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HomeMy WebLinkAbout03192 - ROBERT POND AIRPORT HANGER LEASE MO5139 Kathie Hart From: Mark Jucht Sent: Thursday, April 04, 2013 4:04 PM To: Kathie Hart Subject: FW: Agreement Status (Expiring Soon and Expired) Attachments: Airport Soon to Exp.pdf; Airport Exp Agr.pdf, SkyChefs Option1.pdf Kathie, Per your inquiry, the original of the SkyChefs option notice was sent interoffice mail on February 6th. All I have in my files is a PDF copy,see attached. The document tracking for: k45PSUSD is closed, their agreement expired 1/1/2012 AW Pond ended on 9/14/2011, prior to my arrival A*6�Karbz ended prior to my arrival If there other documentation that needs to be provided please let me know. Thank you, have a great weekend. Mark Jucht Airport Administration Manager Palm Springs International Airport 3400 E. Tahquitz Canyon Way Palm Springs, CA 92262 mark.lucht@palmspringsca.gov (760)318-3808 __ _- ------ . From. Thomas Nolan Sent: Thursday, April 04, 2013 10:12 AM To: Mark Jucht Subject: FW: Agreement Status (Expiring Soon and Expired) MJ, your attention with these please. Consult as needed. Thanks Thomas Nolan, A.A.E. Executive Director Palm Springs International Airport 3400 E. Tahquitz Canyon Way Suite OFC Palm Springs, CA 92262 760-318-3901 www.paimsprincisairi)ort.com From: Kathie Hart Sent: Wednesday, April 03, 2013 7:34 PM To: Thomas Nolan Cc: Jay Thompson Subject: Agreement Status (Expiring Soon and Expired) 1 AMENDMENT NO. 3 TO LEASE WITH ROBERT J. POND This AMENDMENT NO. 3 to LEASE NO. 3192 WITH ROBERT J. POND LIVING TRUST ("Amendment No. 3) is made and entered into thisday of Vh(1►My , 2011, by and between the CITY OF PALM SPRINGS, a California municipal corporation ("City") and the ROBERT J. POND LIVING TRUST ("Lessee"). RECITALS WHEREAS, the Lease was entered into on February 18, 1993 by and between the City and Robert J. Pond for the lease of certain real property located in the County of Riverside and specifically detailed in Exhibit"A" to the Lease; and WHEREAS, Amendment No. 1 to the Lease was executed on October 11, 2006 to allow for a five (5) year extension to the term of the Lease; and WHEREAS, Robert J. Pond died on December 14, 2007 and Amendment No. 2 was executed on June 18, 2008 in order to assign all rights and interests in the Lease from Robert J. Pond to the Robert J. Pond Living Trust. WHEREAS, Northern Trust, NA was appointed by operation of the Will of Robert J. Pond as executor of the estate of Robert J. Pond and Corporate Trustee of the Robert J. Pond Trust; and WHEREAS, Northern Trust, NA has been removed as Corporate Trustee of the Robert J. Pond Trust and replaced with Bremer Trust NA; and WHEREAS, Bremer Trust NA has agreed to assume all obligations, liabilities and duties of the Corporate Trustee as they pertain to the Lease; and WHEREAS, the City has agreed to authorize said replacement of the Corporate Trustee from Northern Trust NA to Bremer Trust NA as it pertains to the Lease.. AGREEMENT NOW THEREFORE, in consideration of the promises of the parties hereto and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Bremer Trust NA having duly replaced Northern Trust NA as Corporate Trustee for the Robert J. Pond Living Trust, as detailed in Exhibit "A" to this Amendment No. 3., is, pursuant to Section 12.5 of the Lease, a successor in interest to Northern Trust NA. 580928.1 ORIGI'110, AI D/,jF% ,-. -...�tiirlVi 2. Bremer Trust NA agrees to assume all rights, privileges, obligations, liabilities and duties under the Lease of the Corporate Trustee for the Robert J. Pond Living Trust. 3. The person(s) executing this Amendment No. 3 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 3 on behalf of said party, (iii) by so executing this Amendment No. 3, such party is formally bound to the provisions of this Amendment No. 3, and (iv) the entering into this Amendment No. 3 does not violate any provision of any other agreement to which said party is bound. 4. The parties further agree that, except as specifically provided in this Amendment No. 3, the terms of the Lease shall remain unchanged and in full force and effect. [SIGNATURES ON NEXT PAGE] 580928.1 IN WITNESS VVHEREOF, the parties have executed and entered into this Agreement as of the date first written above. ATTEST: CITY OF PALM SPRING a municpal corporati = By: Cfty Clertc d I( City M APPROVEQ,g5TOFORM: APPROVED BY CITY CQUNCIL By[ City Atto ey CONTRACTOR: Check one: _Individual Partnership Corporation Trust Robert J. Pond—Bremer Trust, NA two Representatives as Corporate Trustee of the trust Signature(notarized) Signature(notarized) Name: 7 71 evuU 7(1 vZ,1 Name: 111(fA)Title: "co ���`=-� (�� 1/ Title: /.�1/►.LfL! UG/�'•C -°��' wwwwwwwwwwwwwwwwwwwwwwww*w***********w**w*ww,r*wwwwwwwwwwwwwwwwwwwwwwwwwwwx********wwwwwwwwwwwwwwwwwwwwwwww***x***x**wxwwwww State of A., 0 ' ,' 4Q- State of fA �,RV► 5 County of '�it A C' County of On16/fI'_before me, On I before me, jr\ )ih personally appeared 7Y\t-rPSe 1". 