shall be subject to the terms and conditions of Section 36 (Parking) of this Lease. 2. Lease Grant. Landlord leases the Premises to Tenant and.Tenant leases the Premises from Landlord,_tog ether with the right in common with others to use any portions of the Property that are designated by Landlord from time to time for the common use of tenants and others,such as sidewalks, unreserved parking areas, common corridors., foyers, restrooms, vending areas and lobby areas and any areas designated as common areas in any recorded covenants, conditions and restrictions or declaration, as the same may be amended (the "Common Areas"). 3. Commencement Date; Possession. a. Commencement Date, The Terra of the Lease shall be as set forth In Section 1.a above, commencing on the Commencement Date (as set forth in Section 1.h above) and expiring 4 HUTTON CENTRE SMFtM:4898-2595-8119.E �� City of Santa Ana(Police Substation) 072326 92ZK-404113 2219691.1 on the Expiration Bate (as set forth in Section_1.i above), subject to earlier termination, if applicable, in accordance with the terms of this Lease. Landlord will confirm the Commencement Date by written notice to Tenant. From and after the expiration of the initial Term, Tenant's occupancy shall continue on a month-to-month basis, and either Landlord or Tenant may terminate this Lease at any time upon the delivery of written notice to the other party at least thirty(30)days in advance of the date on which such party intends this Lease to so terminate, Notwithstanding anything to the contrary contained herein, unless otherwise agreed to by the parties in writing, any such termination must occur at the end of the subject calendar month. b. Possession. Subject to Landlord's obligation to cause the Landlord Work to be completed pursuant to Section V(Landlord Work) below, the Premises are accepted by Tenant in its "AS-IS" condition and configuration without any representations or warranties by Landlord. Landlord shall not be liable for any failure to deliver possession of the Premises or any other space due to the holdover or unlawful possession of such space by any party, In such event, the Commencement Date for such space shall be postponed until the date Landlord delivers possession of the Premises to Tenant free from occupancy by any party. C. Confirmation of Commencement Date. (intentionally Omitted), d. Early Access Period. Tenant may access the Premises prior to the Commencement Date for the purpose of the installation of Tenant's furniture, fixtures and equipment therein, subject to and In accordance with the terms of this Section 3.d (Early Access Period) and such early access period may be referred to herein as the"Early Access Period". Tenant's entry into the Premises during the Early Access Period shall be subject to (1)full execution and delivery of this Lease, and (ii) Landlord's receipt of insurance certificates evidencing that Tenant is carrying the insurance required to be carried by Tenant pursuant to the terms of Section 16 of this Lease, and. all of the terms and conditions of this Lease shall apply, provided that, Tenant shall not commence business operations from the Premises until the occurrence of the Commencement Date. During the Early Access Period,Tenant shall pay to Landlord all sums and charges required to be paid by Tenant under this Lease (such as charges for additional services provided to the Premises so occupied, pursuant to Section 7 of this Lease), and Tenant's access shall be subject to all applicable Laws, regulations and codes then in place governing such occupancy and use. Subject to the foregoing, during such Early Access Period, Tenant shall be liable to Landlord for any damage to any portion of the Premises, caused by Tenant or any of Tenant's employees, agents, contractors, consultants,workmen, mechanics, suppliers and invitees. In addition, Tenant shall hold Landlord harmless from and Indemnify, protect and defend Landlord against any loss or damage to the Building or the Premises and against injury to any persons caused by Tenant's entry during the Early Access Period. e. Measurement. The Rentable Square Footage of the Building and the Rentable Square Footage of the Premises are approximately as set forth in Section 1.b and Section 1.c _... -. _ --above,- f. Landlord Work. Landlord, at its sole cost and expense, and using Building standard colors, methods, materials and finishes, shall cause the following improvements to be performed within the Premises (collectively, the "Landlord Work"): Construct Suite 180 per a space plan mutually agreed upon by Landlord and Tenant (the "Plan"), and (ii) provide furniture and accessories as noted in the schedule attached hereto as Exhibit C(Plan and Schedule of Furniture and Fixtures). 4 HUTTON CENTRE SMRH.4898-2595-6119.5 -�y City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691,1 4. Rent. a. Payments,. Annual payment is due January 5fh of each year, b. Payment of Tenant's Pro Rata Share of Increases of Expenses and Taxes. (Intentionally Omitted) C. Expenses Defined, (Intentionally Omitted) d. Taxes Defined. (Intentionally Omitted) e. Tenant's Pro Rata Share of Expenses and Taxes. (Intentionally Omitted) f. Allocation of Proiect Expenses,and Taxes, (Intentionally Omitted) 5. Compliance with Laws; Use, The Premises shall be used only for the Permitted Use and for no other use whatsoever. Tenant shall not use or permit the use of the Premises for any purpose which is illegal, dangerous to persons or property or which, in Landlord's reasonable opinion, unreasonably disturbs any other tenants of the Building or interferes with the operation of the Building. Tenant shall comply with all Laws, including the Americans with Disabilities Act ("ADA"), regarding the operation of Tenant's business and the use, condition, configuration and occupancy of the Premises and will, throughout the Term, promptly take all actions necessary to comply with such Craws, Tenant, within ten (10) days after receipt, shall provide Landlord with copies of any notices it receives regarding a violation or alleged violation of any Laws, Tenant acknowledges that this Lease shall be subject to, and Tenant shall comply with, ail recorded covenants, conditions and restrictions and the provisions of all ground or underlying leases, now or hereafter affecting the Property, and any failure to d❑ so shall constitute a material breach by Tenant hereunder. Tenant shall comply with the rules and regulations of the Building attached hereto as Exhibit B and such other reasonable rules and regulations adopted by Landlord from time to time. Tenant shall also cause its agents, contractors, subcontractors, employees, customers, and subtenants to comply with all rules and regulations. Landlord shall not knowingly discriminate against Tenant in Landlord's enforcement of the rules and regulations. Without limiting the generality of the foregoing, Landlord confirms that it shall cause the Common Areas of the Property to comply with applicable Laws and regulations relating thereto (including, without limitation, the ADA) unless and to the extent the necessary alteration or improvement. is triggered due to Tenant's particular use of, or activities or work in, the Premises. Tenant acknowledges and agrees that Tenant's use of the Premises shall not include, and neither the Premises nor any portion of the Project shall be used for, the use, growing, producing, processing, storing (short or long term), distributing, transporting, or selling of cannabis, cannabis derivatives, or any cannabis containing substances (collectively, "Cannabis"), or any office uses related to the same, nor shall Tenant permit, allow or suffer, any Tenant Related Party to bring any Cannabis onto the Premises or any portion of the Project. Without limiting the foregoing,the prohibitions in this paragraph shall apply to all Cannabis, whether such Cannabis is legal for any purpose whatsoever under state or -_-__--feder_a1law. _.ar_both. 6. Security Deposit. (Intentionally Omitted) 7. Services. a. Services to be Furnished by Landlord. Landlord agrees to furnish, at Landlord's sole cost and expense unless otherwise set forth in this Lease, Tenant with the following services: (1)water service for use In the lavatories on each floor on which the Premises are located; 4 HUTTON CENTRE 8MRH:4898.2595-6119,5 _5_ City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691.1 i I i (2)heat and air conditioning in season during Normal Business Hours,at such temperatures and in such amounts as are standard for comparable buildings or as required by governmental authority; Tenant, upon such advance notice as is reasonably required by Landlord, shall have the right to receive HVAC service during hours other than Normal Business Hours, provided Tenant shall pay Landlord the standard charge for the additional service as reasonably determined by landlord from time to time, the current hourly cost, which is subject to increase in Landlord's reasonable discretion,is$75.00 per hour per zone within the Premises (subject to a two(2)hour minimum on Sundays); (3) maintenance and I repair of the Property as described In Section 9.b below; (4) janitorial service for the Common Areas on Business Days, provided If Tenant's use, floor covering or other Improvements require special services in excess of the standard services for the Building, ; Tenant shall pay the additional cost attributable to the special services;(6)elevator service; (6) Building standard electricity to the Premises for general office use, in accordance with and subject to the terms and conditions in Section 10 below;and(7)such other services as Landlord reasonably determines are necessary or appropriate for the Property. F b. Interruption of Service. Landlord's failure to furnish, or any interruption or termination of, services due to the application of Laws, the failure of any equipment, the performance of j repairs, improvements or alterations, or the occurrence of any event or cause beyond the reasonable control of Landlord shall not render Landlord liable to Tenant, constitute a I constructive eviction of Tenant, give rise to an abatement of Rent, nor relieve Tenant from the obligation to fulfill any covenant or