HomeMy WebLinkAboutReso 1984-11783
RESOLUTION NO.
11783
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA
VISTA APPROVING AGREEMENT BETWEEN THE CITY OF CHULA
VISTA AND LA JOLLA VENTURE, INC. FOR PARKING
RESERVATION FOR GODFATHER'S PIZZA
AND AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT
The City Council of the City of Chula Vista does hereby
resolve as follows:
NOW, THEREFORE, BE IT RESOLVED by the City Council of the
City of Chula Vista that that certain agreement between THE CITY
OF CHULA VISTA, a municipal corporation, and LA JOLLA VENTURE, INC.
for parking reservation for Godfather's Pizza
dated the 15th day of October , 198 4, a copy of which is
attached hereto and incorporated herein, the same as though fully
set forth herein be, and the same is hereby approved.
BE IT FURTHER RESOLVED that the Mayor of the City of
Chula Vista be, and he is hereby authorized and directed to
execute said agreement for and on behalf of the City of Chula
Vista.
Presented by
Approved as to form by
T~;~~~~ ~. J11:;;~;(,' ~ity
At torney
ADOPTED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF
;HULA VISTA, CALIFORNIA, this 15th day of October
9 84 . by the following vote, to-wit:
Malcolm, McCandliss, Scott, Moore, Cox
WES: Councilmen
~AYES; Councilmen
~BSTAIN: CoLflcilmen
~BSENT: Councilmen
None
None
None
1 /){1
, "
. .':>.~. '. if'..'
Mayor l~jt tr1 City of Chula Vista
/ J
. ' I .
~TTEST/;/! /'( //{ ( /~/.
/ City Clerk
'{'( /d~ 1/
;TATE OF CALIFORNIA
;OUNTY OF SAN DIEGO
:ITY OF CHULA VISTA
)
) 55.
)
I, JENNIE M. FULASZ, CMC, CITY CLERK of the City of Chula Vista, California,
)0 HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of
RESOLUTION NO.
11783
,and that the same has not been amended or repealed.
)ATED
City Clerk
(seal)
:C-660
, , .'
. .
0'
GROUND SUBLEASE
between
GERALD HANDLER and JUDITH HANDLFR, and
BEN ROSENBLATT, Trustee for
LOIS J. RICHMOND TRUST,
Landlord
and
LA JOLLA VENTURES, INC.
Tenant
Dated:
s ;!/¿~.
For Premises situated at:
Broadway & "E" streets
Chula Vista, California
~~ \\1~
0 ,
. f.
f
Paragraph
1
2
3
4
5
6
7
7
9
10
11
12
13
14
~- \\1'<\3
. .0 . ,,"0 0
TABLE OF CONTENTS
Subject
Premises. . . . . . . . . . . . . . . . . . . . .
Construction. . . . . . . . . . . . . . . . . . .
2.1
Protection Against Costs or Claims. . . . .
2.2
Landlord's Right to Discharge Lien. . . . .
2.3
Notice of Completion. . . . . . . .
Term. . . . . . . . . . . . . . . . . . . . . . .
Ren t. . . . . . . . . . . . . . . . . . . . . . .
4.1
4.2
Initial Rent. . . . . . . . . . . . . . .
Cost-of-Living Adjustment. . . . . . . . .
4.3
Commencement of Rent Obligation. . . . . .
Possession and Use. . . . . . . . . . . . . . . .
Compliance with Law. . . . . . . . . . . . . . .
Indemnity and Insurance. . . . . . . . .. . . . .
Tenant's Right to Make Alterations. . . . . . . .
Mechanics Liens. . . . . . . . . . . . . . . . .
Taxes and Other Charges. . . . . . . . . . . . .
10.1
Taxes and Assessments. . . . . . . . . . .
10.2
utilities and Services. . . . . . . . . . .
Assigning, Mortgaging and Subletting. . . . . . .
Repairs and Maintenance. . . . . . . . . . . . .
Reconstruction. . . . . . . . . . . . . . . . . .
Entry by Landlord. . . . . . . . . . . . . . . .
(i)
Page
1
1
1
2
2
3
3
3
3
3
3
4
4
6
7
8
8
9
9
9 .
10
11
, .
,
,
f'
.
Paragraph
15
16
17
18
19
\ (1 g3
~~
Subject
Events of Tenant's Default. . . . . . . . . . . .
15.1
15.2
15.3
15.4
15.5
Failure to Perform Lease Covenants. . . .
Attachment or Other Levy. . . . . . . . .
Appointment of Receiver. . . . . . . . . .
Insolvency, Bankruptcy. . . . . . . . . .
Dissolution of Tenant. . . . . . . . . . .
Landlord's Right to Cure Tenant's Defaults~ . ...
Landlord's Remedies on Tenant's Default. . . . .
17.1
17.2
17.3
17.4
17.5
17.6
Termination. . . . . . . . . . . . . . . .
Reentry without Termination. . . . . . . .
Recovery of Rent. . . . . . . . . . . . .
Damages. . . . . . . . . . . . . . . . . .
Commencement of Cure. . . . . . . . . . .
Waiver of Breach. . . . . . . . . . . . .
Default by Landlord. . . . . . . . . . . . . . .
Eminent Domain. . . . . . . . . . . . . . . . . .
19.1
19.2
19.3
19.4
19.5
19.6
19.7
19.8
19.9
19.10
Date of Taking. . . . . . . . . . . . . .
Abatement of Rent. . . . . . . . . . . . .
Tenant's Option to Terminate. . . . . . .
Abandonment of Proceedings. . . . . . . .
Repossession by Tenant. . . . . . . . . .
Division of Award. . . . . . . ... . . . .
C os ts . . . . . . . . . . . . . . . . . . .
Right of Entry. . . . . . . . . . . . . .
Notices. . . . . . . . . . . . . . . . . .
Voluntary Conveyance under Threat. . . . .
(; n
Page
11
11
12
12
12
12
12
13
13
13
13
13
13
13
14
15
15
15
15
16
16
16
17
17
17
17
" ,
'J
Paragraph
20
21
22
23
24
25
26
27
28
29
30
31
Subject
Termination or Expiration. . . . . . . . . . . .
Right of First Refusal. . . . . . . . . . . . . .
Nonmerger of Fee and Leasehold Estates. . . . . .
-Attorneys' Fees. . . . . . . . . . . . . . . . .
Sale of Premises by Landlord. . . . . . . . . . .
Quiet Possession. . . . . . . . . . . . . . . . .
Hold ing Over. . . . . . . . . . . . . . . . . . .
Obligations of Successors. . . . . . . . . . . .
Trustees' Warranty. . . . . . . . . . . . . . . .
Notices. . . . . . . . . . . . . . . . . . . . .
Captions and Terms. . . . . . . . . . . . . . . .
Miscellaneous. . . . . . . . . . . . . . . . . .
Execution by the Parties. . . . . . . . . . . . . . . . .
\\1 ~3
\<-"
. - - -
(iii)
Page
17
18
18
18
18
19
19
19
19
19
20
20
22
I
,
GROUND SUBLEASE
DATE:
LANDLORD:
Ben Rosenblatt, Trustee for
Lois J. Richmond Trust
Gerald Handler
Judith Handler
TENANT:
LA JOLLA VENTURES, INC.
5770 Calle Miramar
La Jolla, California 92037
IN CONSIDERATION of the rents and covenants hereinafter
set forth, BEN ROSENBLATT, Trustee for Lois J. Richmond Trust,
GERALD HANDLER and JUDITH HANDLER (hereinafter collectively,
the "Landlord"), hereby leases to LA JOLLA VENTURES, INC., a
California corporation (the "Tenant"), and Tenant hereby rents
from Landlord, the following described premises upon the
following terms, covenants and conditions, the keeping and
performing of which as herein required of Tenant are a material
part of the consider a tion for th is Lease and Tenant acknowl-
edges that this Lease is made on the condition of such perform-
ance:
1.
Premises.
The Premises consist of the land in the County of San
Diego, S tate of California, descr ibed in Exh ibi t A attached
hereto and incorporated herein by this reference, (hereinafter
called the "Premises").
2.
Construction.
2.1 Protection Against Costs or Claims.
Tenant shall payor cause to be paid the total cost
and expense of. all "works of improvement", as that
~ 0 \ \ 1 t3
---------.--.------.---- -----'-- ---" - --.---.
. ,
phrase is defined in the California mechanics' lien
law in effect at the time when the work begins. No
such payment shall be construed as rent. Tenant
shall not suffer or permit to be enforced against
the Premises or any part of it any mechanic's, mate-
rialmen's, contractor's, or subcontractor's lien
arising from any work of improvement, however it may
ar ise. However, Tenant may in good faith and at
Tenant's own expense contest the validity of any
such asserted 1.ien, claim, or demand, provided Ten-
ant has furnisheð the bond required in Ca1.ifornia
Civil Code Section 3143 (or any comparable provision
hereafter enacted for providing a bond freeing the
Premises from the effect of such a claim). Tenant
shall defend and indemnify Landlord against all lia-
bility and loss of any type arising out of work per-
formed on the Premises by Tenant, together with rea-
sonable attorneys 'fees and all costs and expenses
incurred by Landlord in negotiating, settling, de-
fending, or otherwise protecting against such claims.
2.2 Landlord's Right To Discharge Lien.
If Tenant does not cause to be recorded the bond de-
scribed in California Civil Code Section 3143 or
otherwise protect the Premises under any alternative
or successor provis ion, and a final judgment has
been rendered by a court of competent jur isdiction
for the foreclosure of a mechanic's, mater ialmen' s,
contractor's, or subcontractor's lien claim, and if
Tenant fails to stay the execution of the judgment
by lawful means or to pay the judgment, Landlord
shall have the r igh t, but not the duty, to payor
otherwise ~ischarge, stay, or prevent the execution
of any such judgment or lien or both. Tenant shall
reimburse Landlord for all sums paid by Landlord un-
der this paragraph, together with all Landlord's
reasonable attorneys' fees and costs, pIus interest
on those sums, fees ~ and costs at maximum rate per-
mitted by law for obligations in writing, from the
date of payment until the date of reimbursement.
2.3 Notice of completion. On comple-
tion of construction of the work of improvement,
Tenant shall file or cause to be filed a Notice of
Completion in the Office of the County Recorder of
San Diego County. Tenant hereby appoints Landlord
as Tenant's attorney-in-fact to file the notice of
completion on Tenant's failure to do so after the
work of improvement has been substantially completed,
9234200
15123
. \1~)
fL-\
-2-
- - - ------- -- -----
3. Term. The term of
(50) years (the "lease term"),
lease.
this lease shall be for fifty
commencing on the date of this
4. Rent. Tenant agrees to pay as rental for the use
and occupancy of the Premises, at the time and in the manner
hereinafter provided, the following sums of money:
4.1 Initial Rent. Tenant agrees to pay to Land-
lord, as the initial annual rent for the Premises, the sum of
Twenty-Five Thousand Seven Hundred Eighty Four and 40/100 Dol-
lars ($25,784.40). The initial annual rent shall be payable by
Tenant to Landlord in equal monthly installments of $2,148.70
each, in advance on the first day of every calendar month dur-
ing the lease term, without setoff or deduction. If the lease
term commences on other than the first day of a month, then the
rent for the first fractional month shall be 1/30 of the month-
ly installment for each day in the first fractional month~
4.2 Cost ofLiv ing Adjustment. At the end of the
third year of the 'lease term and at the end of each one (1)
year period thereafter, the monthly rent payable hereunder
shall be changed to an amount that bears the same relationship
to the monthly rental rate in effect at the commencement of the
lease term which the Consumer prîce Index for All Urban Consu-
mers for the San Diego Metropolitan Statistical Area, All Items
(t:he "Index") (published monthly by the united States Depart-
ment of Labor, in which 1967=100) for the month dur ing which
the lease term commenced~ (the "base month") bears to the Index
figure for the month in which each adjustment is to occur.
Notwithstanding the use of the Index, in no event shall the
rent be increased by an amount exceeding a rate of 6% per cal-
endar year during the lease term; nor shall an adjustment in
any way reduce the monthly rent below the rent established by
the base rent on any preceding adjustment. If publication of
said Consumer pr ice Index is discontinued, the parties shall
select another index which reflects similar consumer price
levels, and if the parties cannot agree on another such index,
it shall be determined by binding arbitration in accordance
with the rules of the American Arbitration Association.