1' cifo5.e• personally appeared >,eL W',eSP who proved to me on the basis of satisfactory who proved to me on basis of satisfactory evidence to be the person(s)whose name(s) evidence to be the person(s)whose name(s) is re subscribed to the within instrument &are subscribed to the within instrument acknowledged to me that he/ h /they and acknowledged to 6hi t Gshe/they executed the same in hisir authorized executed the same i that authorized capacity(ies), and that by hrs�their capacity(ies),and that /her/their signature(s)on the instrumen}ttYiie person(s), signatures(s)on the instrument the person(s) or the entity upon behalf of which the person(s) or the entity upon behalf of which the person(s) acted,executed the instrument. acted,executed the instrument. I certify under PENALTY OF PERJURY I certify under PENALTY OF PERJURY under the laws of the State of California that under the laws of the State of California that the foregoing paragraph is true and correct. the foregoing paragraph is true and correct. WITNESS my hand and official seal. WITNESS my hand and official seal. Notary Signature: Notary Signature: Notary Seal: Notary Seal: ON r\ H4wy� `f IAuCK d uBUC r�IraNESTA 0 on XI Jan �1 ill? *� /+ " NOTF��', res Jan 31,2012 PV1`�f;0'iln'ISSon�CY,� afcr'. 5809Z8.1. IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written above. ATTEST: CITY OF PALM SPRING a municipal corporation By: By: City Clerk City Manager APPROVED AS TO FORM- By: City Attofney CONTRACTOR: Check one: Individual Partnership Corporation Trust Robert J. Pond—Bremer Trust, NA two Representatives as Corporate Trustee of the trust By: By: Signature(notarized) Signature(notarized) Name: Name: Title: Title: wawwwwwwwwwwwwwwwwwrrrrrrrrraararaaararraawwwwwwwwwwwwrrrar*raraararaaaaawwwwwwwwwrrrrarraw.rwwwwwwwwwwwwww+*+++.+wwwwwwwwwww State of State of County of County of On before me, On before me, personally appeared personally appeared who proved to me on the basis of satisfactory who proved to me on basis of satisfactory evidence to be the person(s)whose name(s) evidence to be the person(s)whose name(s) is/are subscribed to the within instrument is/are subscribed to the within instrument acknowledged to me that he/she/they and acknowledged to me that he/she/they executed the same in his/her/their authorized executed the same in his/her/their authorized capacity(ies), and that by his/her/their capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), signatures(s)on the instrument the person(s) or the entity upon behalf of which the person(s) or the entity upon behalf of which the person(s) acted, executed the instrument. acted, executed the instrument. I certify under PENALTY OF PERJURY I certify under PENALTY OF PERJURY under the laws of the State of California that under the laws of the State of California that the foregoing paragraph is true and correct. the foregoing paragraph is true and correct. WITNESS my hand and official seal. WITNESS my hand and official seal. Notary Signature: Notary Signature: Notary Seal: Notary Seal: 580928.1 AMENDMENT 3 - EXHIBIT"A" (see attached) ssoUza.i DEC-27-CWO 11:43A FR❑M:SLOVAK BARN EMPEY 7148509011 ,r.;�'' TO:16517266060 P.2 SLOVAK BARON & EMPE Y LLP 650 TOWN CENTER DRIVE,STE 1400 COSTA MESA,CA 92528: rp,,"PRINCs OF111CIL TEL(714)435-9591 1NOR TAHQUITYCANVQN WAY FAX(714)850-9D11 pALM spR(Nns,CALM01A YXZ63 Wella(r)lsbelawyersxom pilnxlS(760312-2773 pnx(760)3=107 November. 1.5,2010 Northem Trust,NA. Attention: Salpi 14.Alkeine,Esq. VUBMAIL Re; Robert J.Pond Tivst Gentlemen: Pursuant to Paragrap'b 14.1 of the'lrrust,you are hereby notifl.ed that you are remover!as Corporate Trustee,and that Bremer Trust NA C Breme')is appointed replaoeaneril Corporate 1.Yustee, As more particularly uppeari from the acceptanq?;- 64,,t=Or satisfies the. wquirenients of Paragrapb 14.4. Within thirty(30)days after receipt of this'notice,you are required to transfer and convey your entire interest In the Trust Estate to Bremer. Dated: November -,2010 70 Rose Pond.. 'Fully P Holley ACCY. TANCE Bremer T'rustNA C Brerneej hereby accepts the foregoing appointment as replacement Corporate'Trustee, Bremer hereby represents tlwt it has either(a),a combined capitd and surplus(including the capital and surplus of Its effiliated.entities of at least Fifty M11.lion:[dollars($50,000,000)or (b)assets under its management(including assets under management by its affil iated entities)of at least One Billion Dollars($1,000,000,000). Bremer declares under penalty of perjury under the laws of the Slats of Califforbin drat the foregoing is true and correct,and that this declaration is executed on November_ _,2010. Bremer Ttusi NA. 13y Print Name DEC-27-2010 15:06 •0 7148509011 96% P.02 —PI-)c DEC-27-2010 11:93R FROM:SL❑URK SRR❑N ErPEY 7148509011 T0:16517266060 P.3 ld(j 5-7-7(D �IOVAK BARON & EUTEY LLP 650 TOWN CENTER DRIVE,STE.1400 COSTA MESA,CA 92626 PALM SPRINGS OMC6 TEL(714)435-9591 ISM&TAHQU[IZCANYON WAY FAX(714)850.9011 PALM aPIras,CAUFORNIA W2 WhUsahbetaners.com PHONE(160)912U73 VAX(760)3212107 November 15,2010 North=Trust,NA Attention: Salpi H.Alkeine,Esq. VIA.HMAIL Re: Robert T.pond Trust Gentlemen: Pursuant to Paragraph 14.1 of the Trust;you are hereby natifirxl that you are removed as Corporate Trustee,and that Bremer Trust NA('Bramee')is appointed replaceanent