agreement. C. Compliance With Energy fttgWlons. Tenant acknowledges that Landlord and/or Tenant may from time to time be requested or required to obtain, report and/or disclose certain energy consumption information with regard to the Premises, which may Include, without limitation, benchmarking data for the U.S. Environmental Protection Agency's ENERGY ' STAR@ Portfolio Manager and information relating to compliance with "green building" initiatives,including,if applicable,the Leadership in Energy&Environmental Design(LEED) certification program. Tenant shall throughout the Term of this Lease, comply with all Federal, State or local Laws, rules and regulations relating to consumption of utilities, energy or energy efficiency (as they may be in enacted or In effect from time to time, "Energy Regulations"), and Tenant shall, upon request by Landlord or Landlord's lender, deliver and/or disclose such Information regarding the consumption of utilities at the Premises as may be required to comply with applicable Energy Regulations. Further, Tenant authorizes Landlord to disclose such information and data regarding the Premises as may be requested or required from time to time to comply with Energy Regulations, d. Janitor al Service for the Premises. landlord shall be solely responsible, at Landlord's sole cost and expense,for(1)performing all janitorial services,trash removal and other cleaning of the Premises, and (11) replacement of all light bulbs, lamps, starters and ballasts for lighting fixtures within the Premises, all as appropriate to maintain the Premises in a first- j class manner consistent with the first-class nature of the Building and the Project. Such services to be{provided by Landlord shall be performed Monday through Friday,as required, or when occupied, e. Building Access. So long as Tenant complies with the terms of this Lease and any rules and regulations that Landlord may deem necessary or desirable for the safety and security of the Project, the Building or the Premises, Tenant shall have access to the Building and the Premises 24 hours per day, 7 days per week, subject to full or partial closures which may be required from time to time for construction, maintenance, repairs, actual or threatened emergency or other events or circumstances which make it reasonably necessary to temporarily restrict or limit access. -6- 4 HUT TON CENTRE 6MRH:A898-2595-8119.8 City of Santa Ana(Poiloe Substation) =325 92ZK-404113 zxt9s91.1 i 1 8. Leasehold Improvements. j I All Improvements to the Premises (collectively, "Leasehold Improvements") shall be owned by Landlord and shall remain upon the Premises without compensation to Tenant. j S. Repairs and Alterations. a. Tenant's Repair Obli atp ions. Tenant shall keep the Premises in good condition and repair, I reasonable wear and tear excepted, and in accordance with Law (including, without limitation, California Energy Cade, Title 24). If Tenant trails to make any repairs to the Premises for more than ten (10) days after notice from Landlord (although notice shall not be required If there is an emergency), Landlord may make the repairs,and Tenant shall pay the reasonable cost of the repairs to Landlord within thirty (30) days after receipt of an invoice therefor, together with an administrative charge in an amount equal to ten percent (10%)of the cost of the repairs. b. Landlord's Repair Obligations. Landlord shall keep and maintain in good repair and working ' order and make repairs to and perform maintenance upon: (1) structural elements of the Building; (2) mechanical (including HVAC), electrical, plumbing and fire/life safety systems serving the Building In general;(3)Common Areas; (4)the roof of the Building; (5)exterior windows of the Building; and (6) elevators serving the Building. Landlord shall promptly make repairs (considering the nature and urgency of the repair) for which Landlord is responsible. if and to the extent the need for such maintenance and/or repairs are caused by the negligence or willful misconduct of Tenant or any Tenant Related Partles, Tenant shall, as Rent, reimburse Landlord for all costs and expenses reasonably Incurred by Landlord for such maintenance and/or repair within thirty(30)days after receipt of an invoice therefor,together with an administrative charge in an amount equal to ten percent(10%) of the cost of the repairs. - i C. Alterations. Tenant shall not make alterations, additions or improvements to the Premises or install any cable or wiring in the Premises or other portions of the Building (collectively referred to as "Alterations")without first obtaining the written consent of Landlord in each instance,which consent shall not be unreasonably withheld or delayed. d. Addltlonal Tenant Security Systems. Subject to Landlord's prior written approval of Tenant's plans, including access to any wiring channels and the roof, and the terms and conditions of this lease regarding Alterations to the Premises,Tenant shall be permitted at its sale expense to Install or utilize its own security measures (such as a security system), so long as such systems, and install its own wiring and cabling for phone and internet services, provided that such services are oompaiible with Building systems, if connected thereto. Tenant shall provide Landlord with reasonable means of accessing all areas of the Premises in the event of an emergency,Including,without limitation,providing Landlord with master pass keys and bypass mechanisms for electronic doors. landlord shall have no obligation to provide any cleaning or janitorial service to any areas which are not generally i accessible to landlord and its cleaning contractors. If Landlord determines in its sole discretion that an emergency in the Building or the Premises requires Landlord to gain access to Tenants Premises, Tenant hereby authorizes Landlord to take such action as may be necessary to gain access, Including to forcibly enter the Premises If it is not otherwise generally accessible. In such event, landlord shall have no liability whatsoever to Tenant as a result of such forced entry, and Tenant shall pay all costs and expenses for repairing or reconstructing any entrance, corridor, door or other portions of the Building or the Premises and shall also be responsible for any and all damage to the Building arising out of or resulting from any delay or difficulty in accessing the Premises. Notwithstanding the foregoing, in no event shall Landlord be liable for personal Injury, property damage or 4 HUTTON CENTRE Si�1RH:4898-2596-6119,E _� City of Santa Ana(Police substation) 072326 92ZK-404113 2219691.1 any other losses or damage for any error or failure of the security access measures in place at the Building from time to time. 10. Use of Electrical Services by Tenant. (Intentionally Omitted) 11. Entry by Landlord. Landlord may enter the Premises to inspect or show the Premises, to clean and make repairs, alterations or additions and to perform or facilitate maintenance, repairs, alterations or additions to any portion of the Building. Except in emergencies or to provide Building services, Landlord shall provide Tenant with reasonable prior written notice of entry. Entry by Landlord shall not constitute a constructive eviction or entitle Tenant to an abatement or reduction of Rent. 12. Assignment and Subletting. Tenant may not assign or transfer this Lease or sublet any part of the Premises without Landlord's prior written consent,which consent may be withheld in Landlord's sole and absolute discretion. 13. Liens. Tenant shall not permit mechanic's or other liens to be placed upon the Property, the Premises or Tenant's leasehold interest in connection with any work or service done or purportedly done by or for benefit of Tenant. If a lien is so placed, Tenant small, within ten (10) days of notice from Landlord of the filing of the lien, fully discharge the lien by settling the claim which resulted in the lien or by bonding or Insuring over the lien in the manner prescribed by the applicable lien Law. if Tenant fails to discharge the lien, then, in addition to any other right or remedy of Landlord, Landlord may bond or insure over the lien or otherwise discharge the lien. Tenant shall reimburse Landlord for any amount paid by Landlord to bond or insure over the lien or discharge the lien, including, without limitation, reasonable attorneys' fees(if and to the extent permitted by Law)within thirty(30)days after receipt of an Invoice from Landlord. In addition, upon completion of any alterations which require Landlord's prior approval, Tenant agrees to cause a Notice of Completion to be recorded in the office of the Recorder of the County of in which the Project is located in accordance with Section 8182 of the Civil Code of the State of California or any successor statute, 14. Hazardous Materials, California Law requires landlords to disclose to tenants the existence of certain Hazardous Materials (hereinafter defined). As used herein, "Hazardous Materials" means any chemical, substance, material, controlled substance, object, condition, waste, living organism or combination thereof, whether solid, semi-solid, liquid or gaseous, which is or may be hazardous to human health or safety or to the environment due to its radioactivity, ignitability, corrosivity, reactivity, explosivity, toxicity, carcinogenicity, _mutagenic€ty_,---P—b t toxlci yJnfectio sness or_other___h.armfuL_or_potentially__harmful_pr_operties or— .effects,.