4.3 Commencement of Rent Obligation. Tenant's rent
obligation hereunder shall commence on the earlier of (i) 90
days after the execution of this lease, or (ii) the date all
permi ts n.eces.sary. fo.r. ..beg inn inW. c9J1. tr uc~i~n are o~,ta ~ned, or
would be obta l~ed~')t u~tl the./luse/ÙY~e <h11gence. WHl.;.H- fl.\ti2
C DN\ Ý- ~ ~\ru-r- ß \. ,.., ~'V'\'-- //ß-
5. Possess i \,. nd Use;' Tenant shall use the pr emises
only for purposes of constructing, maintaining 2nd operating
commercial buildings, and for no other purpose or purposes
9234200 \,-153
15123
~-
-3-
.
-.-- ~..-
,- --'----"'__'_00"
~
:;.
without the prior written consent of Landlord. Tenant cove-
nants and agrees that Tenant will not use or suffer or permit
any person or persons to nse the Premises or any part thereof
for any use or purpose in violation of the laws of the Uni tea
States of America, or the laws, ordinances, regulations and re-
quirements of the state, County and City where the premises are
situated, or in violation of the regulations of any other law-
ful author i ties, and that dur ing said term the Premises, and
every part thereof, shall be kept by Tenant in a clean and
wholesome condition, free of any objectionable noises, odors or
nuisances, and that all health and police regulations shall, in
all respects and at all times, be fully complied with by Ten-
ant. Tenant shall not use or allow the Premises to be used for
any improper, immoral, unlawful or objectionable purpose; nor
shall Tenant cause, maintain or permit any nuisance in, on or
about the pr emises, nor commit or suffer to be committed any
waste in or upon the Premises. Landlord agrees to obtain all
easements necessary for Tenant to have ingress and egress
r~hts from (1) the Premises to both Broadway and "En Streets,
a~d (2) in a northerly direction f. rom the ?remi~e~ thr~~~..hn-
t1.guous property to Broadway. r F t='<,.s~'1 ßLE ;rt,l?pl( ~.~ /~/"
6. Compliance with Law. Tenant shall not use 'the Prem-
ises or permit anyth ing to be done in or about the Premises
which will in any way conflict with any law, statute, ordinance
or governmental rule or regulation now in force or which may
hereafter be enacted or promulgated. ' Tenant shall~ at Tenant's
sole cost and expense, promptly comply with all laws, statutes,
ordinances and governmental rules, regulations or requirements
now in force or hereafter enacted or established, and with re-
quirements of any board of fire insurance underwriters or other
similar bodies now or hereafter consti tuted, relating to, or
affecting the condition, use of occupancy of the Premises, in-
cluding costs of modifying the Premises if necessary to comply
therewith. Not¡lÌthct~mding the foregoing, Landlord 'i:lrr:mts
=:d~ ~e'~l' ~ ~L ~l'U~"'¡ u~e :: .] is.;;uss7'i it para"rap¡' G conforms
t~ 01;: ~;plìcal>10 zoning- O<'~in_n""~!,. conclusion of law of
any court of competent jur isdicti t .1 ny admission made by
Tenant in any action against Tenant, whe her Landlord is a par-
ty thereto or not, that Tenant has violated any law, statute,
ordinance or governmental rule, regulation or requirement,
shall 'be conclusive of the fact as between Landlord and Tenant.
7.
Indemnity and Insurance.
7.1 Tenant covenants with Landlord that Landlord
shall not be liable for any damage or liability of allY kind or
for any injury to or death of persons or damage to property of
Tenant or any other person from and after Completion of the
9234200
15123
-4-
~.\\1ß3
Premises, from any cause whatsoever, by reason of the use, oc-
cupancy and enjoyment of the Premises by Tenant or any person
thereon or holding under Tenant, and that Tenant will indemnify
and save harmless Landlord from all liability whatsoever, on
account of any such real or claimed damage or injury and from
all liens, claims and demands ar ising out of the use of the
Premises and its facilities, or any repairs or alterations
which Tenant may make upon the Premises. This obligation to
indemnify shall include reasonable attorneys' fees and investi-
gation costs and all other reasonable costs, expenses and lia-
bili ties from the first notice that any claim or demand is to
be made or may be made.
7.2 'Tenant further covenants and agrees that from
and after completion of the work of improvement descr ibed in
Paragraph 2 an~prior to expiration of the insurance called for
in Paragraph 2.2.7, Tenant shall take out, carry and mainta in,
at Tenant' s sole cost and expense, the following types of in-
surance, in the amounts specified and in the form hereinafter
provided for: '
7~2.1 Bodily injury liabiality insurance
wi th limi ts of at least One Million Dollars
($1,000,000) per person and Three Million Dollars
($3,000,000) per occurrence insuring against any and
all liability of the insured wi th respect to the
Premises or arising out of the maintenance, use or
occupancy thereof, or the sale of products there-
from, and property damage liability insurance with a
limi t of not less than One Million Dollars
($1,000,000) per accident or occurrence. All such
bodily injury liability insurance and property dam-
age liability insurance shall specifically insure
the performance by Tenant of the indemnity agreement
as to liability for injury to or death of persons
and injury or damage to property in this paragraph 8
contained.
7.2.2 Insurance covering all improvement
within the Premises and trade fixtures and personal
property from time to time in, on or upon the Prem-
ises, in the amount of their full replacement cost
from time to time dur ing the lease term, providing
protection against any peril included within the
classification "Fire and Extended Coverage", togeth-
er with insurance against spr inkIer damage, vandal-
ism and malicious mischief. Any policy proceeds
shall be used for the. repair or replacement of the
property damaged or destroyed unless this lease
shall cease and terminate under the provisions of
9234200
15123
@~ \ (\~3
-5-
- -._-----_u,--,-- '---..--.
Paragraph 14, in the event of which termination the
insurance proceeds shall be paid to Landlord. Ten-
ant shall, at its own expense, comply wi th all re-
quirements, including the installation of fire ex-
tinguishers or automatic dry chemical extinguish-
ing system of the insurance underwriters or any
governmental authority having jurisdiction there-
over, necessary for the maintenance of the required
fire and extended coverage insurance for the Prem-
ises.
7.3 All policies shall be issued in the names of
Landlord and Tenant and adding Stacia Bauman and Frank English
and thei r successors as additional named insured, wh ich pol i-
cies shall be for the mutual and joint benefit and protection
of Landlord, Tenant and the additional named insureds. Tenant
may include the holder of any mortgage on the leasehold or on
the fee or both as a loss payee; or Landlord notice of demand
Tenant shall include the holder of any mortgage on the fee as a
loss payee to the extent of that mortgage interest. Executed
copies of such policies of insurance or certificates thereof
shall be delivered to Landlord within ten (10) days after com-
pletion of the work of improvement upon the Premises and there-
after within thirty (30) days prior to the expiration of the
term of each such policy. All public liability and property
damage policies shall contain a provision that Landlord, al-
though named as an insured, shall nevertheless be entitled to
recovery under said policies for any loss occasioned to it, its
servants, agents and employees, by reason of the negligence of
¡Tenant. As often as any such policy shall expire or terminate,
~/ renewal or additional policies shall be procured and maintained
f' by Tenant in like manner and to likl~~x,tent. All policies of
~-; insurance required by .t~is paragraph.'.'Ínii~t con~ain a provision
V that the company wr~t~ng the pol~ y w111 g1ve to Landlord
twenty (20) days notice in wr i ting in advance of any cancella-
tion or lapse or the effective date of any reduction in the
amounts of insurance. All public liability, property damage
and other casualty policies shall be wr i tten as pr imary poI i-
cies, not contributing with and not in excess of coverage which
Landlord may carry.
8.
Tenant's Right to Make Alterations.
8.1 Landlord agr ees that Tenant may, at Tenant's
own expense and after giving Landlord reasonable advance notice
in writing of ib, intention to do so, from time to time during
the lease term after completion of Tenant's construction, make
alterations, additions and changes to the Premises as Tenant
may find necessary or convenient for its use, provided that the
value of the Premises is not thereby diminished. All work with
9234200
15123
~- \ \Î 1i3
-6-
. ,
respect to any alterations, additions, and changes must be done
in a good and workmanlike manner and diligently prosecuted to
coMpletion. Upon completion of such work, Tenant shall file
for record in the Off ice of the County Recorder of San Diego
County, a Notice of Completion as permitted by law.
8.2 In the event that Tenant shall make any permit-
ted alterations, addi tions or improvements to the Premises un-
der the terms and provisions of this paragraph 9, Tenant agrees
to carry additional insurance in form and amount satisfactory
to Landlord, in connection therewith, if requested by Landlord.
9.
Mechanics'Liens.
9.1 Tenant agrees that it will payor cause to be
paid all costs for work done by Tenant on the Premises, and
Tenant will keep the Premises free and clear of all mechanics'
liens and other liens on account of work done for Tenant or
persons claiming under Tenant. Tenant agrees to and shall in-
demnify, defend and save Landlord free and harmless from and
against liability, loss, damage, costs, attorneys' fees and all
other expenses on account of claims of lien of laborers or ma-
terialmen or others for work performed or materials or supplies
furnished for Tenant or persons claiming under Tenant. If Ten-
ant shall desire to contest any claim of lien, Tenant shall
furnish Landlord adequate security of the value or in the
amount of the claim, plus estimated costs and interest, or a
bond of a responsible corporate surety in such amount condi-
tioned on the discharge of the 1 ien. If a final judgment es-
tablishing the validity or existence of a lien for any amount
is entered, Tenant shall pay and satisfy the same at once. If
Tenant shall be in default in paying any charge for which a
mechanics' lien claim and suit to foreclose the lien have been
filed, and shall not have given Landlord security to protect
the property and Landlord against such claim of lien, Landlord
may (but shall not be so required to) pay the claim and any
costs, and the amount so paid, together with reasonable attor-
neys' fees incurred in connection ther ewi th, shall be immedi-
ately due and owing from Tenant to Landlord, and Tenant shall
pay the same to Landlord with interest at the maximum lawful
rate from the date or dates of Landlord's payment or payments.
Should any claims of lien be filed against the Premises or any
action affecting the ti tIe to the Premises be commenced, the
party receiving notice of such lien or action shall forthwith
give the other party written notice thereof.
9.2 Landlord or i f:s r epr esentati ves shall have the
r igh t to go upon and inspect the Premises at all reasonable
times and shall have the r igh t to post and keep pos ted ther eon
9234200
15123
'f<' \ 11 (3
-7-
--~-"~-'-
,-~- --- ~---------- ~-~-------~-~
. .
notices of non-responsibility, or such other notice which Land-
lord may deem to be proper for the protection of Landlord's in-
terest in the premises. Tenant shall, before the commencement
of any work which might result in any such lien, give to Land-
lord wr itten notice of its intention to do so in sufficient
time to enable Landlord to post such notices.
10.
Taxes and Other Charges.
10.1
Taxes and Assessments.
10.1.1 Tenant shall pay all real and
personal property taxes, general and special assess-
ments, and other charges of every description levied
on or assessed against the Premises, including so-
called rent taxes or lease receipt taxes levied
against the rentals from the Premises, or the im-
provements located on the Premises, personal proper-
ty located on or in the land or improvements, the
leasehold estate, or any subleasehold estate, to the
full extent of ins tallmen ts fall ing due dur ing the
lease term~ whether belonging to or chargeable
against Landlord or .Tenant. Tenant shall make all
such payments directly to the Landlord at least 10
days before delinquency and before any fine, inter-
est, or penalty shall become due or be imposed by
operation of law for their nonpayment. If, however,
the law expressly permits the payment of any or all
of the above items in installments (whether or not
interest accrues on the unpaid balance), Tenant may,
at Tenant's election, utilize the permitted install-
ment method, but shall pay each installment with any
interest before delinquency.
10.1.2 For the first and final years of
the lease term, all payments of taxes or assessments
or both, except permitted installment payments,
shall be prorated for the initial lease year and for
the year in wh ich at least the first installment
fell due before commencement of the lease term.
Tenant shall pay all installments falling due after
commencement of the term. For permitted installment
payments of which the first installment falls due
dur ing the final year of the term, Lessee shall pay
only the installments falling due before expiration
of the lease term. Tenant may el~ct to reduce or
not to 'reduce the assessments or charges to install-
ments but shr\ll pay the required percentage before
expiration of the lease term.
9234200
15123
111t3
~-\
-8-
.