Corporate Trustee. As more particularly appears'from the acceptancebi;mof,Brenner satisfies the requirements of Paragraph 14.4, Within thirty,(30)days,efter receipt of this notice,you are required to transfer and convoy, your entire interest in the Trust Estate to Bremer. Dated: November—,.,2010 Rose pond Polly Pond Holley ACCBI'T Cl� Bremer Trust NA CBremee')hereby accepts the foregoing appointment as replacement CorporAtz Trustee. Bremer hereby represents that it has either(a)a.combined capital and surplus(including the capital and surplus of its affiliated entities of at least pifty Million Dollars($50.000,000)or (b)assets under its management(including assets under management by its affiliated entitiesj of at least One Billion Dollars($1,000,000,000). Bremer declares under penalty of perjury under the laws of the State.of Califorrda that the foregoing is true and Sonnet,and that this declaration is executed on November ,2010. Bomar 1Ix st NA By Print Name DEC-27-2010 15:0G 7148509011 96% P.03 •SLOVAK. BARON & EMPEY LLP 650 TOWN CENTER'DRIVE,STE.1400' COSTA MESA,CA 92626 PALM SPRINGS OFFICE TEL•(71.4)435-9591 1800 E.TAHQUITZ CANYON WAY FAX(714)B50-9011 PALM•SPRrNOS,CALIFORNIA 92262 WCl1SQsbelawyers.Com PHONE(760)322-227S FAX(760)322-2107 November 15,2010 Northern Trust,NA Attention: Salpi H.Alkeine,Esq. VIA EMAIL Re: Robert J.Pond Trust Gentlemen: Pursuant to Paragraph•14.1-of the Trust,you are hereby notified that you are removed as Corporate Trustee,and that Bremer Trust NA("Bremer")is appointed replacement Corporate Trustee. As more particularly appears from the acceptance hereof,Bremer satisfies the requirements of Paragraph 14A. Within thirty(30)days after receipt of this notice,you are-required to transfer and convey your entire interest in the Trust Estate to Bremer. Dated: November '2010 Jo Rose Pond Polly Pond Holley ACCEPTANCE Bremer Trust NA("Bremer")hereby accepts the foregoing appointment as replacement Corporate Trustee. Bremer hereby represents that it has either(a) a combined capital and surplus(including the capital and surplus of its affiliated entities of at least Fifty Million Dollars($50,000,000) or (b)assets under its management(including assets under.management by its affiliated entities)of at least One Billion Dollars($1,000,000,000). Bremer declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct, and that this declaration is executed on December 23, 2010. Bremer Th ust NA A AABy .11 Print Name Randall A. Pro , SVP AMENDMENT NO. 2 TO LEASE WITH ROBERT J. POND This AMENDMENT NO. 2 to LEASE NO. 3192 WITH ROBERT J. POND ("Amendment No. 2) is made and entered into this day of �34y-lP , 2008, by and between the CITY OF PALM SPRINGS, a California municipal corporation ("City") and ROBERT J. POND ("Assignor") and the ROBERT J. POND LIVING TRUST ("Assignee"). RECITALS WHEREAS, the Lease was entered Into on February 18, 1993 by and between the City and Robert J. Pond for the lease of certain real property located in the County of Riverside and specifically detailed in Exhibit "A" to the Lease; and WHEREAS, Amendment No. 1 to the Lease was executed an October 11, 2006 to allow for a five (5) year extension to the term of the Lease; and WHEREAS, Robert J. Pond died on December 14, 2007 and Northern Trust, NA ("Executor") has been appointed by operation of the Will of Robert J. Pond as executor of the estate of Robert J. Pond; and WHEREAS, the City has agreed to authorize said assignment. AGREEMENT NOW THEREFORE, in consideration of the promises of the parties hereto and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Lease No. 3192 between the City and Robert J. Pond is hereby assigned to the Robert J. Pond Living Trust in its entirety. 2. Pursuant to Section 9 of the Lease, the Robert J. Pond Living Trust agrees to assume all rights, privileges, obligations and duties of Robert J. Pond under the Lease. 3. The person(s) executing this Amendment No. 2 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 2 on behalf of said party, (iii) by so executing this Amendment No. 2, such party is formally bound to the provisions of this Amendment No. 2, and (iv) the entering into this Amendment No. 2 does not violate any provision of any other agreement to which said party is bound. 590928 1 Cp,,CINAL BiD 4. The parties further agree that, except as specifically provided in this Amendment No. 2, the terms of the Lease shall remain unchanged and in full force and effect. [SIGNATURES ON NEXT PAGE] 590926 1 _N WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first written '- above. '. ATTEST, CITY OF PALM SPRING - a municipal corporation 6 r By f City Clerk dpOR City Manager - APPROVED AS TO/FORM:' APPROVED BY CITY COUNCIL I—\— T,Oity Attorney CONTRACTOR: Check one: Individual _Partnership Corporation _ Trust Pond Assignment requires two signatures: Robert J. Pond-Northern Tru t,NA Representative as executor of the estate Robe Pond Living rust North rust, NA Representative as trustee the tr st By: atureF-7(notahzed) Signature (notarized) Name: �G/c / Name. ` rtl Title: Title: State of« %4'1-!� f •••.••••••_•_.....,.....•« State of• f �i«1-h'�111.L.Q •» County of County of,��l.