-including, without limitation, tobacco smoke, petroleum and petroleum products, asbestos, radon, polychlorinated biphenyls (PCBs), refrigerants (including those substances defined in the Environmental Protection Agency's "Refrigerant Recycling Rule", as amended from time to time) and all of those chemicals, substances, materials, controlled substances, objects, conditions, wastes, living organisms or combinations thereof which are now or become in the future listed, defined or regulated in any manner by any Laws, rules or regulations governing Hazardous Materials based upon, directly or indirectly, such properties or effects. Accordingly, the existence of gasoline and other automotive fluids, asbestos containing materials, maintenance fluids, copying fluids and other office supplies and equipment, certain construction and finish materials, tobacco smoke, cosmetics and other personal items must be disclosed. Gasoline and other automotive fluids are found In the parking areas of the Property. Cleaning, lubricating 4 HUTTON CENTRE SMRH:4898-2595.6119.5 City of Santa Ana(Pollee substation) 072325 92ZK-404113 2219691A and hydraulic fluids used In the operation and maintenance of the Project are found in the utility areas of the Project not generally accessible to Project occupants or the public, Many Project occupants use copy machines and printers with associated fluids and toners, and pens, markers, inks, and office equipment that may contain Hazardous Materials. Certain adhesives, paints and other construction materials and finishes used in portions of the Project may contain Hazardous Materials, The Project may from time to time be exposed to tobacco smoke. Project occupants and other persons entering the Project from time to time may use or carry prescription and non-prescription drugs, perfumes, cosmetics and other toiletries, and foods and beverages,some of which may contain Hazardous Materials. By Its execution of this Lease, Tenant acknowledges that the notice set forth hereinabove shall constitute the notice required under California Health and Safety Code Section 25915.5. Tenant shall not engage in any activity on or about the Premises or the Project that violates any Laws governing Hazardous Materials, and shall promptly, at Tenant's sole cost and expense, take all investigatory and/or remedial action required or ordered by any governmental agency or Law governing Hazardous Materials for clean-up and removal of any contamination involving Hazardous Material created or caused by Tenant or any Tenant Related Parties. 15. Indemnity and Waiver of Claims, Tenant hereby waives all claims against and releases Landlord and its trustees, members, principals, partners, officers, directors, employees and agents (the "Landlord Related Parties") from all claims for any injury to or death of persons, damage to property or business loss in any manner related to (a) acts of God, (b) acts of third parties, or (c) any matter outside of the reasonable control of Landlord. Except to the extent caused by the negligence or willful misconduct of Landlord or any landlord Related Parties, Tenant shall indemnify, defend and hold Landlord and Landlord Related Parties harmless against and from all liabilities, obligations, damages, penalties, claims, actions, costs, charges and expenses, including,without limitation, reasonable attorneys'fees and other reasonably necessary professional fees (if and to the extent permitted by Laws), which may be imposed upon, incurred by or asserted against Landlord or any of the landlord Related Parties by any third party and arising out of or in connection with any damage or injury occurring in, on or about the Premises or any acts or omissions (including violations of Laws) of Tenant and its trustees, members, principals, partners, officers, directors, employees, and agents (the "Tenant Related Parties") or any of Tenant's transferees, contractors or licensees. 16. Insurance. a, Tenant's Insurance. Tenant shall obtain and maintain throughout the Term the following insurance ("Tenant's Insurance"): 1. Commercial General Liability Insurance, on an occurrence basis, insuring bodily injury and property damage including the following divisions and extensions of coverage: Premises and Operations; Owners and Contractors protective; blanket contractual liability(including coverage for Tenant's indemnity obligations under this Lease); and products and completed operations. Such insurance must have the following minimum limits of liability: $2,000,000.00 Per Occurrence, $2,000,000.00 General Aggregate, $2,000,000,00 Personal and Advertising Injury — Per -Occurrence,$2;000;000.00 Products-and-Completed-Operations Aggregate: --- 2. Property Insurance, written on an "All Risk" or Special Form Perils, with coverage for broad form water damage including earthquake sprinkler leakage and pollution coverage for damage caused by heat, smoke or fumes from a hostile fire, at full replacement cost value (without deduction for depreciation) and with a replacement cost endorsement covering all of Tenant's business and trade fixtures, equipment, movable partitions, furniture, merchandise and other personal property within the Premises("Tenant's Property')and any Leasehold Improvements performed by or for the benefit of Tenant -9- 4 HUTTON CENTRE ! SMRK4898-2595-6119,5 City of Santa Ana(Police Substation) 221969 51 92ZK-404113 3, Extra Expense, Loss of Income or Property/Business Interruption Insurance, in such amounts as will reimburse Tenant for direct or indirect loss of earnings attributable to all perils included within "All Risk" coverage or otherwise commonly insured against by prudent tenants or attributable to prevention of access to the Premises, Tenant's parking areas or to the Building as a result of such perils, with such coverage to extend to actual loss sustained subject to a minimum of one (1) year loss of Rental Value, including Extra Expense as needed to reduce the period of restoration after the loss. 4. Workers' Compensation Insurance as required by Laws and in amounts as may be required by applicable statute and Employers Liability Coverage of at least $1,000,000.00 per occurrence, and containing a waiver of subrogation endorsement in favor of Landlord, 5. Commercial Automobile Liability Insuring bodily injury and property damage arising from all owned, non�owned and hired vehicles, if any, with minimum limits of liability of$1,000,000.00 per accident, 6. With respect to improvements or alterations performed by Tenant within the Premises, Builder's Risk insurance or an Installation Floater. b. General Requirements. Insurance shall be maintained through a program of Self-insurance. If Insurance is procured through commercial insurance policies, Any company writing Tenant's Insurance shall have an A.M. Best rating of not less than A:X and shall be licensed to issue insurance coverage in the State of California. All Commercial General Liability Insurance policies shall(1) name Landlord (or Its successors and assignees),the managing agent for the Building (or any successor), and their respective members, principals, partners, officers, directors, employees, and agents as additional Insureds. All policies of Tenant's Insurance shall contain an unqualified thirty (30) days' advance written notice of any cancellation, termination, material change or lapse of insurance, No policy required hereunder shall contain a co-insurance clause and all policy deductibles shall be acceptable to Landlord. Tenant shall provide Landlord with a certificate of insurance evidencing all insurance required to be carried by Tenant hereunder (including evidence of all required endorsements and additional insured coverage as noted above) at least fifteen(15) days prior to the earlier to occur of the Commencement date or the date Tenant is provided with possession of the Premises, and thereafter as necessary to assure that Landlord always has current certificates evidencing Tenant's Insurance. If any such initial or replacement policies or certificates are not furnished within the time(s) specified herein, Tenant shall be deemed to be in material Default under this Lease without the benefit of any additional notice or cure period provided in Section 20 below, and Landlord shall have the right, but not the obligation,to procure such policies and certificates at Tenant's expense, and Tenant shall pay the cost thereof within ten (10)days following Landlord's submission of an invoice therefor. In no event shall the limits of any insurance policy obtained by a Tenant be considered-to-limit-tile-liability of Tenant under#his-Lease. --- ---- - -- c. Self-insurance. Tenant may comply with Tenant's insurance obligation set forth in this Section 16 by submittal of a Certificate of Self-insurance, d, Landlord's Insurance. Landlord shall obtain and maintain throughout the Term the following insurance ("Landlord's Insurance"):. 1. Commercial General Liability insurance, on an occurrence basis, insuring bodily Injury and property damage including the following divisions and extensions of coverage: Premises and Operations; Owners and Contractors protective; and -10- 4 HUTTON CENTRE SIARH;4898-2595-6119.5 City or Santa Ana(Police substation) 072326 92ZK-404113 2219691.1 blanket contractual liability. Such insurance must have the following minimum limits of liability: $2,000,000 per occurrence, $2,000,000 policy aggregate, $2,000,000 Personal and Advertising injury — per occurrence, $2,000,000 Products and Completed Operations Aggregate. 2. Property insurance, written on an"All Risk"or Special Form Perils with coverage for broad form water damage including earthquake sprinkler leakage and pollution coverage for damage caused by heat, smoke or fumes from a hostile fire, at full replacement cost value (without deduction for depreciation) and with a replacement cost enforcement covering all of the Building, Premises and Property (Landlord's Property). 3. Worker's Compensation insurance as required by California statute and Employer's Liability coverage of at least $1,000,000 per accident, disease, employee, containing a waiver of subrogation endorsement in favor of Tenant. 17. Subrogation. Landlord and Tenant hereby waive and shall cause their respective insurance carriers to waive any and ail rights of recovery against the other for any loss or damage to person with respect to Tenant's Property, Leasehold Improvements, the Building, the Premises, or any contents thereof. As noted above, Landlord and Tenant also waives subrogation with respect to losses or claims covered by worker's compensation insurance. 