10.1.3 Tenant may contest the legal
validity or amount of any taxes, assessments, or
charges for which Tenant is responsible under this
lease, and may institute such proceedings as Tenant
considers necessary. If Tenant contests any such
tax, assessmen t, or charge, Tenant may withhold or
defer payment or pay under protest but shall protect
Landlord and the pr emises from any lien by adequate
surety bond or other appropriate security.
10.1.4 Tenant shall defend and indemnify
Landlord and the Premises against liability for tax-
es and other impositions in the nature of a tax on
the right to do business when Lessor's collection of
rent under this lease is defined as doing business.
10~2 utilities- and Services. Tenant shall pay a1.l
charges of every kind and description in connection with utili-
ties and all other services of any kind and description to the
Premises, and shall hold Landlord harmless from any liability
in connection with charges and costs therefor.
11.
Assigning, Mortgaging and Subletting.
11.1 Tenant may not transfer, assign, sublet, enter
into license agreements, change ownership, mortgage or hypothe-
cate this lease or Tenant I s interest in and to the Premises
wi thout first procur ing the wr itten consent of Landlord, wh ich
consent shall not be unreasonably withheld. If~nant may 5ub-
l~:O: ;~~ ~~~:o =t:~ L:::OC~'e' 1U#"'¡;"t/for peri-
ods gnr!i'."J uithiR tÀe leacH~ tCl'H\.7I'~' .> , /'. ,/'
/ 1,\ I , ~,
1< ,r'¿ -.- '
, 12. Repairs - and Maintenance"" - ,l./
12.1 Tenant agrees at all times, from and after
completion of the construction, and at Tenant's own cost and
expense, to repair, replace and maintain in good and tenantable
conditi6nthe Premises and every part thereof including without
limitation all such items of repair, maintenance, alteration
and improvement or reconstruction as may at any time or from
time to time be required by a governmental agency having juris-
diction -thereof.
12.2 Upon any surrender of the Premises, Tenant
shall redeliver the pr emises and all improvements ther eto made
by Tenant pursuant to this Lease to Landlord in good order,
condition and state of repair, ordinary wear and tear excepted.
1~.3 Tenant further covenants and agrees that Land-
lord may go upon the Premises and make any necessary repairs to
9234200
15123
\\1~3
~-
-9-
----- ------ ----------
. .
the Premises and perform any work therein (i) which may be nec-
essary to comply with any laws, ordinances, rules or regula-
tions of any public authority or of the Insurance Service Of-
fice of of any similar body should Tenant fail to perform such
work or (ii) that Landlord may deem necessary to prevent waste
or deterioration in connection with the Premises if Tenant does
not make or cause such work or repairs to be made or performed
or cause such work or repairs to be performed within 30 days
after receipt of written demand from Landlord. Nothing herein
contained shall imply any duty on the part of Landlord to do
any such work which under any provision of this lease Tenant
may be required to do, nor shall it constitute a waiver of Ten-
ant's default in failing to do the same. No exercise by Land-
lord of any rights stated in this Paragraph 12.3 shall entitle
Tenant to any damage for any injury or inconvenience occasioned
thereby nor to any abatement of rent. Tenant shall pay the
cost thereof to Landlord, forthwith, as additional rent upon
receipt of a bill therefor.
13.
Reconstruction.
13.1 In the even t the Premises shall be damaged by
fire or other perils covered by Tenant's fire and extended cov-
erage insurance, Tenant shall: (i) wi thin a period of thirty
(30) days thereafter, commence repair, reconstruction and re-
storation of the Premises and prosecute the same diligently to
c'ompletion, in wh ich event th is lease shall continue in full
force and effect (it being understood that commencement of re-
pairs shall mean application for an appropriate building or re-
construction permi t from the appropr iate governmental agency):
or (ii) in the event of a partial or total destruction o.f the
Premises during the last five (5) years of the lease term,
ei ther Landlord or Tenant shall have the option to' terminate
this lease upon the giving of written notice to' the other of
exercise of such option within thirty (30) days after such des-
truction, in which event seventy (70%) of all insurance pro-
ceeds shall be paid directly to Landlord. For purposes of (ii)
above, "partial destruction" shall be deemed a destruction to
an extent of at least thirtythree and one-third percent
(33-1/3%) of the then full replacement cost as of the date of
destruction.
13.2 In the event the Premises shall be damaged as
a result of any flood, earthquake, act of war, nuclear reac-
tion, nuclear radiation or radioactive contamination, or from
any :>ther casualty not covered by fire and extended coverage
insurance, to any extent whatsoever, Tenant may within sixty
(60) days following the date of such damage, commence repair,
reconstruction or restoration of the Premises at Tenant's ex-
pense (except as to cost) and prosecute the same diligently to
9234200
15123
~.\\1~)
-10-
-:-. -----~ ---'--- ---".
--.----- ---------
completion, in wh ich even t this lease shall continue in full
force and effect, or wi th in said sixty-day per iod elect not to
so repair, reconstruct or restore the Premises, in which event
this lease shall cease and terminate. In either event, Tenant
shall give Landlord written notice of i~ /~n~ntion within such
sixty-day per iod. ~~ .--7 '
13.3 Upon any termination~Oj/the lease_under any of
the provisions of this Paragraph U(/tthe parties shall be re-
leased thereby without further obligations to the other party
coincident with the surrender of' possession of the Premises to
Landlord, except for matters or items which have theretofore
accrued and are then unpaid.
13.4 In the event of repair, reconstruction and re-
storation as herein provided, Tenant shall continue the opera-
tion of its business on the Premises to the extent reasonably
practicable from the standpoint of prudent business management:
and the obligation of Tenant hereunder to pay rent shall remain
in full force and effect~ Tenant shall not be entitled to any
abatement or reduction of rent or compensation or damages from
Landlord for loss of the use of the whole or any part of the
premises, or any inconvenience or annoyance occasioned by such
damage, repair, reconstruction or restoration.
13.5 Tenant hereby waives any statutory rights of
termination wh ich may ar ise by reason of any partial or total
destruction of the Premises which may be inconsistent with the
express provisions of this lease.
14. Entry by Landlord. On ten days' wr i tten notice to
Tenan t, and to any sublessee of Tenant in possession of the
premises~ Landlord shall at reasonable times have the right to
enter the Premises and inspect the same, to submit said Prem-
ises to prospective purchasers or tenants and to post notices
of non-responsibility in accordance with Paragraph 9, as Land-
lord may deem necessary, without abatement of, rent hereunder.
Any entry to the Premises obtained by Landlord by any means
consistent with this provision shall not be construed or deemed
to be a forcible or unlawful entry in~, or a detainer of the
Premises, or an eviction of Tenant from the Premises or any
portion thereof.
15. Events of Tenant's' Defaul t. Each of the following
events shall be a default by Tenant and a breach of this lease:
15.1 Failure To Perform Lease Covenants. Abandon-
ment or surrender of the premises or of the leasehold estate,
or fa ilur e or refusal to pay when due any ins tallmen t of r en t
or any other sum required by this lease to be paid by Tenant,
9234200
15123
\(\ t3
~,
-11-
---------- m
----------------- h_-- --------'----- --no- - ----,-----
or to perform as required or conditioned by any other covenant
or condition of this lease;
15.2 Attachment 'or Other Levy. The subjection of
any right or interest of Tenant to attachment, execution, or
other levy, or to seizure under legal process, if not released
within thirty (30) days;
15.3 Appointment of Receiver. The appointment of a
receiver to take possession of the Premises or improvements or
of Tenant's interest in the leasehold estate or of Tenant's
operations on the Premises for any reason, including but not
limited to, assignment for benefit of creditors or voluntary or
involuntary bankruptcy proceedings, but not including receiver-
ship (i) pursuant to any lien of a mortgage or deed of trust
permi tted by prov isions of th is lease relating to purchase or
construction of improvements, or (ii) instituted by Landlord,
the event of default being the event justifying the receiver-
ship, if any, rather than the appointment of a receiver at
Landlord's instance;
15.4 Insolvency, Bankruptcy. To the extent permit-
ted by law, an assignment by Tenant for the benefi t of credi-
tors or the filing of a voluntary or involuntary petition by or
against Tenant under any law for the purpose of adjudicating
Tenant a bankrupt; or for extending time for payment, adjust-
ment, or satisfaction of Tenant's liabilities; or for reorgani-
zation, dissolution, or arrangement on account or to prevent
bankruptcy or insolvency; unless the assignment or proceeding,
and all consequent orders, adjudications, custodies, and super-
visions are dismissed, vacated, or otherwise permanently stayed
or terminated wi thin 30 days after the assignment, filing, or
other initial event; -
15.5 Dissolution of Tenant. Upon the dissolution
of Tenant, unless Landlord consents to assignment of this lease
to the dissolved Tenant's successor, if any;
16. Landlord's Right To Cure Tenant's Defaults. After
expiration of the applicable time for cur ing a par ticular de-
fault, or before the expiration of that time in the event of
emergency, Landlord may at Landlord's election, but is not ob-
ligated to, make any payment required of Tenant under th is
lease or under any note or other document pertaining to the fi-
nancing of impr ovemen ts on the pr emises, or per form or comply
wi th any covenant or condi tion imposed on Tenant under this
lease or any such note or document, and the amount 50 paid plus
the reasonable cost of any such performance or compliance, plus
interest on such sum at the maximum rate permitted by law from
the date of payment, performance, 'or compliance (herein called
9234200
15123
\\1 ~3
~-
-12-
------ -- -- --- --------------- -.'- -- - .-
, - ,-- ----
- -- - - d-
'.
"act"), shall be deemed to be additional rent payable by Tenant
with the next succeeding installment of rent. No such act
shall constitu~e a waiver of default or of any remedy for de-
fault or render Landlord liable for any loss or damage result-
ing from any such act.
17. Landlord's Remedies on Tenant's Default. If any de-
fault by Tenant shall continue uncured (following notice of de-
fault if required by this lease for the period applicable to
the default under the applicable provision of this lease) Land-
lord has the following remedies in addition to all other rights
and remedies provided by law or in equity, to which Landlord
may resort cumulatively or in the alternative:
17.1 Termination. Landlord may at Landlord's elec-
tion terminate this lease by giving Tenant notice of termina-
tion. On the giv ing of the notice, all Tenant's rights in the
Premises and in all improvements shall terminate. Promptly
after notice of termination, Tenant shall surrender and vacate
the Premises and all improvements in broom-clean condition, and
Landlord may reenter and take possession of the Premises and
all improvements and eject all parties in possession, or eject
some and not others, or eject none. Termination under this
paragraph shall not relieve Tenant from the payment of any sums
then due to Landlord or from any claim for damages previously
accrued or then accruing against Tenant.
17.2 Reentry Without Termination. Landlord may at
Landlord's election reenter the Premlses, and without termina-
ting th is lease, at any time and from time to time relet the
Premises and improvements or any part or parts of them for the
account and in the name of Tenant or otherwise. Landlord may
at Landlord's election eject all persons or eject some and not
others or eject none. Any reletting may be for the remainder
of the lease term or for a longer or shorter period. Landlord
may execute any leases made under this provision either in
Landlord I s name or in Tenant I s name and shall be entitled to
all rents from the use, operation, or occupancy of the Premises
or improvements or both. Tenant shall nevertheless pay to
Landlord on the due dates specified in this lease the equiva-
lent of all sums required of Tenant under this lease, plus
Landlord's expenses, less the net proceeds of any re1etting or
attornment. No act by or on behalf of Landlord under this pro-
vision shall constitute a termination of this lease unless
Landlord shall give Tenant written notice of termination.
17.3 Recovery of Rent. Landlord shall be entitled
at Landlord's election to each installrnen t of ren t or to any
combination of installments for any per iod before termination
of this lease, plus in ter.est at the maximum rate permitted by
9234200
15123
\\1 <b3
~-
-13-
-.--- -.- -------- -
..
law for obligations in writing from the due date of each in-
stallment. Net proceeds 'of reletting or attorned subrents
shall be applied, when received, as follows: (i) to Landlord
to the extent that the net proceeds for the per iod covered do
not exceed the amount due from and charged to Tenant for the
same period, and (ii) the balance to Tenant. Landlord shall
make reasonable effor ts to mi tigate Tenant's liability under
th is prov ision.
17.4 Damages. Landlord shall be en ti tIed at Land-
lord's election to damages from Tenant in the following sums:
f (i) all ar'teu~,t§.k t:9a~ ?1J?,uld have fallen due as rent between the
rff/ time of~clmina ~\\..~n~ o,f this lease and. the time of the: claim,
AI' judgment, or other' ""ãJ'b.rd, less the avalls of all relettlngs and
Iljj attornments and less all amounts by which Landlord should rea-
sonably have mitigated those rental losses.