�2/64_.(^P� On (0�94-1,e efore me, 00 /ICe' On C�Zofore m �Lk& l-. v �� > personally appe red_r•'r LF�✓i�/yI,WGj fi personally appeared I 4k.J who proved to me on the basis of satisfactory who proved to me on basis of satisfactory idence to be the person(:fwhose name{s)" �vidence to be the person( j'whose names are subscribed to the within instrument I Coare subscribed to the within instrument acknowledged to me that he he they and acknowledged tor��th he helthey executed the some in his cr I it authorized executed the same i hri`lfss/�er(their authorized capacity(ie<and that by his er heir capacrty(iesj�and that by hislherltheir signature( on the instrument t e persoriCa signatures1J on the instrument the person(ar or the entity upon behalf of which the persons or the entity upon behalf of which the persorix/ acted,executed the instrument. acted, executed the instrument. I certify under PENALTY OF PERJURY I certify under PENALTY OF PERJURY under the laws of the State of California that under the laws of the State of California that the foregoing paragraph is true and correct. the foregoing paragraph is true and correct. WITNESS my hand and official seal. _ n WITNESS my hand and official seal. Notary Signature f/f//'_/ Notary Signature: &/ i i!!'F� .•�, Notary Seal: Notary Seal: ✓ - - - - - - - - - - - - - HWL L L HNA IIEL IL Gtaly Pu 0n 17i114i Camy PWI 117i1 1 i NOM1Y fY4I1C-CWIfOfMO � NO1Cry�uM�-ColllOn�lo ! (k lFIwL?EC41,�11 �rppryTWNG�pYNL1EIC21.�11 5soq�s 1 - a AMENDMENT N0.1 TO LEASE WITH ROBERT J. POND This AMENDMENT NO. 1 TO LEASE NO. 3192 WITH ROBERT J. POND ("Amendment No. 1") is made and entered into this \k�5 day of fkOL , 2006, by and between the CITY OF PALM SPRINGS, a California municipal corporation ("City") and ROBERT J. POND ("Tenant"). RECITALS WHEREAS, on November 1, 1989, City and Tenant entered into that certain Lease with Robert J. Pond ("Agreement"), for Tenant's lease of certain real property at the Palm Springs International Airport ("Airport°), as more specifically described in the Agreement. WHEREAS, Tenant has requested of City to amend Lease Agreement No. 3192 allowing Tenant a five (5) year extension. WHEREAS, the parties wish to amend the Agreement pursuant to the terms of this Amendment No. 1. AGREEMENT NOW, THEREFORE, in consideration of the promises of the parties hereto and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, City and Tenant agree as follows: 1. Amendment to Article I. Article I of the Agreement entitled "TERM" shall be amended to add the following clause immediately following the existing language in such Article 1, with all such existing language remaining unmodified and in full force and effect: "D. The City hereby grants the Lessee an option of one (1) five- year period, which shall be for a period beginning September 15, 2006 and finally terminating September 14, 2011." 2. Due Execution. The person(s) executing this Amendment No. 1 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said party, (iii) by so executing this Amendment No. 1, such party is formally bound to the provisions of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any provision of any other agreement to which said party is bound. 3. Full Force and Effect. The parties further agree that, except as specifically provided in this Amendment No. 1, the terms of the Agreement shall remain unchanged and in full force and effect. [SIGNATURES ON NEXT PAGE] ' S - -iN WITNESS WHEREOF,the parties have executed and entered into this Agreement as of the date first written above. ATTEST: CITY OF PALM SPRING a municipal corporatio By City Clerk City Man ger� APPRovEo TO FORM: q APPROVED BY CITY COUNCIL By: Cit omey I CONTRACI1'OR: Check one: X Individual Partnership Corporation Corporations require two notarized signatures: One from each of the following: A. Chairman of Board, President,or any Vice President,AND B. Secretary,Assistant Secretary,Treasurer,Assistant Treasurer,or Chief Fina ,9 Officer. By; + - By: Signature(not ized) Signature(notarized) Name: Rob&rt J. Pond Name: Title: � � � Title: State of California State of Countyof Riverside County of On�before me, Kristine Johnson On before me, i personally appeared Robert J. Pond personally appeared personally known to me(or proved to me on personally known to me(or proved to me on the basis of satisfactory evidence)to be the the basis of satisfactory evidence)to be the person(s)whose name(s)is/are subscribed person(s)whose name(s)is/are subscribed to the within instrument and acknowledged to the within instrument and acknowledged to me that he/she/they executed the same to me that he/she/they executed the same in his/her/their authorized capacity(ies),and in his/her/their authorized capacity(ies),and that by his/her/their signatures(s)on the that by his/her/their signatures(s)on the instrument the person(s),or entity upon instrument the person(s),or entity upon behalf of which the person(s)acted, behalf of which the person(s)acted, executed the instrument. executed the instrument. WITNESS my hand and official seal. WITNESS my hand and official seal. Notary Signature: Notary Signature: Notary Seal: Notary Seal; OMM.b8167691202 NotaryPuicJCnitforna n$ CCRmEexrstle 2 Robert J. Pond Airport Hanger AGREEMENT #,3192 M05139, 2-17-93 LEASE CITY OF PALH SPRINUS, a municipal corporation "Landlord" ane.. ROBERT J. IOHD "Tenant" TABLE OF COMTEETS PaaL 1. LEASE SHKMAnY . . . . . . . . . . . . . . . . . . . . . I 1. 