18. Casualty Damage. a. Repair; Termination. If all or any part of the Premises is damaged by fire or other casualty, Tenant shall immediateiy notify Landlord in writing. During any period of time that all or a material portion of the Premises is rendered untenantable as a result of a fire or other casualty, the Rent shall abate for the portion of the Premises that is untenantable and not used by Tenant. Landlord shall have the right to terminate this Lease if: (1) the Building shall be damaged so that, in a reasonable person's judgment, substantial alteration or reconstruction of the Building shall be required (whether or not the Premises has been damaged); (2) Landlord Is not permitted by Law to rebuild the Building in substantially the same form as existed before the fire or casualty; (3) the Premises have been materially damaged and there is less than two (2) years of the Term remaining on the date of the casualty;(4)any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt; (5) a material uninsured loss to the Building occurs; or (6) any restoration would be considered "construction" with respect to the Premises within the meaning of Treas. Reg, Section 1.856. Landlord may exercise its right to terminate this Lease by notifying Tenant in writing within sixty (60) days after the date of the casualty. If Landlord does not terminate this Lease, Landlord shall commence and proceed with reasonable diligence to repair and restore the Building and the Leasehold Improvements (exGluding any Alterations -that--were-performed-b Tenant- In--violation-of--this--Lease - - However, in no event shall Landlord be squired to spend more than the insurance proceeds received by Landlord. Landlord shall not be liable for any loss or damage to Tenant's Property or to the business of Tenant resulting in any way from the fire or other casualty or from the repair and restoration of the damage. b. Completion Estimate. If all or any portion of the Premises shall be made untenantable by fire or other casualty, and Landlord has not elected to terminate this Lease pursuant to Section 18,a above, Landlord shall, with reasonable promptness, cause an architect or general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the amount of time required to substantially complete the repair and restoration 4 HUTTON CENTRE SMRH;4898-2696-6119.6 -�1_ City of Santa Ana(Police.Substation) 072325 92ZK-404113 2219691.1 of the Premises and make the Premises tenantable again, using standard working methods ("Completion Estimate"). If the Completion Estimate indicates that the Premises cannot be made tenantable within two hundred seventy (270) days from the date the repair and restoration is started, then regardless of anything In Section 18,a above to the contrary, either party shall have the right to terminate this Lease by giving written notice to the other of such election within ten (10) business days after recelpt of the Completion Estimate, Tenant, however, shall not have the right to terminate this Lease if the fire or casualty was caused by the negligence or intentional misconduct of Tenant, Tenant Related Parties or any of Tenant's transferees, contractors or licensees. 19. Condemnation. Either party may terminate this Lease if the whole or any material part of the Premises shall be taken or condemned for any public or quasi-public use under Law, by eminent domain or private purchase In lieu thereof(a "Taking"). Landlord shall also have the right to terminate this Lease if there is a Taking of any portion of the Building or the Property which would leave the remainder of the Building unsuitable for use as an office building in a manner comparable to the Building's use prior to the Taking. In order to exercise its right to terminate this Lease, Landlord or Tenant, as the case may be, must provide written notice of termination to the other within forty-five (45) days after the terminating party first receives notice of the Taking. Any such termination shall be effective as of the date the physical taking of the Premises or the portion of the Building or the Property occurs, If this Lease is not terminated, the Rentable Square Footage of the Project and the Rentable Square Footage of the Premises shall be appropriately adjusted. In addition, Rent for any portion of the Premises taken or condemned shall be abated during the unexpired Term of this Lease effective when the physical taking of the portion of the Premises occurs. All compensation awarded for a Taking, or sale proceeds, shall be the property of Landlord, any right to receive compensation or proceeds being expressly waived by Tenant. However, Tenant may file a separate claim at its sole cost and expense for Tenant's Property and Tenant's reasonable relocation expenses, provide the filing of the claim does not diminish the award which would otherwise be receivable by Landlord. In connection with the parties'respective rights and obligations under this Section 19,Tenant hereby waives any and all rights It might otherwise have pursuant to Sections 1265.130 and 1265.150 of The California Code of Civil Procedure. 20. Events of Default. a. Events of default. Each of the following occurrences shall be considered to be a"Default"; intentionally omitted; or(b) Tenant's failure (other than a Monetary Default) to comply with any term, provision, condition or covenant of this Lease, if the failure is not cured within ten (10) days after written notice to Tenant, which notice shall be in satisfaction of, and not in addition to, notice required by Laws (including, without Ilmitation, Section 1161 of the California Code of Civil procedure),pmvided, however, if Tenant's failure to comply cannot reasonably be cured within ten (10) days, Tenant shall be allowed additional time (not to exceed sixty(60) days) as is reasonably necessary to cure the failure so long as Tenant commences to cure within ten (10) days and Tenant diligently pursues the cure to ----- ......_._._..----------------completion:._.,._.._..__. 21. Remedies. a. Landlord Remedies. Upon the occurrence of any Default under this Lease, whether enumerated in Section 20 above or not, Landlord shall have the option to pursue any one (1) or more of the following remedies without any notice (except as expressly prescribed herein)or demand whatsoever(and without limiting the generality of the foregoing, Tenant hereby specifically waives notice and demand for payment of Rent or other obligations, except for those notices specifically required pursuant to the terms of Section 20 above or -12- 4 MUTTON CENTRE 5MRK4898-2595-6119.6 City of Santa Ana(Police Substation) 072325 92ZK-404113 2219591.1 this Section 21, and waives any and all other notices or demand requirements imposed by applicable Law): 1, Terminate this Lease and Tenant's right to possession of the Premises and recover from Tenant an award of damages equal to the sum of the following; (a) the Worth at the Time of Award (as defined below)of the unpaid Rent which had been earned at the time of termination; (b) the Worth at the Time of Award of the amount by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such Rent loss that Tenant affirmatively proves could have been reasonably avoided; (c) the Worth at the Time of 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 Rent loss that Tenant affirmatively proves could be reasonably avoided; (d) any other amount necessary to compensate Landlord for all the detriment either proximately caused by Tenant's failure to perform Tenant's obligations under this Lease or which in the ordinary course of things would be likely to result therefrom; and (e) all such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time under applicable Law. The "Worth at the Time of Award" of the amounts referred to in parts (a) and (b) above, shall be computed by allowing interest at the lesser of a per annum rate equal to; (A) the greatest per annum rate of interest permitted from time to time under applicable Law, or (B)the Prime Rate (defined below) plus five percent (5%). For purposes hereof, the "Prime Rate" shall be the per annum interest rate publicly announced as its prime or base rate by a federally insured bank selected by Landlord in the State of California. The "Worth at the Time of Award"of the amount referred to in part(c), above, shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent(1%o); 2. Employ the remedy described in California Civil Code §1951.4 (Landlord may continue this Lease in effect after Tenant's breach and abandonment and recover Rent as it becomes due, if Tenant has the right to sublet or assign, subject only to reasonable limitations); or 3. Notwithstanding Landlord's exercise of the remedy described in California Civil Code§1951 A In respect of an event or events of Default, at such time thereafter as - Landlord may_elect in writing,_1Q...,ter_minate_..this---Lease-.and.--Tenant's-rig ht-to ... ... __ ._ possession of the Premises and recover an award of damages as provided above in Section 21.a.1 above, b. be cepetance pf Rent. The subsequent acceptance of Rent hereunder by Landlord shall not to be a waiver of any preceding breach by Tenant of any term, covenant or condition of this Lease, other than the failure of Tenant to pay the particular Rent so accepted, regardless of Landlord's knowledge of such preceding breach at the time of acceptance of such Rent. No waiver by Landlord of any breach hereof shall be effective unless such waiver is in writing and signed by Landlord, SMRH:4898-2595.6119.5 "13- 4 HUTTON CENTRE City of Santa Ana(Pallce Substatlen) 072326 2219691,1 92ZK-404113 C. Tenant Waivers, TENANT HEREBY WAIVES ANY AND ALL RIGHTS CONFERRED BY SECTION 3275 OF THE CIVIL CODE OF CALIFORNIA AND BY SECTIONS 1174(c)AND 1179 OF THE CODE OF CIVIL PROCEDURE OF CALIFORNIA AND ANY AND ALL OTHER LAWS AND RULES OF LAW FROM TIME TO TIME IN EFFECT DURING THE LEASE TERM PROVIDING THAT TENANT SHALL HAVE ANY RIGHT TO REDEEM, REINSTATE OR RESTORE THIS LEASE FOLLOWING ITS TERMINATION BY REASON OF TENANT'S BREACH. TENANT ALSO HEREBY WAIVES,TO THE FULLEST EXTENT PERMITTED BY LAW, THE RIGHT TO TRIAL BY JURY IN ANY LITIGATION ARISING OUT OF OR RELATING TO THIS LEASE. d. Non-Exclusive Eights, No right or remedy herein conferred upon or reserved to Landlord is intended to be exclusive of any other right or remedy, and each and every right and remedy shall be cumulative and in addition to any other right or remedy given hereunder or now or hereafter existing by agreement, applicable Law or in equity, In addition to other remedies provided in this Lease, Landlord shall be entitled, to the extent permitted by applicable Law, to Injunctive relief, or to a decree compelling performance of any of the covenants, agreements, conditions or provisions of this Lease, or to any other remedy allowed to Landlord at Law or in equity. Forbearance by Landlord to enforce one or more of the remedies herein provided upon an event of Default shall not be deemed or construed to constitute a waiver of such Default. e. Non-Monetary Defaults. If Tenant is in Default of any of Its non-monetary obligations under this Lease, Landlord shall have the right to perform such obligations. Tenant shall reimburse Landlord for the cost of such performance upon demand together with an administrative charge equal to ten percent (10%) of the cost of the work performed by Landlord. This Section 21 shall be enforceable to the maximum extent such enforcement is not prohibited by applicable Law, and the unenforosability of any portion thereof shall not thereby render unenforceable any other portion. 