17.5 Commencement of Cure. Notwithstanding any
other provisions of this Paragraph 17, Landlord agrees that if
the default complained of, other than for payment of monies, is
of such a nature that the same cannot be rectified or cured
wi th in the thirty (30) day per iod requir ing such rectification
or curing as specified in the written notice relating thereto,
then such default shall be deemed to cured if Tenant within
such period of thirty (30) days shall have. commenced the curing
thereof and shall continue thereafter with all due diligence to
cause such curing and does so complete the same with the use of
all due diligence.
17.6 Waiver of Breach. The remedies given to Land-
lord in this paragraph 17 shall be in addition and supplemental
to all other rights or remedies which Landlord may have under
the laws then in force. The waiver by Landlord of any breach
of any term, covenant or condi tion herein con tained shall not
be deemed to be a continuing waiver of the same, or any other
term, covenant or condition herein contained. The subsequent
acceptance of rent by Landlord shall not be deemed 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 rental so accepted, regardless of Landlord's
knowledge of such preceding breach at the time of acceptance of
such rent. No covenant, term, or condition of this lease shall
be deemed to have been waived by Landlord unless such waiver is
in writing and signed by Landlord.
,18. Default By Landlord. If the Premises or any part
thereof are at any time subject to a first mortgage or a' first
deed of trust and this lease or the rentals due from Tenant
hereunder are assigned to such mortgagee, trustee or beneficia-
ry (called Assignee for purposes of this Paragraph IS only) and
9234200
15123
~- \\1n
-14-
Tenant is given written notice thereof, including the post of-
fice address of Assignee, then Tenant shall give written notice
to Assignee, specifying the default in reasonable detail, and
affording Assignee a reasonable opportunity to make performance
for and on behalf of Landlord. If and when the Assignee has
made performance on behalf of Landlord, such default shall be
deemed cured.
19. Eminent Dorna in. If, dur ing the lease term there is
a tak ing or transfer of or damage to all or any part of the
Premises for a public use by any individual or enti ty, public
or private, possessing the power of eminent domain, whether by
a condemnation proceeding or otherwise (hereinafter referred to
as "taking," "transfer" and "damage"), the rights and obliga-
tions of Landlord and Tenant, with regard to such taking,
transfer or damage shall be governed by the provisions of this
Paragraph 19.
19.1 Date of, Tak ing. The date of tak ing, as used
in this Paragraph 19, is defined as the earliest of the follow-
ing dates: (a) The date legal possession is taken, which is
defined as the date, if any, after which the condemnor may take
possession of the property, as stated in an order author izing
the condemnor to take possession. (b) The date a final order
of condemnation or final judgment is filed or recorded or the
date a deed is recorded in the event of a transfer ~ (c) The
date the physical possession of the property is taken.
19.2 Abatement of Rent. Th is lease shall, as to
the part transferred or taken, terminate as of the date of tak-
ing as herein defined, and the rent payable hereunder shall be
adjusted so that the Tenant shall be required to pay for the
remainder of the' termorily such portion of such rent as the
value of the part remaining after the taking bears to the value
of the entire premises at the date of taking.
19.3 Tenant's option to Terminate. In the event
only a portion of the Premises is taken or transferred and the
part remaining is not susceptible to the use to which Tenant
had put the premises prior to such taking or transfer, or if no
land is actually taken but the entire property is damaged by
reason of the taking of access rights or similar valuable prop-
erty rights so that the en tire remainder is not susceptible to
such use, then th is lease may be terminated at the option of
Tenant by written notice to the Landlord. Such option to
term5_nate must be exercised at the earlier of the following
dates: Prior to expiration of ninety (90) days after the serv-
ice of summons in any condemnation action brought by the con-
demnor, or at the date legal possession or physical posses-
sion is taken or the date the entire property is damaged as
9234200
15123
~- \ \1K3
-15-
---..---.-.-..-----,------------
----- ------- --'.-"--.
--'.-._--,------- --- --
'.
herein defined. Such termination shall be effective at the
da te of the f il ing or record ing of a final order of condem-
nation or final judgment or the date the condemno~. s legal
or physical possession, whichever occurs first. . .~/ '
1/" / ~/
, 7
19.4 Abandonment of Proceedings. In.:....fhe event the
condemning agency shall aba~don an eminent domain proceeding
after service of any notice~i o.£!./termination by the Tenant, as
provided for in Paragraph fß~5/ then Tenant may, at its option,
revoke and cancel such notice by notifying Landlord in writing,
not more than ten (10) days after there has been an express or
implied abandonment~ Upon an express or implied abandonment,
either party hereto shall have aright to contest the condem-
nor IS abandonment and a right to its respective costs and dis-
bursements.
19.5 Repossession by Tenant. If, after the condem-
nor takes possession or Tenant vacates the property sought to
be condemned in compliance with an order of possession, the
condemnor abandons the proceeding as to such property or a por-
tion, thereof, or if it is determined that the condemnor does
not have authority to take such property or portion thereof by
eminent domain, and the condemnor is required by law to deliver
possession of such property or such portion thereof to the par-
ties entitled to the possession thereof and pay damages as are
Erovided for in California law, then the Tenant shall be en-
titled to retake possession of the Premises; and, in the event
of such repossession by Tenant, all the terms of this lease
shall remain in full force and effect.
19.6 Div ision . of Award. In the event that an award
is made for an entire or partial taking or for damage to the
Premises or any interest therein in any action in direct or in-
verse condemnation, or in the event of a transfer as herein de-
fined, the parties agree that their respective rights to the
award or compensation paid shall be as follows: .
19.6.1 If there is a transfer, as herein
defined, and the parties cannot agree as to their
respective interest in the consideration received,
they shall select an appraiser to evaluate their
respective interests and to apportion the considera-
,tion received in the same ratio as such evaluation
is reported. The appraiser selected shall be a mem-
ber of the American Institute of Real Estate Ap-
praisers and shall make his report in writing and
use acceptable appraisal techniques employed by the
appraisal profession. The costs of such appraisal
ar e to be borne equally. In the event the par ties
9234200
15123
\(\t3
~-
-16-
..
hereto cannot agree as to the selection of an ap-
praiser, either party hereto shall have the right to
apply to the presiding Judge of the Superior Court
of the state of California, in and for the County of
San Diego, to appoint such an appraiser.
19.6.2 Any in ter est paid on the award in
condemnation shal1 be divided between the parties in
the same ratio as the award has been divided under
the terms of Subparagraph 19.6.1 above. Interest
payable because of a tak ing of legal or physical
possession or damage to the Premises by the con-
demnor shall be paid to the Landlord.
19.7 Costs. Each party shall bear its own costs,
attorneys' fees, appraiser fees and all other costs in connec-
tion with any matter contained in this paragraph except as may
be otherwise provided.
19.8 Right of, Entry. Neither party hereto shall
grant a right of entry to any condemnor without the written
consent of the other party.
19.9 Notices. In the event either party hereto re-
ceives actual or constructive notice of any acts on the part of
an enti ty possessing the power of eminent domain which would
cause or allow any of the provisions of this Paragraph 19 to be
invoked, then, in that event, such party shall immediately no-
tify the ~t~ party in writing of such information.
/~.-
;o../" /::.-..,,- 19 ~ 10 voluntary Conve ance under - Threat. For the
purposes of this paragraph ~1áJ voluntary sale or conveyance
in lieu of condemnation; b to under threat of condemnation,
shall be deemed an appropriation or taking under the power of
eminent domain.
20. Termination or Expiration. At the expiration or
earlier termination of the lease term, Tenant shall surrender
to Landlord the possession of the Premises and all improvements
to the Premises in good condition, reasonable wear and tear and
uninsured casualty excepted.. Tenant shall leave the surrender-
ed Premises and any other property Tenant is required to su-
rrender under this Lease in good and broom-clean condition ex-
cept as provided to the contrary in provisions of this lease on
maintenance and repair of improvements. All property that Ten-
ant is required to surr ender shall become Landlord I s property
on termination of the lease. All property that Tenant is not
required to surr ender but that Tenant does abandon shall, at
Landlord' 5 election, become Landlord's property at termination
of th is lease. If Tenant fails to surr ender the Premises at
9234200
15123
~,\ \1t3
-17-
-- .--.- ,.-
,----,.----- .'--_.,
" .
the expiration or sooner termination of this lease, Tenant
shall defend and indemnify Landlord from all liability and ex-
pense resulting from the delay or failure to surrender, includ-
ing, without limi tation, claims made by any succeed ing tenant
founded on or resulting from Tenant's failure to surrender.
-~1.~ight-of-First Refusal.
"*l-.l---I-f-Irand-lo-Fd--determines-to-se-l-l--Landlord's in-
.ter est-in-the--premises, Land-lo-Fd-- shal-l--notify---Tenant of----the-'
te~m&-on-w~ich-Landlðrd _will be wil~n~~. If Land~&rð,
wi..thi.n-thi-r-ty (30) da-ys---a-f-ter-r:eceipt-o-f - Landlord' 3 notice, in-
dicates--i~~in~s agreement to p~hase La~d'3 i~er-
-es-t--in-the-PFem-i3co on /the t-e£-ms--s-t:a-t.ed--in L'andl-&ro I s notice,
-Lanca.o.r;.d--s1:1.a-l-1--se-1:-~onvey s.uch--interest to.-'!'ena~
~~m&-&ta-ted in the notice. If Tenant-does-not--indicate i-ts
aqr-eemen-t--w-i--t.h-in--th-irty (30) daY3, Land-10£d--thereafter shall
have--t~£-i-<Jht--to--sel-1--and comrey' Landlord' s-uinter est--in the
P-r€ffi-is-esto a th-ird party on . the-same---terms- stated--in--t-he no
~iee. I-:€--Irandlord doe:) not :Jcll --and con\.ycy Landlord's in te r-
es-t-in---the--premises ..iÏ th in 90 days, -any-- fur-ther--transaction
.shall--be--deemed--a ncw determination by..-Landlord to sel-l----anG-
COIWCY LandJo&r:d--'s intcrcot in the Prem-i-s-eg--~the provi3ions
or Ll¡i;:, PdLa':!Ld.!?l¡ 21 ~hdr:t-be d.ppl.it,;able. \:;I";-.¡./'jt.,H--- ~~~
21.2 If Landlord purchases all Tenant's inteiest in
the premises Landlord shall remit to Tenant any prepaid and un-
earned rent.
22. Nonmergerof ,Fee and Leasehold Estates. If both
Landlord's and Tenant's estates in the premises or the improve-
ments of both become vested in the same owner, this lease shall
nevertheless not be destroyed by application of the doctrine of
. merger except at the express election of the owner and the con-
sent of the encumbrancers under all mortgages existing under
provisions of this lease relating to the purchase or construc-
tion of improvements.
23. Attorneys' Fees. In the event that either Landlord
or Tenant shall institute any action or proceeding against the
other relating to the provisions of this lease, or any default
her eunder , then ~ and in that event, the unsuccessful party in
such action or proceeding agrees to reimburse the party for the
reasonable expenses and disbursements incurred therein by the
prevailing party, including reasonable attorneys' fees.
24. Sale of pr emises By Landlord. In the event of any
sale or exchange of the premises by Landlord and assignment by
Landlord of this lease, Landlord shall be and is hereby entire-
ly freed and relieved of all liability under any and all of its
9234200
15123
\\\ tJ
~~
-18-
-- ---. -
---- ",---,---,---
'- --- ----
-- ,----- -------,-
- "... ---. ----- --,-- --
covenants and obligations contained in or derived from this
lease ar ising out of any act, occurr ence or omission relating
to the Premises occurr ing after the consummation of such sale
or exchange and assignment, provided such purchaser or assignee
shall expressly assume the covenants and obligations of Land-
lord. '
25. Quiet Possession. Landlord agrees that Tenant, upon
paying the rent and performing the covenants and conditions of
this lease, may quietly have, hold and enjoy the Premises dur-
ing the term hereof or any extension thereof.
26. Holding Over. This lease shall terminate without
further notice at expiration of the lease term. Any holding
over by Tenant after expiration shall not constitute a renewal
or extension or give Tenant any rights in or to the Premises
except as otherwise expressly provided in this lease.