1 Demised Premises . . . . . . . . . . . . . . . . . . . 1 1. 2 Lease Commencement Da Le . . . . . . . . . . . . . . . . . 1 1. 3 Entensi.on Options i.n Honthl.y Rental . . . . . . . . . . . . . . . . . . . . . 1 1. 5 Security Deposit . . . . . . . . . . . . . . . . . . . . ]. 1.16 Use of Demised Premises . . . . . . , 1 1. 7 Tenant's Address for Notices . . . . . . . . . . . . . . . 1 Z T§eK . . . . . . . . . . . . . . . . . . . . . . . . . . . . i 2. 1 Initial Term . . . . . . . . . . . . . . . . . . . . 1 2.2 Option Term . . . . . . . . . . . . . . . . . . . . . . . 1 2, 3 Time . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 2.4 Force Plajeure . . . . . . . . . . . . . . . . . . . . . . . 2 2, 5 Holding Over . . . . . . . . . . . . . . . . . . . . . . . 2 3. FRE P.TAL . . . . . . . . . . . . . . . . . . . . . . . . . . 2 3, 1 Honthly Rental . . . . . . . . . . . . . . . . . . . . . 2 3. 2. Percentage Rental. . . . . . . . . . . . . . . . . . . . . . 2 3. 3 Cost of Living Adjustment . . . . . . . . . . , 3 3.4 Additional Rental . . . . . . . . 3 3. 5 Real Property Taxes . . . . . . . . . . . . . . . . . . . . 3 3. 6 Personal. Property Taxes . . . . . . . . . . . . . . . . . . C: 3. 7 Utilities . . . . . . . . . . . . . . . . 4 3. 8 Late Payment . . . . . . . . . . . . . . . . . . . . . . . ? 3. 9 Interest . . . . . . . . . . . . . . . . . . . . . . . . . a 3. 100 Security Deposit . . . . . . . . . . . . . . . . . . d A. USE OF THE PREMISES SES . . . . . . . 5 4. 1 Permitted Use . . . . . . . . . . . . . . . . . . . . . . . 5 4. 2 Prohibited Uses . . . . . . . . . . . . . . . a . 5 03 Compliance with Laws . . . . . . . . . . , 5 _n.n Non-Discrimination & FAA Required Clauses . . . . . . G 4. 5 Signs . . . . . . . . . . . . . . . . . . . . . . . . 7 06 Public Facilities, Ingress, Egress and Oui.et 'Enjoyment 7 n.7 Rules and Regulations . . . . . . . . . . . . . . . . . . . 7 5, ALTERVIOPPS AMD REPAIRS , . . . , . . . . . . 7 5. 1 Improvements, Alterations and PixLures . . . . . . . 7 5. 2 Haintenance and Repair . . . . . . . . , 7 5. 3 Free from Liens , . . . . . . . , . . . . . . . 3 5. 4 Construction Obligations . . . . . . . . . . . . . . . . 3 5. 5 Landlord's Reserved Rights . . . . . . . . . . . . . . . 3 G. 1MSURAHCE AND IRDEMNIFICATIOE . . . . . . . . . . . . . . . . . . 3 6. 1 insurance Provided by Tenant . . . . . . . . . . , . 3 G.2 Indemnification of Landlord . . . . . . . . . . . . . 10 7, fABAP{P?ONHERT AUD SURRENDER . . . . . . . . . . . . . . . . . 10 7. 1 Abandonment . . . . . . . . . . . . . . . . . . . . . . . . . 10 7. 2 Surrender of Lease . . . . . . . . . . . . . . . . . . . . . 10 3. DPP AUE OR DESTRUCTIOU . . . . . . . . . . . . . . . . . . . . . . 10 9. ASSIflPltENT AND SUBLETTIPS . . . . . . . . . . . . . . . . . . . . . 11 10. DEFAULT AND MEDIES . . . . . . . . . . . . . . . . . . . . . . . 11 I& I Default by Tenant . . . . . . . . . . . . . . . . 11 10. 2 No Waiver . . . . . . . . . . . . . . . . . . 13 10. 3 Landlord's Default . . . . . . . . . . . . . . . . . . . . 13 11. CORDE C NATIOU . . . . . . . . . . . . . . . . . . . . . . . . . . 13 12. HISCELLAMEOUS . . . . . . . . . . . . . . . . . . . . . . M 12. 1 Entry and Inspection . . . . . . . . . . . . . . . . . . . 14 12. 2 Estoppel. Certificate . . . . . . . . . . . . . . . . . . . 14 12. 3 Jurisdiction and Venue . . . . . . . . 14 12. 4 Partial Invalidity . . . . . . . . . . . . . . . . . . . . 14 12. 5 Successors in Interest . . . . . . . . . . . . . . . . i4 12. 6 No Oral Agreements . . . . . . . . . 14 12.7 Authority . . . . . . . . . . . . . . . . 15 120 Relationship of Caches . . . . . . . . . . . . . . . 15 12. 9 Nondiscrimination . . . . . . . . . . . . . . . . . . 15 12M Motices . . . . . . . . . . . . . . . . . . . . . . . . 15 12. 11 Waiver . . . . . . . . . . . . . . . . o . . . . . 15 12. 12 Ezhibits and Addenda . . . . . . . . . . . . . . . . . . . 15 L E A S E fL jIHIS LEASE ( "Lease" ) is made and an into this 7� day of 19�� by and between the CITY OF PALH SPRINGS, a municl pal. corporationV, "Landlord"), and RO13ERT S. POMD ( "Tenant" ). 1. MASE S3.PitIAPY. Certain fundamental lease provisions are presented in this; Section and represent the agreement of the parties hereto, subject to further definition and elaboration in the respective referenced Sections and elsewhere in this Lease. In the event of any conflict between any fundamental lease provision and the balance of this Lease, the latter shall control. References to specific Sections are for convenience only and designate some of the Sections where references to the particular fundamental lease provisions may appear. 1. 1 Demised Premises. The "Demised Premises" shall. .refer to that certain real property located in the County of Riverside, State of California, as more particularly described in Exhihi'L "A" hereof 'together with the improvements located thereon and as depicted on the Plot Plan attached as E_;hibit. "13' hereof. 