22. Limitation of Liability. NEITHER LANDLORD NOR ANY LANDLORD RELATED PARTY SHALL BE PERSONALLY LIABLE FOR ANY JUDGMENT OR DEFICIENCY AND IN NO EVENT SHALL LANDLORD OR ANY LANDLORD RELATED PARTY BE LIABLE TO TENANT FOR ANY LOST PROFIT, DAMAGE TO OR LOSS OF BUSINESS OR ANY FORM OF SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGE, BEFORE FILING SUIT FOR AN ALLEGED DEFAULT BY LANDLORD, TENANT SHALL GIVE LANDLORD NOTICE AND REASONABLE TIME.TO CURE THE ALLEGED DEFAULT. 23. No Wainer. Either party`s failure to declare a default immediately upon Its occurrence, or delay in taking action _for a default-shall not-constitute-a waiver of the default;nor-shall-it constitute-an-estoppel--- 24. Quiet Enjoyment. Tenant shall, and may peacefully have, hold and enjoy the Premises, subject to the terms of this Lease, provided Tenant pays the Rent and fully {performs all of its covenants and agreements. This covenant and all other covenants of Landlord shall be binding upon Landlord and Its successors only during its or their respective periods of ownership of the Building. -14- 4 HUTTON CENTRE SMRH:4898-2585-6119.E City of Santa Ana(Police Substation) 072325 92ZK-404113 2210691.1 26. Intentionally omitted. 26. Intentionally omitted. 27. Subordination to Mortgages; Estoppel Certificate. Tenant accepts this Lease subject and subordinate to any mortgage(s), deed(s) of trust, ground lease(s) or other lien(s) now or subsequently arising upon the Premises, the Building or the Property, and to all renewals, modifications, amendments, increases, refinancings and extensions thereof and any advancements made thereunder (collectively referred to as a "Mortgage"). This clause shall be self- operative, but upon request from the holder of a Mortgage (a "Mortgagee"), Tenant shalt execute a commercially reasonable subordination agreement. As an alternative, a Mortgagee shall have the right at any time to subordinate its Mortgage to this Lease, Upon request, Tenant shall, without charge, attorn to any successor to Landlord's interest in this Lease, Tenant shall, within ten (10) days after receipt of a written request from Landlord, execute and deliver a commercially reasonable estoppel certificate to such parties as may be reasonably requested by Landlord. 28. Attorneys' Fees. If either party institutes a suit against the other for violation of or to enforce any covenant, term or condition of this Lease, each party shall bear its own attorney's fees and costs. The prevailing party shall be entitled to recovery any of its costs and expenses, Including, without limitation, reasonable attorneys' fees. 29. Notice. All demands, approvals, consents or notices shall be in writing and delivered by hand or sent by registered or certified mail with return receipt requested, or sent by overnight or same day courier service at the party's respective Notice Address(es) set forth in Section 1 above. Each notice shall be deemed to have been received on the earlier to occur of actual delivery or the date on which delivery is refused, or, if Tenant has vacated the Premises or any other Notice Address without providing a new Notice Address, three (3) days after notice is deposited in the U.S, mail or with a courier service in the manner described above, Either party may, at any time, change its Notice Address (other than to a post office box address) by giving the other party written notice of the new address. 30, Excepted Rights, Provided Tenant's use of and access to the Premises and parking to be provided to Tenant under this Lease is not interfered with in an unreasonable manner, Landlord reserves for itself and for all other owner(s)and operator(s)of the Common Areas and the balance of the Property,the right from time to time to: (1) install, use, maintain, repair, replace and relocate pipes, ducts, conduits, wires and appurtenant meters and equipment above the ceiling surfaces, below the floor surfaces, within the walls and in the central core areas of the Building; (11) make changes to the design and layout of the Property, including, without.limitation,_changes-to_buildings, driveways,-entrances;-loading-and-unloading-areas, direction-of - traffic, landscaped areas and walkways, and, subject to the parking provisions contained in Section 36 below and Exhibit B attached hereto, parking spaces and parking areas; and(Ili) use or close temporarily the Common Areas and/or other portions of the Property while engaged in making improvements, repairs or alterations to the Building, the Property, or any portion thereof. 31, Surrender of Premises. At the termination of this Lease or Tenant's right of possession, Tenant shall remove Tenant's Property from the Premises, and quit and surrender the Premises to Landlord, broom clean, and in good order, condition and repair, ordinary wear and tear and damage which Landlord is obligated to repair -1 - 4 HUTTON CENTRE SMRK4898-2595-61119.5 City of Santa Ana(Police Substation) 072326 92ZK-404ii3 2219691.1 hereunder excepted, If Tenant fails to remove any of Tenant's Property within two (2) days after termination, Landlord, at Tenant's sole cost and expense, shall be entitled to remove and store Tenant's Property, Landlord shall not be responsible for the value, preservation or safekeeping of Tenant's Property. Tenant shall pay Landlord, upon demand,the expenses and storage charges incurred, If Tenant fails to remove Tenant's Property from the Premises or storage within thirty(30)days after notice, Landlord may deem all or any part of Tenant's Property to be abandoned and title to Tenant's Property shall vest in Landlord. If Tenant falls to remove any of Tenant's Property by the Expiration Cate or perform related repairs in a timely manner, Landlord may perform such work at Tenant's expense, and Tenant shall be deemed to be in holdover of the Premises pursuant to Section 26 above during the reasonable period of time required for the removal of Tenant's Property. 32. Signage. In accordance with the standard signage program for the Building (as may exist from time to time), Landlord shall provide Tenant with one (1) Building standard listing which includes Tenant's name and suite number of the Premises on the Building directory sign in the lobby for the Building, and one (1) Building standard tenant identification sign located at the entry door of the Premises in the location designated by Landlord. The initial costs of installing Tenant's name on the Building directory and the initial costs of the Building standard identification Signage at the entrance to the Premises shall be paid for by Landlord, but any subsequent changes thereto shall be at Tenant's costs, 33. Miscellaneous. a. Intererretation. This Lease and the rights and obligations of the parties shall be interpreted, construed and enforced in accordance with the Laws of the state In which the Building is located and Landlord and Tenant hereby irrevocably consent to the jurisdiction and proper venue of such state. If any term or provision of this Lease shall to any extent be invalid or unenforceable, the remainder of this Lease shall not be affected, and each provision of this Lease shall be valid and enforced to the fullest extent permitted by Law. The headings and titles to the Sections of this Lease are for convenience only and shall have no effect on the interpretation of any part of the Lease. b. No Recordation. Tenant shall not record this Lease or any memorandum without Landlord's prior written consent, c. Time Periods. Whenever a period of time is prescribed for the taking of an action by Landlord or Tenant(other than the payment of Rent), the period of time for the performance of such action shall be extended by the number of days that the performance is actually delayed due to strikes, acts of God,shortages of labor or materials, war, terrorist acts, civil disturbances and other causes beyond the reasonable control of the performing party ("Force Majeure"). Force Majeure shall not include financial difficulties of the party required to perform. For purposes of this Section 33.c(Time Periods),the following shall be included as causes beyond the reasonable control of the party obligated to perform: epidemic; ----- -----pandemic;—disease;-- illness;—national,—regional---or--local—emergency;-quarantine;- and governmental order, and in the event of any force majeure, Tenant's obligation to pay rent and other amounts due under the Lease shall not be abated or limited in the event access to, use of, and/or services provided to the Premises, the Building, and/or the Project is or are prevented, limited or impaired in compliance with applicable laws or as a precaution In connection with a community health emergency. d. Landlord Transfers. Landlord shall have the right to transfer and assign, in whole or in part, all of its ownership interest, rights and obligations in the Building,the Project, the Property or this Lease, and upon transfer Landlord shall be released from any further obligations -1.6- 4 MUTTON CENTRE SMRH:4898-2595-5119,5 City of Santa Ana(Police 5ubstatlon) 072325 92ZK-404113 2219691.1 hereunder, and Tenant agrees to look solely to the successor in interest of Landlord for the performance of such obligations. e. Brokers. Landlord and Tenant hereby warrant to each other that they have had no