27. Obligations of Successors. The parties hereto agree
that all the provisions hereof are to be construed as covenants
and agreements as though the words importing such' covenants and
agreements were used in each separate paragraph hereof, and
that all of the provisions hereof shall bind and inure to the
benefit of the parties hereto, and their respective heirs,
legal representatives, successors and assians.
28.
Trustee's Warranty.
Ben Rosenblatt, as Trustee of the Lois J. Richmond
Trust, represents and warrants to Tenant that he has the full
legal capacity and authority to execute this Lease on behalf of
the Lois J. Richmond Trust, and shall indemnify and hold Tenant
harmless from any action by any beneficiary of 'such Trust or
any other person contesting the entry of the Trust into this
Lease.
29.
Notices.
Wherever in this lease it shall be required or per-
mitted that notice or demand be given or served by either party
to th is lease to or on the other, such notice shall not be
deemed to have been duly given or served unless in writing and
personally delivered to or forwarded by certified or registered
mail, addressed to and individual principal of the party, at
the addresses of the parties specified on page one hereof.
Either party may change such address or desiqnate specific in-
dividuals to receive notice by written notice by certified or
registered mail to the other.
9234200
15123
\\~t3
R-
-19-
. "--'---,_u", -_._----,--
---_u....----.-
30. Captions and Terms. The capt ions of sections and
paragraphs of th is lease are for convenience only, are not a
part of this lease and do not in any way limit or amplify the
terms and provisions of this lease. The neuter pronoun used
herein shall include the masculine and feminine as the case may
be, and the use of the singular shall include the plural.
31.
Miscellaneous.
31.1 It is agreed that nothing contained in this
lease shall be deemed or construed as creating a partnership or
joint venture between Landlord and Tenant or between Landlord
and any other party, or cause Landlord to be responsible in any
way for the debts or obligations of Tenant or any other party,
except as otherwise provided in this Lease.
31.2 It is agreed that if any provision of this
lease shall be determined to be void by any court of competent
jurisdiction, then such determination shall not aff~ct any
other prov ision of th is lease and all such other pr6visions
shall remain in full force and effect¡ and it is the intention
of the parties hereto that if any provision of this lease is
capable of two constructions, one of which would render the
provision void and the other of which would render the provi-
sion valid, then the provision shall have the meaning which
renders it valid.
31.3 It is understood that there are no oral agree-
ments between the par ties affecting th is lease, and th is lease
supersedes and cancels any and all previous negotiations, ar-
rangements, brochures, agreements and understandings, if any,
between the par ties or displayed by Landlord to Tenant wi th
respect to the subject matter thereof, and none thereof shall
be used to interpret or construe this lease. All negotiations
and oral agreements acceptable to both parties have been merged
into and are included herein. There are no other representa-
tions or warranties between the parties and all reliance with
respect to representations is solely upon the representations
and agr eemen ts con ta ined in th is documen t. Th is lease cannot
be amended or modified except by a written agreement.
31.4 The laws of the State of California shall gov-
ern the val idi ty, per formance and enforcement of this lease.
Although the prov isions of th is lease were drawn by Landlord,
this lease shall not be construed ei ther for or against Land-
lord or Tenant, but this lease shall be interpreted in accord-
ance with the general tenor of the language in an effor t to
reach an equitable result.
9234200
15123
\ \ '\ t3
<?--
-20-
"
31.5 Landlord's consent to, or approval of, any act
by Tenant requiring Landlord's consent or approval shall not be
deemed to waive or render unnecessary Landlord's consent to or
approval of any subsequent similar act by Tenant.
31.6 Any prevention, delay or stoppage due to
strikes, lockouts, labor disputes, acts of God, inability to
obta in labor or mater ials or reasonable substitutes therefor,
governmental restrictions, governmental regulations, govern-
mental controls, judicial orders, enemy or hostile governmental
action, civil commotion, fire or other casualty, and other
causes beyond the reasonable control of the party obligated to
perform, shall excuse the performance by such party for a per-
iod equal to any such prevention, delay or stoppage, except the
obligations imposed with regard to payment of rent and other
charges to be paid by Tenant pursuant to this lease.
31.7 Tenant hereby acknowledges that late payment
by Tenant to Landlord of rent or other sums due hereunder will
cause Landlord to incur costs not contemplated by this lease,
the exact amount of which will be extremely difficult to ascer-
tain. Such costs include, but are not limited to, processing
and accounting charges, and late charges which may be imposed
upon Landlord by terms of any mortgage or trust deed cover ing
the Premises. Accordingly, if any installment of rent or of a
sum due from Tenant shall not be received by Landlord or Land-
lord's designee within ten (10) days after written notice that
said amount is past due, then Tenant shall pay to Landlord a
late charge equal to five percent (5%) of such overdue amount.
The parties hereby agree that such late charges represent a
fair, and reasonable estimate of the costs that Landlord will
incur by reason of the late payment of rent by Tenant. In the
event of any dispute between Landlord and Tenant as to the
amount or propriety of any payment required by this lease to be
made by Tenant to Landlord, Tenant agrees not to withhold the
same, but to make the payment to Landlord under protest, pend-
ing resolution of such dispute.
31.8 Tenant hereby expressly waives any and all
rights of redemption granted by or under any present or future
laws in the event: of Tenant b~ing evicted or dispossessed for
any cause, or in the event of Landlord obta ining possession of
the Premises by reason of the violation by Tenant of any of the
covenants and conditions of this lease or otherwise. The
rights given to Landlord herein are in addition to any rights
that may be given to Landlord by any statute or otherwise.
31.9 Landlord and Tenant may execute and record a
Memorandum wi th th is lease wh ich shall, among other usual pro-
visions, state Tenant's right of first refusal to purchase
9234200
15123
~-\ \lt3
-21-
--._---- -_u_.. -._--
- _.. ----
---.-__-h..- ,..-
.
~\.t\
)\-\ìv
J\-\3
., I \ '-'-
IJ \ -, \
~-I(
J \ I ~
.,
Landlord's interest in the Premises pursuant to Paragraph 22.
31.10 Time is of the essence of th is lease and each
and all of its provisions in which performance is a factor.
IN WITNESS WHEREOF, Landlord and Tenant have duly exec-
uted this lease on the day and year first above written:
- /
LANDLORD: ..' VI-, rLC'//,'-/I',-~'ril'((<- /
, - ' . .' "
~'GERALD HANDLER
-~
-. -~'
'-' "".- ,
JUDITH HANDLER
(J ~ Jl{, . ~
" 'I) " 'I ",v.,' ',J
'¡'"'-'1^, :(..;;..:~/' '-.../171, ,-[ì .....
BEN ROSENBLATT, Trustee for
Lois J. Richmond Trust
LA JOLLA VENTURES, INC.
A c~~ni~4/~
./ '
By:' ,. , ----------
Norman Hahn, President
-+.~rJM-1 SMC~ rJAAlLSf-t lA"Ûl,reP u,1r+ff r>r (aPi' 01=- i1-fE ls;"V
* (~tV\plt'\-vJ Û~"'O Coli~/((,'Ýq A-J--! ihlD AU P,/Jt"RJC+tl)j 0,,/
tHt P~Qt~R--t'-{ (jf\'II~ LEASfO f-f\o.~'~ (D...JfR¡)(-tjO;'/
C\-1---( Or- C\.{J\A \/¡j1-A .s~lL APf{ov¡:: 1i-1f p,4h!Ly,'¡q' ,
R.. ~ QJ \ RiO ('1\ f ¡v-t' () ç 1+1 ( j p~ OPf.I(-f-( A-J ~1 a F fi-{f 'r::\ oJ tf (\1:'15+ A (/ ÆA <\1<-(-
c.. L"ptr>\./5 ~~Llr-{ì f~\QtZ to ~"\.z-t- Dr (Ù'Ý~-tr(J C-+/:kv',
Vvf(\V ~ -tt\E 1-ffè N\ of -\"iIJ l6'iJf \ r:rJtf MA"'( ß~ -S~ÆJf;O
o-Jl, p,S f1 \,Jc\ D~t4( t-+EM 0,.) tf-.\I? fv1etlv'-
-h~tJ'A)-r J~.ll D'¿. RfrçJII<~O tv fv¿-r ¡V°ítC[ o~ IV~'V' /rEJfc,../.IiP¡Li7\
Ð-J (O/\", J-T R J l-kp,.J ..r l tf: u¡ t+N I -v' lOP 11 '-f J 0 r: Co}) IylfJt/ CE M e-l-r
of- Li/oRH.' O'Z p~(tv'~¡{'Y o~ ;Y1AtEfr4 ( fo +HE Ðo{JSlfE..
\Ji4tcJ.(¡:::JeR. (O""..1~j t:1;Qj-1""
T .f/ IV A,..r-1" S-HAl( {:;f-.i I( +f..{ Ë (,7 Jt'
CoJ~t' (o~"h -i- ,4Ð^1!iVl,jtl'.4+¡JE
{Vf<...~~SA4"1 fp.)£M~T.f.
(~ +~E fV'E-Ñ~- 1J,A-1- VDPE'-<:£:
r ~ .( f--(t../ l\ J PAt fl -++t E !( ~ S ~ U 11 E
Rr;. /J+- A 9 Jl)~ +- M :=:^/-r i
TENANT:
Dr::- )\0/-1 ~+J ~f/VE YJ FEEj
Ft-fU F 'Z OðTAI..J!V4 tlv'1
CH I c.J(E/V' fE Ç-v III E J J IIP/r E
A f,,1:J--ÆèA-tn? hj T /] (
9234200
15123
-22-
R-\ \ 1t_3
..., '-------------' -- ..'----.-.-'-,----..-------.".-_u ---- --- '..-n,
That portion of Lot 8 contained in numbered
sections 19 and 20 as sho~m on the attached
page 24 of Assessor's Map Book No. 565
consisting of approximately 21,487 square
feet.
n--_n__n
, -.., ..
~'l
~-\\\ _:J
EXHITI IT
A
-;.
1
.------ ---------- '
-~~~--r- r' ""1'.',
. , ' '" - ., \ \ I : ; I
;.i.~ ~~'~~:~~1 Jt' ~\
_..-, II II
. .:.,;.',:~:; I
_..:::_~.~--~- 1
...:.: :'. " ,\:: \
.~ -
.'ð'
:D:;;J
In- :r: (y
, .,.,..-: o::¡ .
. (- -- :-<
~ ';;: ~ ' .... ' '
,-:.,_.....:~-
::; g' r~~ s::'::'CK .
..-,' ~X'A"=' .'
, '~ ~.,~;~~:\¿:-'~J,,:,.: I ;,' ,
r:-;('"./'l:~:I"."
r ~. ::: ';":"",,7'.,~~ '.
Q; - '~:.',':-:<:£::~~;.:' ,- .. ~
Q ,";"'.~.:'). ~,-~'..
,:;,:-:,.:.:,~:,.\.:',,' '
." ,..,:,'
~
f:~
,"c
IC;
:-~
P'
.:5T PÞ.RK
LANE
:{:
.;.' ¡\:,
ŒJ7'
ASH
AVE
-,..
...
, -"
>-
,'c.
"
~":¡
~.;J .
r,~ :',.:. ,
" .
. ,- . ,
..
: - . ~ "
\,'~.. :
í'
... .
/ ~
.. - -"-- ~
" . "'-: --,~ .~'
. 1 ;:; ¡ , -,"':;;
'-,': : ',' - '-: '~
¡:
CD
--'0' :
, .."
::',- ~,:.
;, ~~
, ,--
.'
\ J '
, .
:::
~- ~ -;
, .
.:¡;
..(
"
Ct
, - "
:.i
. -
, '
.---- "\
..,,1_: u
'.
~
'n' Ù""'"
fT'I:s:.~
~~t-. :'
- \~
\
*-'
I
\
,\
k-:' ~----_. ------~-~~--------~- 6~_----~- n_~~.--._----'
\'~\' - ~ - - -:
~ I '
ii :" ' ' , § ð
----------zu,~------------
. .
BROADWAY
.;,:
~-'
>
:;
'"
.:..
.-"
~
~.
,;
~,
"'" ' rr'
r.JJ
I.:>J
loa
J,I
.IS IS
I I I I I
I I I I I
, 1 I I I I
I I I I. I
1 I I I I
Ô It) b \ô \(3 .~O
..r.--W._.1- ..R--..L-V- L<¿' -1- J1Z __1_- - _"'N---
Ju.JS
,...-
------------
--
~
--------- - -- --------------
,tf)
:-t
..... ...-
..~
. ,
~ '.
~ ~¡
:.