1. 2 Lease Commencement Date. hlovember .1., 1909. Term: Si::teen-plus year's ending September 14, 2006. (See Section 2. 1). 1. 3 Es;tension Opticns. N/A options for a term of M/A years each. (See Section 2.2). 1. 4 i`lonthly Rental. $1, 177.79 (See Section 3. 1). Percentage Rental: VA % per month of Tenant's gross sales (See Section 3. 2). 1. 5 Security Deposit. $ -0- (See Section 3. 10). 1.6 Use of Demised Premises. Hangar for aircraft owned or operated by Tenant. (See Section 4. 1). 1.7 Tenant's Address for Motices. k1r. Robert J. Pond 64725 Acan'co Drive Palm Sorinos, CA 922.64 — 2. TLR:d. 2. 1 Initial Term. The initial term of this Lease shall commence on the date specified in Section 1.2 ( "Commencement Date" ) and shall continue for the period specified therein unless earlier terminated as provided herein. 2. 2 O .tJon Term. Tenant is given the option(s) to extend the term on all of the provisions contained in this Lease for the period specified -in- Section 1.3 ("extended 'term") following the expiration of the initial term or any other e,:tended term properly e,aercised hereunder, by giving notice of exercise of the option ( "option notice:" ) to Landlord at least one hundred twenty (1.20) days but not more than sit: (6) month-- before the e..piraLion of the initial term or any other extended 'terra properly exercised hereunder; provided that, if Tenant is in default on the date of giving the option notice, the option notice shall be 'totally ineffective or, if Tenant is in default on the date the e,.'tend.ed term is to commence, the e;;tended term shall not commence and this Lease shall e;:pire at 'the end of the initial term or properly exercised extended term. 2. 3 Time. Time is of the essence of this Lease. F52\276\699999-399;7\2011213.02/16/93 2. 4 Force I7a`ieure. if either party hereto shall be delayer{ or prevented from the performance of any act .required hereunder by reason of acts of God, strikes, lockouts, labor troubles., inability to procure materials, restrictive governmental lads or regulations or other cause without fault and beyond the control of the party obligated (financial inability excepted), performance of such act shall be excused for the period of the delay and the period for the performance- of any such act shall be extended for a period equivalent to the period of such delay, provided such party provides the other party written notice of such event within ten (10) days of the commencement, of the delay; provided, however, nothing in this Section shall excuse Tenant from the prompt payment of any rental or other charge required of Tenant hereunder except as may be expressly provided elsewhere in this Lease. 2.5 Holding Over. Any holding over after the expiration of the term of this Lease, with the consent of Landlord, express or implied, shall be construed to be a tenancy from month to month, cancelable upon thirty (30) days written notice, and at a rental equal to one hundred twenty-five percent (125%) of the last applicable Honthly Rental and upon terms and conditions as existed during the last year of the term hereof. 3. RENTAL.,. 3. 1 Monthly Rental. Tenant shall pay to Landlord, during the term of this Lease from and after the Commencement Date as monthly rental ( "Honthly Rental" ) for the Demised Premises the sum specified in Section 1. 4 hereof,, which sum shall be paid in advance on the first day of each calendar month. In the event the Commencement Date does not occur on thefirst day of a calendar month; the Tenant shall pay the rental for the fractional month on the Commencement Date on a per diem basis (calculated on a thirty-day month). All rental to be paid by Tenant to Landlord shall be in lawful money of the United States of America and shall be paid without deduction or offset, prior notice or demand at the address designated in Section 12. 10 hereof.. 3. 2 Percentage Rental. (a) In addition to the Honthly Rental hereinabove agreed to be paid by Tenant, Tenant shall and will pay to Landlord at the time and in the manner herein specified as additional rental (sometimes .referred to herein as "percentage rental" ) a sum equal to the difference between (A) the product of the Percentage Rental Rate specified in Section 1. 4 above-, times the amount of Tenant's gross sales made in, upon, or from the Demised Premises during each month of the term hereof, less (L3) the aggregate amount of the Monthly Rental previously paid by Tenant for said month. (b) Within fifteen (15) clays after the and of each calendar month of the term hereof, commencing with the fifteenth (15th) day of the month following the Commencement Date, and ending with the fifteenth (15th) day of the month newt succeeding the last month of the Lease term, Tenant shall 'furnish to Landlord a statement in writing, certified by Tenant to be correct, showing the total gross sales made in, upon, or from the Demised Premises during the preceding calendar month (or fractional month at the beginning of the term if the Commencement Date is other than the first day of a month), and shall accompany each such statement with a payment to Landlord equal to said percentage of the total monthly gross sales made in, upon, or from the Demised Premises during each calendar month, less the Honthly Rent for each such calendar month (or fractional month, if applicable), if previously paid. (c) The terra "gross salesP° as used herein means the total gross receipts of all goods, wares and merchandise sold and leased. including the actual charges for all services performed by Tenant and fees charged by Tenant and by anyone including any subtenant, licensee or concessionaire in, at, from, or arising out of the use of the Demised Premises, whether wholesale or retail, whether :for cash or credit, or F82\276\a9D999-3303\23112a.