dealings with any real estate broker or agent In connection with the negotiation of this Lease, excepting only the real estate brokers and agents specified in Section 1.m above (the "Brokers"), and that they know of no other real estate broker or agent who is entitled to a commission in connection with this Lease. Tenant shall indemnify and hold Landlord and the Landlord Related Parties harmless from all claims of any other brokers claiming to have represented Tenant in connection with this Lease. f. Tenant Rel2resentations. Tenant represents and warrants to Landlord that each individual executing this Lease on behalf of Tenant is authorized to do so on behalf of Tenant and that Tenant is not, and the entities or individuals constituting Tenant or which may own or control Tenant or which may be owned or controlled by Tenant are not, among the individuals or entities identified on any list complied pursuant to Executive Order 13224 for the purpose of Identifying suspected terrorists, If there is more than one (1) Tenant, or if Tenant is comprised of more than one (1) party or entity, the obligations imposed upon Tenant shall be joint and several obligations of all the parties and entities. Notices, payments and agreements given or made by, with or to any one person or entity shall be deemed to have been given or made by,with and to all of them. g. Time Is of the Essence. Time is of the essence with respect to Tenant's exercise of any expansion, renewal or extension rights granted to Tenant. This Lease shall create only the relationship of landlord and tenant between the parties, and not a partnership,joint venture or any other relationship, This Lease and the covenants and conditions in this lease shall Inure only to the benefit of and be binding only upon Landlord and Tenant and their permitted successors and assigns. h lapse oef f time,termination Due to otherwise,Expiration of Term. The expiration of the Term, whether by shall not relieve either party of any obligations which accrued prior to or which may continue to accrue after the expiration or termination of this Lease, i. No Option to Lease. Submission of this instrument for examination or signature by Tenant does not constitute a reservation of or an option for lease, and it is not effective as a tease or otherwise until execution and delivery by both Landlord and Tenant, and Landlord's lender holding a lien with respect to the Building has approved this Lease and the terms and conditions hereof. j. Prior Agreements: Modification of Lease. All understandings and agreements previously made between the parties are superseded by this Lease, and neither party is relying upon any warranty, statement or representation not contained in this Lease.. This Lease may be -mod if!ed-only-by-a-written agreement signed.by-Landlord-and-T-enant, ---- - - k. Counterparts; Electronic Signature. This Lease may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document. Landlord and Tenant agree that the execution of this Lease by electronic means (including by use of DocuSign or similar means and/or by use of digital signatures) and/or the delivery of an executed copy of this Lease by e-mail shall be legal and binding and shall have the same full force and effect as if an original executed copy of this Lease had been delivered. Signed copies of this Lease or of the signature pages hereto may also be exchanged by mail (either United States Postal Service or via reputable overnight carrier),e-mail in pdf or other printable format,and any such method shall be equally binding SMRH:4898.2595-6119,5 -17- 4 HUTTON CENTRE City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691.1 on the parties and shall have the same legal effect as delivery of an original executed copy of this Lease for all purposes, and In all circumstances, Including, but not limited to, collection, admissibliity, authentication, or any other legal purpose. Landlord acknowledges and agrees that Tenant may from time to time retain information and documents electronically (such as in optical, digital or other electronic storage and retrieval system) and destroy the original documents. I. Tenant's Financial Statements. (Intentionally Omitted) M. Confidentiailty. Tenant acknowledges that the content of this Lease and any related documents are confidential information. Tenant shall keep such confidential Information strictly confidential and shall not disclose such confidential information to any person or entity other than Tenant's financial, legal, and space planning consultants. 34. Entire Agreement. This Lease constitutes the entire agreement between the parties and supersedes all prior agreements and understandings related to the Premises. 35. State Law Provisions. a. Tenant hereby waives any and all rights under and benefits of subsection 1 of Section 1932 and Sections 1941 and 1942 of the California Civil Code or under any similar Law, statute, or ordinance now or hereafter in effect, and Tenant waives the right to make repairs at Landlord's expense under Sections 1941 and 1942 of the California Civil Code, and under all other similar Laws, statutes or ordinances now or hereafter in effect. b. In connection with the parties' respective rights and obligations under the Lease, Tenant hereby waives any and all rights It might otherwise have pursuant to Sections 1265.130 and 1265.150 of The California Code of Civil Procedure. C. Any notice periods provided in this Lease are in lieu of, and not in addition to, any notice periods provided by Law, including, without limitation, under California Code of Civil Procedure Section 1161 or any similar or successor Law. d. In addition to Tenant's obligations under this Lease, upon completion of any Alterations which require Landlord's prior approval, Tenant agrees to cause a Notice of Completion to be recorded in the office of the Recorder of the County of in which the Center is located in accordance with Section 8182 of the Civil Code of the State of California or any successor statute. e. To the extent of any conflicts or inconsistencies between the terms and provisions of this Sect€on 35 and the terms and provisions of this Lease, the terms and provisions of this Section 35 shall control. 36. Parking. Tenant's continued right to use the Reserved Spaces and Unreserved Spaces set forth in Section .0 above and the parking areas for the Building as designated by Landlord from time to time(the"Parking Facilities") is conditioned upon Tenant abiding by all rules and regulations which are prescribed from time to time for the orderly operation and use of the Parking Facilities(including, without limitation, the parking rules and regulations set forth In Exhibit I3 attached hereto) and upon Tenant's cooperation in seeing that Tenant's employees and visitors also comply with such rules and regulations. Tenant and its employees shall not use more than the amount of Reserved Spaces allotted to Tenant in Section 1.0 of this Lease. S[NRH:4B9B 2595-6119.5 _1 8- 4 HUTTON CENTRE 072325 City of Santa Ana Wake Substation) 221969i.1 92ZK-404113 Landlord may assign any parking spaces and/or make all or a portion of such spaces reserved or institute an attendant-assisted tandem parking program and/or valet parking program if Landlord determines in its sole discretion that such is necessary or desirable for orderly and efficient parking. Landlord specifically reserves the right,from time to time,to change the size, configuration, design, layout, location and ail other aspects of the Parking Facilities, and Tenant acknowledges and agrees that Landlord, from time to time, may, without incurring any liability to Tenant and without any abatement of Rent under this Lease temporarily close-off or restrict access to the Parking Facilities, or temporarily relocate Tenant's parking spaces to other parking structures and/or surface parking areas within a reasonable distance from the Parking Facilities, for purposes of permitting or facilitating any such construction, alteration or improvements or to accommodate or facilitate renovation, alteration, construction or other modification of other Improvements or structures located on the Property. Landlord may delegate its responsibilities hereunder to a parking operator In which case such parking operator shall have all the rights of control attributed hereby to Landlord. The parking rates charged by Landlord for the parking passes issued to Tenant shall be exclusive of any parking tax or other charges imposed by governmental authorities In connection with the use of such parking, which taxes and/or charges shall be paid directly by Tenant or the parking users, or, if directly imposed against Landlord, Tenant shall reimburse Landlord for all such taxes and/or charges within ten (10) days after Tenant's receipt of the invoice from Landlord, Any parking passes provided to Tenant are provided solely for use by Tenant's own personnel and such passes may not be transferred, assigned,subleased or otherwise alienated by Tenantwithout Landlord's prior approval. 37, Required Accessibility Disclosure. Landlord hereby advises Tenant that the Project has not undergone an inspection by a certified access specialist, and except to the extent expressly set forth in this Lease, Landlord shall have no liability or responsibility to make any repairs or modifications to the Premises or the Project in order to comply with accessibility standards. The following disclosure is hereby made pursuant to applicable California law: "A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements forthe time and manner of the CASp inspection,the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction- related accessibility standards within the premises." [Cal. Civ. Code Section 9938(e)] Any CASp inspection shall be conducted in compliance with reasonable rules in effect at the Project with regard to such inspections and shall be subject to Landlord's prior written consent. 38. Tenant Not a Qualified Commercial Tenant. Tenant hereby represents and warrants to Landlord that as of the date of execution and delivery of ---- ---this-Lease,._-Tenant is_-not--a_".qualifled-commercial--tenant" .under AheJerms-of California—law.