- - --...---'
, @:
~ ' '
1 A IÓ1 " '
. I u:.,r 0 0
--- --"-- ..L----¡,-/:;:¡---:----------- ------------- -.,- ---- -- - ---
'"
.,
P\>
~>
0
~~
f)
ï--~---
I
r:
I
I
-------------------------
.
"
'I
@
~4r'
. . ,"
. 1,"-'-;'
':0
~ Of'
..", '.1
~ ; ¡ ~
I..' '.. I'
~~~ ' i ~
~ \1 11 ~
_.J--<
¡;'~_d
: ~.~ r
... -. PO,
r,O- or
n
pc:n.
LOT
-
i
P::'8,
, ' "
....'.,: ,
..
,-.,- ,-
~: ~ ',~,
~: \.\'
V~"
. ,:::,F
_..'
'. ,
"
" '.:. "." -, "
d'
, --,0"----
P--- \ \ "1 g 5'
£.x¡.-\¡'b¡( A
-?..
~í5
~/\\
ø
,\:, p
'\)...
LEA S E
by and between
LILLIAN M. ENGLISH
and
EARL L. RICHMOND and LOIS J. RICHNOND
and
GERALD HA~"DLER and JUDITH HANDLER
*
vHLLIAr-l A. YALE of
YALE, HILSON and YALE
Attorneys at Law
Suite" 2050 First National Bank Bldg.
530 'B' Street
San Diego, California 92101
233-8821
-Ì. \?I\ 13
/:j..\\' "
V
LESSOR
LESSEES
--
~
J.;j.
. '; ,""',"
"
~
STATE OF CALIFORNIA
5S.
=jÇ.,!,r.llt""1 I?{,B
On this S "1';' day of .f)¿ '"..,. , ' ~, before me, the undersigned,
a Notary Public in and for said County and State, personally appeùred
LILLIAN M. ENGLISH, known to me to be the person whose names is sub-
scribed to the within instrument and acknowledged to me that she
executed the same.
WITNESS my hand and official seal.
0
COUNTY OF ,SAN DIEGO
~~~
County a~d State,
/117tf'G-LlE R I Ie: ¡:;;Ltc'¿;c/llBO¡f'G-
Type or Print Notary's Name
M~'GCJEOITE 'M<ENBORG
Notary PulJli., C.lilornia
Principal O:iicç
San Diego County
I
My commiuione"pire. Mey ó(';';ð'?O
STATE OF CALIFORNIA)
)
COUNTY OF SAN DIEGO)
On this ~ day of I{/i~!/. 19t! before me, the undersigned,
,a Notary Public in and for said County and State, personally appeared
EARL L. RICHÞ10ND and LOIS J. RICHMOND, known to me to be the persons
whose names are subscribed to the-within instrument and acknowledged
to me that they executed the same.
WITNESS my hand and official seal >/7 ..
/~¿:?ß~
Notar5~~bliC in and for s~l
County and State I~
I/.I/¿", lit-#? '/I~ '7 ¡;"L~
Type or Print Notary's Name
SS.
"
<,~--=',~,~<)Go)o...a'),':)-:-~.> },,:>,,'3,
l~ ~~:~' W,:Uiam .d.. 1"a~~ 1)
. o~--,,~,: "
èi r-"c-,-,.,,;:,',',': ,.;OTA!V .":'11: - 0., ~, fO¡"'I,~ å
¿"::."""~"!. ."~~~i?¡,,It:"'-":'IN ::.
f' (\: ,,:,,-..,1 ..u Q¡,jO CC,L;,IT '"
...' -.c":'-"'-' -~. ~,'
~¿;~OO90~~~o~ð~V
;It, Co,:nmission1>x¡Jires May 13, le7l
STATE OF CALIFORNIA
SS.
j
COUNTY OF SAN DIEGO
/4 rE~~t t
On this ~ day of III/I!I/whn , 196-"t, before me, the undersigned,
a Notary Public in and for said County and State, personally appeared
GERALD HANDLER and JUDITH HANDLER, known to me to be the persons whose
names are subscribed to the within instrument and acknow~edged to me
that they executed the same.
ItITNESS my hand and Officia~t~ t:? ~~
, Notary Publ~c ~n and ~ said
; r:-,..:"-'~-:',;,<><»="'~'~'.:"""" County and State U
: /:..;;'>\ 1;Wi.tc., .:t. ~',~;" tvlt ¿ Inm /I. //)i!' c::.
.' ...cu,., ,~"",C"..f~':" ;:'
~~: .,' ":-) .:,' ,_,';,l <:c' :." ,> Type or Print Notary's Name
Ci\;,":;;; ~~N~;.~j-,.,lY ;:
Ô?<'~;'::-ÓOC?Öç,j~ :';.",.., "v., ,'v
;Vir ComuÜ:.;;IOD !:.X['lIc. ¡<loy ~:J, :_"
~
~
-2-
~~)
~
~;\
~
,~
--
~
~
- '. .:",. ~
, .
,. .
.:-
~fter Recordinq Mail To:
Earl L. Richmond
5114 El Cajon Blvd.
San Diego, California 92115
.1,7,7,
') r' 't...,
, " "" ~,'" '::~.~: --~~-'
...' .... """.-,, .-
'(::<-'I/.,'/.,.~t.'-
-,~L.~'~~'--'~~~
¡;AR I J:¡3 n; °j3
"~,' ': :: . j'. ,\ , i ,he,
,;Fiï':I.','.r.::C'1F.:':
r:'Hr.I~~.]ro"<-'- ro,t"
~ f.,S,~,¡;'/,ý,i;L¿~;;¡;~;l"
~2.S0
RICill~OND, LOIS J. ~
MEr.\ORl\NDUM OF LEASE
LILLIAN M- ENGLISH, as lessor, and EAP~ L.
RICHMOND, GERALD HANDLER and JUDITH HANDLER, as lessees, acknow-
ledge that they have entered into a ninety-nine (99) year lease
commencing as of January 1, 1968, relating to that certain real
property located in the County of San Diego, State of california,
described as follows:
That portion of Lot 8 in Quarter section 150 of Rancho
de 1a Nacion, in the city of Chu1a vista, County of San
Diego, state of california, according to Map thereof No.
50S, filed in the Office of the County Recorder of San
Diego County March 13, 1888, described as follows:
Beginning at the Ncrthwesterly corner of sa-id Lot B;
thence Easterly along the Northerly line of said Lot, a
distance of 180,00 feet, to the Northeasterly corner of
land described in deed to walter G- English, et ux, re-
corded April 11, 1940 in Book 1016, page 230 of Official
Records; thence Southerly along the Easterly boundary of
said land, 332.35 feet to the center line öf "E" Street
as shown on said Map No. 505; thence westerly along said
center line, 90.00 feet to the southwesterly corner of
said English'S land; thence Northerly along the westerly
boundary. of said land, 190_00 feet to the Southeasterly
corner of land described in 'Deed to walter G. English,
et ux" recorded May 20, 1939 in Book 909, page 201 of
Official Records; thence westerly along the Southerly
boundary of said land, 90_00 feet to the westerly line
of saîd Lot 8; thence Northerly along said westerly line,
142.35 feet to the point of heginning.
" F¡;fJ.<:IIA-A'Y 5'" ¡,"bIt"
DATED:' DEC¡;;¡:n¡,;p. -' 1967.
~
r\,~'?
\\.
Q-'
D.-vJ
LOIS J. RICHHO~ ~
b.~¿/ ~-?(d ~
GERALD li¡\NDLER
J¿ d l;f;
JIJPITH HIINDLER
~
-:l/<J.u...aÆ.. /
LESSEES
-- -=.
-1-
LEASE
THIS LEASE is entered into by and between LILLIAN
M. ENGLISH, herein called LESSOR and EARL L. RICHMOND and
LOIS J. RIC}~OND, husband and wife as joint tenants as to
an undivided one-half (1/2) interest, and GERALD HANDLER
.
and JUDITH HANDLER, husband and wife as joint tenants, as to
an undivided one-half
(1/2) interest, herein collectively
called LESSEES.
1.
LEASED PREMISES:
The real property covered by this lease is located
in the City of Chula Vista, County of San Diego, State of
California, designated as Parcel 19, Book 565. Page 24, County
Assessor's Map (approximate size, 90 foot frontage on E Street
and 292.35 depth running in a northwest direction) and shown
as Parcel 20, Book 565, Page 24, County Assessor's Map
(approximate. size 142.35 foot frontage on Broadway and 90
foot depth running in a southeast direction).
A copy of
said County
Assessor's Map is attached hereto as EXHIBIT A.
2.
\'il>RRANTY OF TITLE:
LESSOR warrants that she is the sale owner of the
leased premises and that said real property is free and clear
- Page One -
:\~')
@--'"
of all encumbrances, excepting 1967 - 1968 real property
taxes.
3.
TERH:
The term of this lease shall be for NINETY-NINE
(99) YEARS, commencing JANUARY 1, 1968, and ending DEC~BER
31, 2067.
4.
RENT:
Rental under this lease shall be NINE HUNDRED AND
NO/IOO ($900.00) DOLLARS per month for the first TWELVE
(12) MONTHS; FOUR HUNDRED AND NO/100 (~400.00) DOLLARS per
month for the next TvillLVE (12) MONTHS (commencing January
I, 1969); and SIX HUNDRED A~ NO/100 ($600.00) DOLLARS per
month (commencing January 1, 1970) for the balance of the
term of this lease.
Upon signing this lease. LESSEES shall
pay LESSOR the sum of FIVE THOUSAND, THREE HUNDRED AND NO/100
($5,300.00) DOLLARS advance rent to be credited for the first
month in full, with the remaining $4,400.00 to be credited
at the rate of $400.00 per month for the last ELEVEN (11)
MONTHS of the first year.
All rental installments shall be
payable on the FIRST day of each month, in advance.
5.
REAL PROPERTY TAXES:
LESSEES shall, when due, pay, during the term of
this lease. all real property taxes. which may be levied and
assessed against the real property covered by this lease,
including improvements hereafter constructed thereon.
6.
EXISTING IMPROVEMENTS:
LESSEES shall have the right to remove all existing
improvements located upon the leased premises.
All improvements
(?-- \118'3
- Page Two -
constructed upon the leased premises shall belong to LESSOR
upon termination of this lease.
7 .
GROUND LEASE:
It is acknowledged that this is a ground lease only
and LESSOR shall have no responsibility relating to removal
of existing improvements or any responsibi~ity relating to
repairs, replacements or fire insurance concerning future
improvements, all of such items to be the sole responsibility
of LESSEES.
An event of fire or other destruction, in whole
or in part. to the improvements locate~ on the leased premises
shall not affect or impair the obligatïons of LESSEES under
this lease.
8.
COHPLIANCE WITH LA\'JS:
LESSEES shall faithfully observe and comply with
all municipal and county ordinances and state and federal
statutes now in force, or which hereafter may be in force,
in connection with ~1eir use of the leased premises.
9.
PUBLIC LIABILITY AND INSURANCE:
This lease is made upon the express condition
that LESSOR is to be free and harmless from all liability
and claims or damages by reason of any injury to any person
or persons, including LESSEES, or property of any kind what-
soever and to whomsoever belonging, including LESSEES. from
any cause or causes whatsoever while in, upon, or in any way
connected with the premises leased hereby.
LESSEES agree to
indemnify and save LESSOR harmless from all liability, loss,
cost, obligation, or attorneys' fees on account of, o~
arising out of any such injuries or losses, or claims thereof,
~ \\iÍ-3
- Page Three -
,,~H'-.-~ ~---~-_.:J'
'--,--- -- --.-- --- ---- ----r
in force during the term hereof at LESSEES' expense, public
liability insurance to protect against any liability to the
public incident to the use of or resulting from any accident
occuring in or about said premises and parking area, the
liability under such insurance to be not less than ONE HUNDRED
THOUSAND ($100,000.00) DOLLARS for anyone person injured, or
THREE HUNDRED THOUSAND ($300,000.00) DOLLARS for anyone
accident, or TíÆNTY-FIVE THOUSAND ($25,000.00) DOLLARS for
property damage.
These policies shall insure the contingent
liability of LESSOR and a copy of such policy or policies
is to be placed with LESSOR, and LESSEES are to obtain a written
obligation on the part of the insurance carriers to notify
LESSOR in writing prior to any cancellation thereof, and
LESSEES agree, if LESSEES do not keep such insurance in
full force and effect, the LESSOR may take out the necessary
insurance and pay the premium and the repayment thereof shall
be deemed to be part of the rental and payment as such on
the next day upon which rent becomes due.