+)2l16!93 - 2 - otherwise, and including the value of all consideration other than money received for any of the foregoing, without reserve or deduction for inability or failure to collect, including but not limited to sales, teases and services. Each installment or credit sale- shall be treated as a sale for the full price in the month during 'which such sale is mace, irrespective of whether or when Tenant receives payment therefor. Gross gales shalt include any amount allowed upon any "trade-in, " the full retail price of any merchandise delivered or redeemed for trading stamps or coupons and all deposits not refunded to purchasers. Gross Sales shall not include sales 'Laxes, so-called luxury tsxes, consumers excise taxes, gross receipts 'Lases and other similar taxes now Or hereafter imposed upon the sale of merchandise or services, but only if collected separately from the selling price of merchandise or services and collected Irom customers. (d) The Tenant shall keep at the Demised Premises (and shall require any permitted subtenant to keep at the Demised Premises) full, complete and proper books, records and accounts of its daily gross sales, both for cash and on credit,, at any time operated in Lhe Damised Premises. The Landlord and its agents and employees shall. have the right a'L any and all times, during regular business hours, to examine and inspect 81.1 of the books and :records of the Tenant, including any sales tax reports pertaining to the business of the Tenant conducted in, upon, or from the Demised Premises, for the purpose of investigating and verifying the accuracy of any statement of gross sales and to cause an audit of the business of Tenant to be made by a certified public nccoun'Lan'L of Landlord's selection. If the statement of gross sales previously made to Landlord shall be found to be inaccurate, then and in that event, 'there shall be an adjustment and one party shall pay to the other on demand such sums as may be necessary to settle in full the accurate amount of said percentage rental that should have been paid to Landlord for the ;period or periods covered by such inaccurate statement or statements. If said audit shall disclose an inaccuracy of greater 'than three percent (3%) error wiLh respect to the amount of gross sales reported by Tenant for the Period W. said report., then the Tenant shall. immediately pay to Landlord the cost of such audit, otherwise, the cost of such audit shall be paid by Landlord. 3.3 Cost of Living Adjustment. Upon each fifth-year anniversary date of the Commencement Date or if the Commencement Date is not on the first day of a month, than on the first day of the next calendar month, the Monthly Rental shall be adjusted is proportion to changes in the Consumer Price index. Such adjustment shalt be made by multiplying the ori.gi.nal. Monthly Rental by a fraction, the numerator of which is the value of the Consumer Price Index, for the calendar month 'three (3) months preceding the calendar }month for which such adjus'tmen't is to be made and the denominator of which is the value of the Consumer Price Index far the same calendar month immediately prior to Commencement. Date. For example, if the adjustment is to occur effective June 1, 1989, the index to be used for the numerator is the index for the month of March 1939 and the index to be used for the denominator is the index for the month of March preceding the Commencement Date. However, in no event. shall Lhe rent be .reduced below the Monthly Rental in effect immediately preceding such adjustment. The "Consumer Price- Index" to be used in such calculation is the Consumer Price Index, 10.1. Urban Consumers (All ILems)„ for the Los hngeles-Anaheim-Riverside Metropolitan Area, published by the United States Department of Labor, Bureau of Labor Statistics (1902-89. = 10/0). If both an official index. and one or more unofficial indices are published, the official i.ndoz shall be used. If said Consumer Price Index is no longer published at the adjustment date, it shall be constructed by conversion tables included in such new index. 3. 4 Additional Rental. For purposes of this Lease, all monetary obligations of Tenant under 'this Lease, including, but not limited to, insurance premiums, property taxes, maintenance expenses, .la Le charges and utility cos'Ls shall be deemed to be additional rental. 3. 