--.Linder applicable California law, a "qualified commercial tenant" means and includes an entity which Is (i) a private non-profit organization under 501(c)(3) with fewer than 20 employees, (ii) a restaurant with fewer than 10 employees, or(111) a sole proprietorship, partnership, limited liability company or corporation with 5 or fewer employees (Including the owner)which entity generally lacks sufficient access to loans, equity, or other financial capital. If at any time during the Term of this Lease, Tenant becomes an entity which is a"qualified commercial tenant"in accordance with the terms of applicable California law,Tenant covenants and agrees that Tenant shall promptly deliver to Landlord written notice confirming that Tenant has become a "qualified commercial tenant" and setting forth in reasonable detail the facts that support Tenant's qualification as a"qualified commercial tenant". Following Landlord's receipt of such written notification by Tenant, Tenant covenants and agrees to execute and deliver to Landlord such additional provisions and 4 HUTTON CENTRE SMRH;4898-2595-6110.5 _1�- City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691.1 documents as may be required to comply with applicable California law with regard to"qualified commercial tenants". [SIGNATURES ON NEXT PAGE] i -20- 4HUTTON CENTRE SMRH:4898-2595-6119.5 City of Santa Ana(Police substation) 072325 92ZK-404113 2219691,1 Landlord Tenant have executed this Lease as of the day and year first above written, Landlord: ARES ASSET MANAGEMENT, LLC, a Califomia lirnlied liability company Fame' Joe C. Wen Title: Managing Director Tenant: CITY OF SANTA ANA (a Call(ornla rnunlcipat corporation) Ma t y Clerk M Tamara Bogoslan Senior Assistant City Attorney REVIEWED PPRP DVED rty Manager I i o itfui . INITIATED AND APPROVE IL _ Police Chief S-1 a HIJTrDv CENVRt SMRI#:SM-2595.6119-5 City or S2Mn Arm Saoiira Swbztwwn} 072325 92b(-4 4113 7+rlQa6i 1 EXHIBIT A PREP This Exhibit is attached to and made a part of the Lease by and between ARES ASSET MANAGEMENT, LLC, a California limited liability company("Landlord"), and CITY OF SANTA ANA(City of Santa Anna police substation) ("Tenant"), for space in the Building located at 4 Hutton Centre [give, Santa Ana, California 92707, [*LANDLORD TO PROVIDE DIAGRAM SHOWING BLANK OUTLINE OF PREMISES(NO INTERIOR DETAILS, SUCH AS WALLS, DOORS, ETC.)AND SHOWING THE ENTIRE FLOOR OF THE BUILDING ON WHICH THE PREMISES IS LOCATED, WITH THE PREMISES CLEARLY IDENTIFIED*] EXHIBIT A 4 HUTTON CENTRE SMRH;.4898-2595-8119.5 City of Santa Ana(Poiice substation) 072325 92ZK-404113 2219091.1 EXHIBIT A-1 PROJECT PLAN Parking Area-3 spaces l �• •• _� �va table for tenant ' • • parking A 4 HUTTON Evading Dock- I paAmg '0",0"0;q pace avadatife on a gist come.rust serve basis j 77 Y i TENANT'S INITIALS HERE EXHIBIT A- 1 4 HUTTON CENTRE SMRH:4898-2595-6119.5 -1' City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691.1 EXHIBIT B RULES AND REGULATIONS The following rules and regulations shall apply,where applicable,to the Premises,the Building,the Parking Facilities, the Property and the appurtenances. Capitalized terms have the same meaning as defined in the tease. 1. Sidewalks, doorways, vestibules, halls, stairways and other similar areas shall not be obstructed by Tenant or used by Tenant for any purpose other than ingress and egress to and from the Premises. No rubbish, litter, trash, or material shall be placed, emptied, or thrown in those areas, At no time shall Tenant permit Tenant's employees to lolter in Common Areas or elsewhere about the Building or the Property. Z Plumbing fixtures and appliances shall be used only for the purposes for which designed, and no sweepings, rubbish, rags or other unsuitable material shall be thrown or placed in the fixtures or appliances. Damage resulting to fixtures or appliances by Tenant, its agents, employees or invitees, shall be paid for by Tenant, and Landlord shall not be responsible for the damage. 3. All of Tenant's signage must be professionally prepared. No signs, advertisements or notices shall be painted or affixed to windows, doors or other parts of the Building, except those of such color, size, style and in such places as are first approved In writing by Landlord, All tenant identification and suite numbers at the entrance to the Premises shall be installed by Landlord using the standard graphics for the Building. Except In connection with the hanging of lightweight pictures and wall decorations, no nails, hooks or screws shall be inserted into any part of the Premises or Building except by the Building maintenance personnel. 4. Landlord may provide and maintain in the first(1 st)floor(main lobby)of the Building an alphabetical directory board or other directory device listing tenants, and no other directory shall be permitted unless previously consented to by Landlord in writing. 5. Premises locks shall be keyed in accordance with Building master key system. Tenant shall provide keys to the fire department for the Knox box. 6. All contractors, contractor's representatives and installation. technicians performing work in the Building shall be subject to Landlord's prior approval and shall be required to comply with Landlord's standard rules, regulations, policies and procedures, which may be revised from time to time. 7. Movement in or out of the Building of furniture or office equipment, or dispatch or receipt by Tenant of merchandise or materials requiring the use of elevators, stairways, lobby areas or loading dock areas, shall be restricted to hours designated by Landlord. Tenant shall obtain Landlord's prior approval by providing a detailed listing of the activity. If approved by Landlord, the activity shall be under the supervision of Landlord perForr�med_.i_rl_the manner_required by-Landlord—Tenant shalt assume all risk.for damage to articles moved and injury to any persons resulting from the activity. If equipment, property, or personnel of Landlord or of any other party is damaged or injured as a result of or in connection with the activity, Tenant shall be solely liable for any resulting damage or loss. S. Landlord shall have the right to approve the weight, size, or location of heavy equipment or articles In and about the Premises. Damage to the Building by the installation, maintenance, operation, existence or removal of property of Tenant shall be repaired at Tenant's sole expense. 9. Corridor doors, when not in use, shall be kept closed. EXHIBIT B 4 HUTTON CENTRE SM131-1:4898 2595-6119.5 _ City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691A i 10. Tenant shall not: (1) make or permit any improper, objectionable or unpleasant noises or odors in the Building, or otherwise interfere in any way with other tenants or persons having business with them; (2) solicit business or distribute, or cause to be distributed, in any portion of the Building, handbills, promotional materials or other advertising; or(3)conduct or permit other activities in the Building that might, in Landlord's sole opinion, constitute a nuisance. 11. No animals of any kind (including,without limitation,dogs, birds or aquariums)shall be brought into the Building or kept in or about the Premises, with the exception of police dogs, service animals who are trained to perform certain work ortasks for handicapped persons. The owner of any animal brought to the Building must register the animal with the Building Management Office and shall provide all Information requested for such registration. 12. No inflammable, explosive or dangerous fluids or substances shall be used or kept by Tenant in the Premises, the Building or about the Property. Tenant shall not, without Landlord's prior written consent, use,store, Install, spill, remove, release or dispose of, within or about the Premises or any other portion of the Property, any asbestos-containing materials or any solid, liquid or gaseous material now or subsequently considered toxic or hazardous under the provisions of 42 U.S.C. Section 9601 et seq.or any other applicable environmental Law which may now or later be in effect. Tenant shall comply with all Laws pertaining to and governing the use of these materials by Tenant, and shall remain solely liable for the costs of abatement and removal. 13. (Intentionally Omitted) 14. Tenant shall not use or occupy the Premises In any manner or for any purpose which might injure the reputation or impair the present or future value of the Premises or the Building. Tenant shall not use, or permit any part of the Premises to be used, for lodging, sleeping or for any illegal purpose, 16. Tenant shall not take any action which would violate Landlord's labor contracts or which would cause a work stoppage, picketing, labor disruption or dispute, or interfere with Landlord's or any other tenant's or occupant's business or with the rights and privileges of any person lawfully in the Building ("Labor Disruption"). Tenant shall take the actions necessary to resolve the Labor Disruption, and shall have pickets removed and, at the request of Landlord, immediately terminate any work in the Premises that gave rise to the Labor Disruption, until Landlord gives Its written consent for the work to resume. Tenant shall have no claim for damages against Landlord or any of the Landlord Related Parties, nor shall the date of the commencement of the Term be extended as a result of the above actions. 16. Tenant shall not install, operate or maintain in the Premises or in any other area of the Building, electrical equipment that would overload the electrical system beyond its capacity for proper, efficient and safe operation as determined solely by Landlord. Tenant shall not furnish cooling or heating to the Premises, including, without limitation, the use of electronic or gas heating devices, without Landlord's prior written consent. Tenant shall not use more than its proportionate share of —telephone-lines-and-other-telecommunication facilities available to-service the Building - — --- —_ 17. Tenant shall not operate or permit to be operated a coin or token operated vending machine or similar device(including,without limitation,telephones, lockers, toilets, scales, amusement devices and machines for sale of beverages, foods, candy, cigarettes and other goods), except for machines for the exclusive use of Tenant's employees, and then only if the operation does not violate the lease of any other tenant in the Building. 