10.
ENTRY BY LESSOR:
LESSOR reserves the right to enter upon the
leased property either in person or by her agent, at any
reasonable times for the purpose of inspecting the leased
premises, posting notices of non-responsibility for work or
repair or improvement made by LESSEES or for any purposes
q..""'"
to enable LESSOR to enforce the terms and provisions of
this lease.
11.
ASSIGNMENT:
LESSEES shall not assign this lease or any portion
,,()
\
of this lease without first obtaining written consent of
- Page Fro r -
LESSOR.
LESSOR agrees not to unreasonably withhold her consent
to an assignment in whole or in part.
In addition to any
other interpretation of what is an "unreasonable withholding
of consent, II it is specifically understood that any asignee
also must have a greater net worth than the present LESSEES and
it is specifically understood that an assignment to a corporation
will not be al1owed unless there are adequate provisions to
protect LESSOR in full in the event of the corporation's
bankruptcy.
12.
SUBORDINATION:
It is acknowledged that LESSEES have entered into
this lease with the objective of developing the leased premises
by constructing improvements thereon and will from time to
time obtain loans for construction and long term financing.
Provided that no default then exists under this lease, LESSOR
agrees that her ownership interest in the leased premises may
be encumbered by deeds of trust securing such ~oans, provided
the following conditions and limitations are complied with:
A.
The lenders of any such
loan shall be limited to a bank, savings and loan association
(state or federal),
insurance company or mortgage company
authorized to do business in the State of California.
B.
The amount of any con-
struction loan shall not exceed the estimated cost of construction
The term "cost of construction" shall include normal loan
expenses, impound accounts that may be withheld by the lenders,
ens ineering-, archi tectural and dra fting fees, oíl-si te improvement
expenses, subdividing charges, permit fees and actual costs of
Q-- \.'1 ß3
- Page Five -
construction.
LESSEES agree that the loan agreement incident
to any such construction loan will provide that the proceeds
thereof will be disbursed under a voucher or fund control
system for construction expenses.
LESSEES agree that any money
obtained from any and all construction loans which may be
secured by the leased premises will be used solely for the cost
of construction as above defined and for no other purpose.
Upon completion of construction and upon payment of all
expenses thereof, if any surplus funds should exist from
such construction loan, said surplus shall be repaid to the
lender to credit against said loan.
c.
The amount of any long
term financing loan or replacement thereof, shall not
exceed the fair market value of the improvements constructed
, -'
upon the leased premises or construction upon the portion of
leased premlses encumbered by the deed of trust securing such
loan.
D.
The interest rate of
any construction loan, or long term financing loan, or any
replacement thereof, shall not exceed the then prevailing
rate for comparable loans made in the County of San Diego,
and in any event, shall not exceed the maximum rate of
interest permitted by law.
The repayment period for any
construction or long term loan shall correspond with the
then prevailing terms of repayment for like loans then being
made in San Diego County, but. in any event, shall be payable
in full before the expiration date of tllis lease.
LESSOR agrees to si<jn the deed or deeds of trust
\' <t)
~_\
- Page Six -
securing such construction or long term financing loan or
loans with full recognition that such encumbrance will
constitute a lien against LESSOR'S ownership interest.
LESSOR
will further sign for purposes of approval, but without incurring
any personal liability e1ereunder, all promissory notes, loan
agreements or other loan documents or title insurance company
documents then commonly required by lenders or title insurance
companies for like loans in San Diego County, incident to the
consummation of said loan and the issuance of title insurance
relating to such encumbrances.
It is acknowledged that the
documents relating to said loan or loaps may include provisions
then in common use for like loans, such as, but not limited to,
acceleration clauses, repay~ent provisions and late payment
penalties.
LESSEES agree that all improvements to be constructed
upon the leased premises shall be made pursuant to a competitive
bid construction contract awarded to a general contractor,
licensed by the State of California, and that such contract
shall include a provision re~uiring the contractor to provide
a lien and completion bond.
LESSEES expressly indemnify LESSOR
from loan liabilities, construction costs and agree to satisfy
in full any valid mechanic's liens recorded against the leased
premises and to save and hold LESSOR harmless of any mechanic's
liens whatsoever recorded against the leased premises while
this lease is in effect.
LESSEES shall have the discretion of determining
the size, quantity and design of ~ll improvements constructed
upon the leased premises, subject to the" limitation that such
improvements, pursuant to good business judgment, shall
~j\ÎCJ
- 'D..,~~ C:"'n~'" -
increase the value of the leased prem1.ses in an amount equal
to the cost of construction.
It is mutually agreed that if any dispute should
arise between LESSOR and LESSEES pursuant to the provisions
of this paragraph, such dispute shall be resolved pursuant
to the rules of the American Arbitration As,sociation.
If the
arbitrator should determine that LESSOR has acted or failed
to act in an unreasonable or arbitrary manner. so as to
preclude or delay LESSEES proposed financing and improvement
program. then in such event the arbitrator shall be empowered
to make an award directing LESSOR'S compliance with the
provisions of this paragraph, and. in addition thereto. to
award attorney's fees and ddmages to LESSEES for any expenses
or losses occasioned by such act or omission to act by LESSOR.
Any affirmative act required of LESSOR pursuant to such
arbitrator's award, if not performed by LESSOR, may be specifical:
enforced by a decree of a Court of competent jurisdiction.
If the arbitrator should determine that LESSEES or LESSOR have
acted or failed to act, in an unreasonable or arbitrary manner.
the arbitrator shall be empowered to award to the successful
party in such arbitration, attorneys fees and such damages.
expenses or losses as may be determined by said arbitrator to
exist by reason of such act or omission to act.
13.
DEFAULT:
If LESSEES should breach this lease, LESSOR, in
addition to all other rights and rem~dies provided by law. shall
have the right, with or without giving notice to LESSEES, to
re-enter the premises and remove all property therefrom and
store the same at the expense of LESSEES and to re-1et Ð1e
~ \\1~3
.~
- Page Eight -
premlses, or any part thereof, for such term and upon such
rental and conditions as LESSOR deems advisable, together
with the right to make alterations and repairs upon such re-
letting -
LESSEES shall pay all cost and expense of re-letting
and of the alterations and repairs, together with the amount
of rent reserved under this lease for the period of such re-
letting after deducting the rent to be paid pursuant to such
re-letting.
Such re-entry of the premises or re-1etting shall
not constitute a termination of this lease by LESSOR.
LESSOR
will not enforce any remedy for the breach of this lease by
LESSEES unless such breach shall continue to exist from and
after the expiration of THIRTY (30) DAYS following the giving
of a notice by LESSOR to LESSEES of their default hereunder.
14.
INSOLVENCY OF LESSEES:
Any attachment, execution or other judicial levy
upon the leasehold estate hereunder, or assignment of said
leasehold estate for the direct or indirect benefit of
creditors of LESSEES, or any of them, or the judicial appoint-
ment of a receiver or similar officer to take possession of
the leasehold estate, or the filing of any petition by, for
or against LESSEES, or any of them, under any chapter of
the Federal Bankruptcy Act, shall be a breach of this lease
at the absolute right and option of LESSOR.
A termination
of this lease b~sed solely upon a default under this paragraph
shall not terminate the rights of then existing sub-tenants.
15.
NOTICES:
All notices to be given to LESSEES may be given
ln writing personally or by depositing the same in the
United States mail, certified or registered, postage prepaid,
\. \ 1 g-3
~-
- Page Nine -
return receipt requested, addressed to LESSEES at 5114 El
Cajon Bou~evard, San Diego, California.
All notices to be
given to LESSOR may be given in the same manner, addressed
c/o Miss Marguerite Falkenborg
to LESSOR at 727 Third Avenue Chula vista
Calitornia.
If such notice is personally served, service
shall be conclusively deemed made at the time of service.
If
service is certified or registered mail. service shall be con-
clusively deemeò made twenty-four
(24) hours atter the deposit
thereof in the United States mail.
LESSOR and LESSEES may change
in the manner set torth herein, their address for the purpose
of receiving notices or demands hereun~er.
16.
ATTORNEYS FEES:
.
The successful parties in any litigation between
LESSOR and LESSEES pertaining to this lease shal~ be entit~ed
to be paid reasonable attorneys' fees and costs of suit.
17.
RIGHT OF FIRST REFUSßL:
LESSOR sha~l not, prior to the termination hereoI,
accept any offer I:or tne purcIlase-and-sale or excnange of
the ~eased property, or contract for the purchase-and-sale
or exchange of the leased property, untiL and unless LESSOR
shùl1 have given LESSEES written notice stating the price
and terms of said offer or contract, and LESSEES shall have
failed or refused to tender to LESSOR, within THIRTY (30)
DAYS after service of such notice, a written offer to acquire
the leased property at the same price and upon the same terms
and conditions as are set for~ì in said offer or contract
first above referred to.
~. \ \ 1 ~3
- PaGe Ten -
la.
NEHORANDUM OF LEASE:
Upon request of LESSEES, LESSOR shall deliver to
LESSEES a memorandum of this lease designating the description
of the leased premises, parties hereto and term of this lease,
signed and acknowledged in recordable form.
19.
l-lISCELLANEOUS:
The waiver by LESSOR of any breach of any term.
covenant or condition herein contained shall not be deemed
to be a waiver of such term, covenant or condition of any
subsequent breach of the same or any other term. covenant
or condition herein contained.
The subsequent acceptance
of rent hereunder by LESSOR shall not be deemed to be a
waiver of any preceding breach by LESSEES of any term,
covenant or condition of this lease, other than the failure
of LESSEES to pay the particular rental so accepted, regardless
of LESSOR'S knowledge of such preceding breach at the time
of acceptance of such rent.
The use herein of the neuter
gender shall include the masculine and/or the feminine, and
the use herein of the singular number shall include the
plural, wherever the context hereof requires. Ar ticle
headings are for convenience only and are not a part of
the text hereof. Time l.S of the essence of this lease.
This lease and all the provisions hereof shall bind and inure
to the benefit of LESSOR and LESSEES and their respective
heirs, administrators, executors and assigns.
Any holding
over after the expiration of the term of this lease, or any
extended term, with the consent of LESSOR, shall be construed
to be a tenancy from month to month, at a monthly rental
- Page Eleven -
~- ,Yl g'3
~~ "-,,V
.loB LIlt:: ~d¡¡l\:.: dHlUUU L ú~ L!LL: .Lc:.o... L ¡¡lUll LJI UL L!L.L::> .LedSe.
DATED THIS ~ DAY OF
Féð¡{"(/t1~ r
, 196~ .
~' p~
",;;/ --.~.
AN M :-"EJ;thSH - J-- ---f..
LESSOR
U/~t,Q
r::~
LOIS fJ.. RICHMOND
~À~ &~~ ~
GERALD HANDLER
A-.
,/z~Zf! /'~
J1}D ITH HANDLER
- Page Twelve -
LESSEES
~
8<1-39'; 2~S
'I Rt'LL'ROU) IN
Cn,<ïJ\L kt:'Ll~I¡¡¡:'
£F SPJ.'DltLO l(À,N'7 't CA
--
Recording Requested by
and When Recorded, Return To:
I-:', OCT I;: r:: ( 3~,
I .YEf<All"'fLE '
~,::.n ì,EL(J"Dé~;
David E. Lundin, Esq.
Fredman, Silverberg & Lewis, Inc.
3252 Fifth Avenue
San Diego, California 92103 Space above for Recorder's Use
AGREEMENT RESERVING PARKING I ~:~ S/ ~ I
ON THAT PORTION OF LOT 19 FOR LOT 20
AGREEMENT by and between LA JOLLA VENTURES, INC., a
California Corporation ("LA JOLLA"), THE CITY OF CHULA VISTA, a
Municipal Corporation (" CITY"), GERALD HANDLER and JUDITH HANDLER
and BEN ROSENBLATT, Trustee for LOIS J. RICHMOND Trust, ("TRUST"),
and BANK OF SAN DIEGO, a Financial Institution, ("BANK").