18, Bicycles and other vehicles are not permitted inside the Building or on the walkways outside the Building, except in areas designated by landlord. EXHIBIT B 4 HUTTCN CENTRE SM RH:4896-2595-6119.5 City of Santa Ana(Police substation) 072325 92ZK-404113 2219691.1 ! 19. Landlord may from time to time adopt systems and procedures for the security and safety of the Building, Its occupants, entry,use and contents. Tenant, its agents,employees, contractors, guests and invitees shall comply with Landlord's systems and procedures. 20, Landlord shall have the right to prohibit the use of the name of the Building or any other publicity by Tenant that in Landlord's sole opinion may Impair the reputation of the Building or its desirability. Upon written notice from Landlord, Tenant shall refrain from and discontinue such publicity immediately. 21. Tenant shall not canvass, solicit or peddle in or about the Building or the Property. 22. Neither Tenant nor its agents, employees, contractors, guests or Invitees shall smoke or vape or permit smoking or vaping on walkways, balconies(including any private balconies)and any portion of the Common Areas, unless the Common Areas have been declared a designated smoking area by Landlord, nor shall the above parties allow smoke(or vapor)from the Premises to emanate into the Common Areas or any other part of the Building or the Project. Landlord has designated the Building (including the Premises) as a non-smoking/vaping building. 23. Landlord shall have the right to designate and approve standard window coverings for the Premises and to establish rules to assure that the Building presents a uniform exterior appearance. Tenant shall ensure, to the extent reasonably practicable, that window coverings are closed on windows in the Premises while they are exposed to the direct rays of the sun. 24. Deliveries to and from the Premises shall be made only at the times, in the areas and through the entrances and exits designated by Landlord. Tenant shall not make deliveries to or from the Premises in a manner that might Interfere with the use by any other tenant of its premises or of the Common Areas, any pedestrian use, or any use which is Inconsistent with good business practice. 25. The work of cleaning personnel shall not be hindered by Tenant after 5:30 p.m., and cleaning work may be done at any time when the offices are vacant. Windows, doors and fixtures may be cleaned at any time. Tenant shall provide adequate waste and rubbish receptacles to prevent unreasonable hardship to the cleaning service. Tenant to comply with Building recycling and organic waste programs as mandated by State of California SB 1383. 26, Landlord reserves the right to make such other and reasonable Rules and Regulations as in its judgment may from time to time be needed for safety, security, care and cleanliness of the Project and for the preservation of good order therein. Tenant shall abide by all such Rules and Regulations and any additional rules and regulations which are adopted. 27. Tenant shall at all times comply with,and shall cause Its employees, agents and invitees to comply with such orders, laws, programs, procedures and protocols as may be implemented from time to time at or with respect to the Building in order to address any events or circumstances that may pose a danger or risk to persons or property, including, without limitation, community health _erne.rgenc€es,_€ncludIng any-epidemic,-quarantine.,.or-any infectious-disease-related-outbreak:-Such- _ cooperation and compliance may €nclude compliance with Building shutdown orders and reduced access to use of Common Areas, parking facilities, elevators and other Building systems and amenities, and may also Include participation in screening programs Intended to identify those persons who may present a risk of contagion of infectious diseases and conditions. Tenant shall also immediately notify Landlord or Landlord's property manager of any persons entering the Building who have a contagious condition or who may otherwise present a risk of contagion or infection of others. In the event Tenant becomes aware that a person entering the Building or Tenant's Premises has contracted a contagious condition,Tenant shall immediately notify Landlord and the Building's Property Manager, and in such event the Premises, the Common Areas on EXHIBIT B 4 HUTTON CENTRE SMRH:4898-2595-6119.5 -3- City of Santa Ana(Police Substation) 072325 92ZK-404 M 2219691.1 Tenant's floors, and affected elevator cabs will be thoroughly cleaned and disinfected at Tenant's cost, Tenant shall also follow(and shall cause its employees and invitees to follow)County Health and CDC Guidelines with regard to quarantine and isolation of all persons coming into contact with the infected person(s). 28. Tenant shall establish and maintain an "Emergency Preparedness Plan" setting forth the steps to be taken by Tenant in the event of an emergency situation that affects access to and use of the Building and the Premises, including plans for business continuity in such a situation. Tenant shall upon request provide Landlord, Landlord's insurer and Landlord's lender with a copy of Tenant's Emergency Preparedness Plan, which shall include, without limitation, mobile phone numbers of at least two (2) representatives of Tenant who are able to contact all persons who are customarily or anticipated to be present in the Premises. Tenant shall update those mobile phone numbers from time to time as necessary to assure that Landlord may at any time contact those representatives. if Landlord so requests at any time, Tenant's representatives shall immediately notify all persons who are customarily or anticipated to be present in the Premises that access to the Premises,the.Building, and the Project has been suspended or limited by landlord In response to an emergency condition as well as such additional information concerning that emergency condition as provided by Landlord, and Tenant shall require that all such persons comply with any measures as may be implemented by Landlord to address any emergency conditions from time to time. PARKING RULES AND REGULATIONS In addition to the foregoing rules and regulations and the parking provisions contained in the Lease to which this Exhibit B Is attached, the following rules and regulations shall apply with respect to the use of the Project's parking areas. 1. Parking at the Property is on a first-come, first-service basis at user's own risk. Landlord, its management company and their agents shall have no liability whatsoever for any loss of or damage to vehicles, personal property left in vehicles or any other property located at the Property, nor for any personal injuries or death arising out of the use of the parking spaces at the Property. 2. Tenant will not park or permit parking in any areas designated by Landlord for parking by visitors of the Property or for the exclusive use of other tenants or occupants of the Property and will not use nor permit its staff/employees to use more than the number of parking spaces allotted to Tenant under the Lease. Only passenger vehicles may be parked in the parking areas. Tenant will cause its employees to park only in the designated parking areas and will not permit its employees to park in parking spaces designated for visitors. 3. Parking stickers or any other device or form of identification supplied by Landlord as a condition of use of the Parking Facilities must be displayed as requested. Such devices are not transferable and any device in the possession of an unauthorized holder will be void. ----_--._4._-- Except regarding--emplo-y-ees working late-shifts,-no-overnight or extended-term-parking or--storage-- of vehicles is permitted. 5. Washing, waxing, cleaning or servicing of any vehicle by the customer and/or his agents is prohibited. Parking spaces may be used only for parking automobiles. 6. Parking is prohibited in areas not striped for parking, In aisles,where"no parking"signs are posted, on ramps, in cross-hatched areas, in loading areas, or in such other areas as may be designated by Landlord. Any violation of the parking rules set forth in this Exhibit shall subject to the vehicle to removal at the vehicle owner's expense. EXHIBIT B 4 HUTTON CENTRE SMRK4898-2595-6119.5 .4- City of Santa Ana(Police Substation) 072325 92ZK-444113 2219591A 7. Each user of the Parking Facilities may be required to sign a parking agreement as a condition to using the Parking Facilities, which agreement may provide for the manner of payment of any parking charges and other matters not inconsistent with the Lease. Landlord reserves the right to make other and reasonable, non-discriminatory rules and regulations from time to time. EXHIBIT B 4 HUTTON CENTRE SMRH:4898-2595-6119,E -5- City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691.1 EXHIBIT CC Space Plan and Schedule of Furniture and Fixtures Preliminary Plan and Furniture/Equipment will be updated upon approval of final construction documents and made a part of this document. SUITE 180 PRELIMINARY SPACE PLACE V I cc[aya• yrFsrnoou -^4r- :, as x,.5 OFEaf!hn� � iwLWar - �'G�G -N/..5 x 11 3lY' I 14� 1 s -- Env, 7A3LE!` f6IA1 DRAW*T1IVV 4 HUTTON CENTRE STE I80 SAWA ANA, CA Ir v av OPT 1 IMXI-IEBIT C 4 HUTTON CENTRE SMRH:4898-2595-6119.E -1- City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691.1 SUITE 180 & 4 HUTTON SITE PLAN- PARKING FOR SAPD �IY _ `1111� tAr r� f f•� � cy 7 NVYran EXHIBIT C 4 HUTTON CENTRE SMRH:4898-2595-61 1 M -2- City of Santa Ana(Police Substation) 072325 92ZK-404113 2219691.1 SUITE 180— FURNITURE & EQUIPMENT PROPOSED DONATION QUANITY DESCRIPTION 1 Refrigerator 1 Microwave 1 Coffee Maker 4 Workstations 12 Desk Chairs 2 Task Force Desks 1 White Board 1 Large Screen Monitor TV 2 Large Dog Crates All IT equipment, copier/fax/scanners, computers &accessories, phones, secure door locks are the full responsibility of the City of Santa Ana to supply and maintain. EXHIBIT C 4 HUTTON CENTRE SMRH;4898.2595-6119,E �3- City of Santa Ana(Polito Substation) 072326 92ZK-404113 2219691.1