WHEREAS, GERALD HANDLER and JUDITH HANDLER and BEN
ROSENBLATT, Trustee for LOIS J. RICHMOND Trust, is the Lessee
under a ninety-nine year lease of Lot 20 and a portion of Lot 19
as shown at Book 565, page 25 of the Assessor's Map as attached
hereto as Exhibit "A" located at Broadway and "E" Streets, Chula
Vista, California, and
WHEREAS, GERALD HANDLER and JUDITH HANDLER and BEN
ROSENBLATT, Trustee for LOIS J. RICHMOND Trust, is a Lessor to LA
JOLLA VENTURES, INC. of a fifty year lease for the above-described
property, and
WHEREAS, BANK OF SAN DIEGO is providing a loan of money for
construction of a building on Lot 20 to be leased to SAN DIEGO
PIZZA NUMBER ONE, INC., dba GODFATHER'S PIZZA, and
WHEREAS, in order to use Lot 20, LA JOLLA must provide
adequate parking which is not available on Lot 20, and
WHEREAS, all parties wish to reserve a portion of Lot 19 as
committed parking for the benefit of Lot 20.
THE PARTIES HERETO AGREE AS FOLLOWS:
1. LA JOLLA agrees to and hereby does reserve that portion of
Lot 19 leased pursuant to a fifty-year ground lease for
parking for the benefit of Lot 20 for the full term of
said fifty-year ground lease.
\\~}
?--\
2. All parties agree that the right to build on and use
Lot 20 is personal to ~ JOLLA and does not run with the
land or accrue to successors in interest.
This Is 8 true certified copy of the reoord
if it bears the seal, imprinted in purple ink.
of the Recorder.
~,'::;IA"'{{""""
,,- 'oJ" D'",
" ~ ,"'r" í'.:.:-,,~
':::~,"\ " ':"':'>';:-"
,. '.:.¡ "'.\ ! , b v ':'\
(~~U~;~~~;:,':~
-;;"'>. './ , , \. ",.:,~:
"- p' c' ""
Recorder ~ -i;'"'"J,c:';\:~'i"./
II';'",!!fO\\'.:#
IJJfmlf>~
~
Irlw~.¥
SaIl DI8cD CuaIIJ. I'.1IIfumia
~
DCT 1 8 J984
,/
\1~3
~-\
~
" '
~
~ecording Requested by
nd When Recorded, Return To:
)
)
)
)
)
)
)
Space above for Recorder's Use
David E. Lundin, Esq.
Fredman, Silverberg & Lewis, Inc.
3252 Fifth Avenue
San Diego, California 92103
AGREEMENT RESERVING PARKING
ON THAT PORTION OF LOT 19 FOR LOT 20
AGREEMENT by and between LA JOLLA VENTURES, INC., a
California Corporation (" LA JOLLA"), THE CITY OF CHULA VISTA, a
Municipal Corporation ("CITY"), GERALD HANDLER and JUDITH HANDLER
and BEN ROSENBLATT, Trustee for LOIS J. RICHMOND Trust, ("TRUST"),
and BANK OF SAN DIEGO, a Financial Institution, ("BANK").
WHEREAS, GERALD HANDLER and JUDITH HANDLER and BEN
ROSENBLATT, Trustee for LOIS J. RICHMOND Trust, is the Lessee
under a ninety-nine year lease of Lot 20 and a portion of Lot 19
as shown at Book 565, page 25 of the Assessor's Map as attached
hereto as Exhibit "A" located at Broadway and "E" Streets, Chula
Vista, California, and
WHEREAS, GERALD HANDLER and JUDITH HANDLER and BEN
.DSENBLATT, Trustee for LOIS J. RICHMOND Trust, is a Lessor to LA
JOLLA VENTURES, INC. of a fifty year lease for the above-described
property, and
WHEREAS, BANK OF SAN DIEGO is providing a loan of money for
construction of a building on Lot 20 to be leased to SAN DIEGO
PIZZA NUMBER ONE, INC., dba GODFATHER'S PIZZA, and
WHEREAS, in order to use Lot 20, LA JOLLA must provide
adequate parking which is not available on Lot 20, and
WHEREAS, all parties wish to reserve a portion of Lot 19 as
committed parking for the benefit of Lot 20.
THE PARTIES HERETO AGREE AS FOLLOWS:
1. LA JOLLA agrees to and hereby does reserve that portion of
Lot 19 leased pursuant to a fifty-year ground lease for
parking for the benefit of Lot 20 for the full term of
said fifty-year ground lease.
2. All parties agree that the right to build on and use
Lot 20 is personal to LA JOLLA and does not run with the
land or accrue to successors in interest.
Æ- //7cYß
3. LA JOLLA further agrees that this reservation of use may
be recorded with the County Recorder for the County of San
Diego, California.
DATED: /.tt //~/:'~
7
!.~
ATTEST - .
//~lerk
L/
ATTACH NOTARIZATION FOR ALL
SIGNATORIES
Q- \\'"\t3
'=
LA JOLLA VENTURES, INC., a
California Cor ation
CITY OF CHULA VISTA, a
;:~~Ma& C
GERALD HANDLER and
JUDITH HANDLER and
BEN ROSENBLATT, Trustee for
~~
GERALD HANDLER,
\ ,\ CtL )~O'-u~ ~
J ITH HA DLER,
Municipal
-fìvL.w1i~
tee
THE BANK OF SAN DIEGO, a Financial
?iE [ Q-
Thomas E. Anderson, V1ce President
By Le~~~Sident
---- -
(Public Agency)
STATE OF CALIFORNIA G )
COUNTY OF SAN DIE 0 ) SS.
On this 17th day of October , in the year
DUANE M. HUGHES personally appeared,
known to me to be Mayor
of the City of Chula Vista,
and known to me to be the
person(s) who executed the within instru-
ment on behalf of said public corporation/
Agency and acknowledged to me that said
Agency executed the same.
^
I
I
I
I
I
I
~
p:::
~
:J::
¡i3
~
p..,
~
E-<
'J)
I
I
I
I
!
v
WITNESS my hand and official seal.
Signature /!~¿fIZ/7L/~Ä" 4[~-
--7
~- \ Ilt3
OF CALlFO8.NIA D.
y OF ~an lego
October 17, 1984
lotary Public, personally appeared
Ben Rosenblatt
} ss
, before me, the under-
lIy known to me) (proved to me on the basis of satisfactory
) to be the person_whose name_-1-S-..--subscribed
'hin Instrument and acknowledged that he executed the
\
/~.-'.4.~ A~ajk¥
'82:
Çì..~ \ \lt3
T. NO, NNOO737
21945 CA (1-83)
rporation)
1984 before me
GREGORY R. COX
Title
òl'.a",.y,.aaa",. a.......a ",a aaa""".. .""""'.l'J'.""'."'a """. "V
~ OFFICIAL SEAL 5
-- ~. DUANE M. HUGHES ==
~ IÜ .0 NOTARY PUBLIC - CALIfORNIA :.
, PRINCIPAL OFFICE IN ~
SAN DIEGO COUNTY
My CommissIon Expires March 23. ÜJ86
(Notarial Seal
SEAL
~ ," d"'li:f".-.J'cM~ ~ ~f-6 q.'V.Th"'~~ V tf
~ m
::¡;. «"""-~ O¡::FICIÞ,L $I::!.L ~
/- ,«r,~t.. ,,'" ,
~ ";"1..";"'.-;'" "'RDr::L¡ ~, A C".)'v,1.'1 ','-
., ù\" n. - -,- .. d !'\j\ ?1
~~ t:;r~"':'"..~ NOTARY PUSLiC. CALIFORNIA ,P
"",'. ¡¡
";; tp.:, " '0 PR,INCIP. J\L OFFICE IN ~"
~- '" 'i,'
.J1. ~ ' . St.N DiEGO COUNTY
~, .' My Ccmmi:sicn E~p, Ju:y 25. 1988 ;:e
"^ ""Y'.htt:l'r:l'¡J" ."'¡,¡8..8.. "';'~ ",,""%"r:"'f:l'.fiñPr1'~
~ TICOR TITLE INSURANCE
;TATE OF CALIFORNIA
;OUNTY OF ....5~/1 /~~'<9 ¿;:
I'
)n C'c h. h,-,' " 7/ /'/ i <7 before me, the undersigned, a Notary Public in and for
aid State, personally appeared' A,'///;J~/'", /~/.-'rl ,../
lersonally known to me or proved to me on the basis
.f satisfactory evidence to be the person who executed
he within instrument as the
'resident, and-'-'---'--"'--"'.- _.---------
------.---per.sonally known to me or
,roved to me on the basis of satisfactory evidence to be
he person who executed the within instrument as the
---------- Secretary of the Corporation
hat executed the within instrument and acknowledged
D me that such corporation executed the within instru-
1ent pursuant to its by-laws or a resolution of its
oard of directors.
vITNESS my hand and official seal.
/- < /' / /
ignature /"'.'f:7 /' /~ 'lj:?-,,/~
} ss.
f""""""""'" Y.I'J'-rl'.h"""""""""""" . ". c............,.,
..<:' ,~ OFFICIAL SEAL :;
~~....-\~ DUANE M. HUGHES ~
~" 0 NOTARY PUBLIC - CALIfORNIA $
, PRINCIPAL OFFICE IN ~
SAN DIEGO COUNTY
My Commission Expires March 23, 1986
.. .'" .......... "'...... ... ... ee".. .... a .. a.....,
ç:L-\ \10
(This area for official notarial seal)
IE OF CALlFOR~-!1ì>
>¡ /.
JNTY OF)-" /--"'-
d~~.~,
/
~'Yt.y;,.~
0FFIC1ÆL SEAl
VtRGINA M. AMERSON
MW!Y POOUC. CAlIFORNIA
~PAl OffiCE IN
SAN DIEGO COUNTY
., CIIIMIissioa EIp. Jea. 16. 1988
JWLEDGMENT -General-Wolcotts Form 233CA-Rev. 5>82
2 WOLCOTT5. INC. (price class 8>21
},
e '7/
/! C¿. '. "-. ' " c,t
On this / . dayof", ]' h Lo.. , In the year 19~,
before me, thë;.~Br~i?;;~,:) Nota~~~~~/~)¿~~ ~ said State, personally appeared
, personally known to me
(or proved to me on the basis of satisfactory evidence) to be the person- whose name"':'
subscribed to the within instrument, and acknowledged to me that _he-
executed it.
WITNESS my hand and official seal.
~- .. - u >:; Q A,cV-----/
'-= - ,/ Notary Public in' ;nd for sait " State,
ìtJ
~ ~
~ 0
~ u
~ ~
~ ~
~~
() z
:: 0
¡:::; z
~
UL-119
An
'A,LlFORNIA -:'
~. /
UNTY OF '\.~ ..c-;-<./
Corporation Acknowledgment
STATE OF CALIFORNIA
COUNTY OF
} 55.
On October 1 8, , 19~, before me, the undersigned, a Notary Public in and for said County
and State, personally appeared Thomas E. Anderson, personally known to me (or proved to me
on the basis of satisfactory evidence) to be the -------------- Vice- ,President, and
Leanna L. Wheat , known to me to be the Vice-Pre§~~MIf of the corporation that
executed the within instrument, and known to me to be the persons who executed the within instrument on behalf of
the corporation therein named, and acknowledged to me that such corporation executed the within instrument pur-
suant to its By-Laws or a Resolution of its Board of Directors.
Notary Seal
WITNESS my hand and official seal.
OFFICIAL SEAL
CYNTHIA ß, GENIZA
NOTARY PUBUC. CALIFORNIA
SAN DIEGO COUNTY
My Comm. Expire. Jon. 2, 1988
r~~ ç6 þ~~~
CYNTHIA B/ G~IZA
Notary Public in and for said County and State.
~,\\l~
..-,
/
/, ". "-" "
~ ~,. ~ ../.'
}ss
. '---,
"
On thiS/ ::rrX day of E 7;L ' , in the year 1 ~ "2(
before me, ttle!J~dersigned, a Notary/. -P. liC... in and for said State, personally appeared
l / ../.... T Ç/, .'J/fo"o¿ ,,' A.~
CWICIM. 8M.
'e. VIRGINA M. AM.
IIOTMY puauc - CMJRIIIIII
..ICM CJIIF8 .
. -~...,
, . "60. -.....
, personally known to me
(or proved to me on the basis of satisfactory evidence) to be the person- whose name.,.d
subscribed to the within instrument, and acknowledged to me that She-
executed it.
~OWLEDGMENT -Generai-Wolcotts Form 233CA-Rev. 5.82
82 WOLCOTTS, INC. (price class 8-2)
-nt3
/----,
. I
'- ) ( // '
~ .-<C ~ ~ ~ ¿ /"~. <,,-' , / -' ~/-;7:7 ;7 /-L-~
Notary Public i~ and for said State.
WITN ESS my hand and official seal. "