5 Real Property Ta.ses. In addition 'Co all rentals herein reserved, Tenant shall pay, at the election of Landlord, either directly to the FS2\276\69509-3091\2911248.02102/93 1 - taxing authority or to Landlord, annual real estate taxes and assessments levied upon the Demised Premises (including any possessory interest tames), as well as tames of every kind and nature levied and assessed in lieu of, in substitution for, or in addition to, existing real property taxes. Such amount shall be paid on the data that is twenty (20) days prior to the delinquent date or, if Landlord receives the tax bill, ten (10) days after receipt, of a copy of the tax bill from Landlord, whichever is later. Even though the term of this Lease has expired and Tenant has vacated the Demised Premises, when the final determination is made of Tenant's share of such taxes and assessments, Tenant shall immediately pay to Landlord the amount of any additional sum owed. 3. 6 Personal Protnertt� Ta;:es. During the term hereof Tenant shall pay prior to delinquency all tares assessed against and levied upon Matures, furnishings, equipment and all other personal property of Tenant contained in the Devised Premises, and when possible Tenant shall cause said fixtures, furnishings, equipment and other personal property to be assessed and billed separately from the real property of Landlord. 3. 7 Utilities. Tenant shall pay before delinquency all charges for water, gas, treat, electricity, power, sewer, telephone service, trash removal and all other services and utilities used in, upon, or about the Demised Premises by Tenant or any of its subtenants, licensees, or concessionaires during the term of this Lease. 3. 8 Late Payment. Tenant hereby acknowledges that late payment by Tenant to Landlord of rental or other sums due hereunder will. cause Landlord to incur costs not contemplated by this Lease, the exact amount of v;hi.ch is emtremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges. Accordingly, any payment of any sum to be paid by Tenant not paid when within five (5) days of its due date shall be subject to a five percent (5%) late charge. Landlord and Tenant agree that this late charge represents a .reasonable estimate of such costs and expenses and is fair compensation to Landlord for its loss suffered by such late payment by Tenant. 3. 9 Interest. Any sum to be paid pursuant to the terms of this Lease not paid when due shall bear interest from and after the due date until. paid at a rate equal to three percent (3%) over the reference rate being charged by Bank of America, N.A. from time to time during such period so long as the rate does not exceed the maximum non-usurious rate permitted by law in which case interest shall be at the maximum non-usurious rate allowed by law at the time the stun became due. 3. 10 Security Depcsic. Tenant contemporaneously vith the execution of this Lease, has deposited with Landlord the sum specified in Section 1. 5 hereof, receipt of which is hereby acknowledged by Landlord, said deposit being given to secure the faithful performance by the Tenant of all terms, covenants, and conditions of this Lease by the Tenant to be kept and performed during the term hereof. Tenant agrees that if the Tenant shall fail to pay the rent herein reserved or any other sum required hereby promptly when clue, said deposit may, at the option of the Landlord (but Landlord shall not be required to) be applied to any rent or other sum due and unpaid, and if the Tenant violates any of the other terms, covenants, and conditions of this Lease, said deposit may, at. Landlord's option, be applied to any damages suffered by Landlord as a result of Tenant's default to the extent of the amount of the damages suffered. Nothing contained :in this Section shalt in any way diminish or be construed as waiving any of the Landlord's other remedies as provided in Section 10. 0 hereof, or by law or in equity. Should the entire security deposit, or any portion thereof, be appropriated and applied by Landlord for the payment of overdue :rent or other sums clue and payable to Landlord by Tenant hereunder, then Tennant shall, on the written demand of Landlord, forthwith remit to Landlord a sufficient amount :in cash to restore said security deposit to its original amount, and Tenant's failure to do so within five (5) days after receipt of such demand shall constitute a breach of this Lease. Should Tenant comply with all F52l27G\ 44449 3C43l24112p!}.021 2143 - A - i • of the terms, covenants, and conditions of this Lease and promptly pay all of the rental herein provided for as it :falls clue, and all other sums payable by Tenant to Landlord hereunder, said security deposit shall be returned in full to Tenant at the end of the term of this Lease, or upon the earlier termination of this Lease as specified herein except in the event the Demised Premises are sold as a result of the exercise of any poser of sale under any mortgage or deed of trust, in which event this Lease shall be automatically amended to delete any reference to this Section and Tenant shell be entitled to immediate reimbursement o;: its: security deposit from the party then holding said deposit. 4:. USE OF THE PREMISES. 4. 1 Permitted Use. The Landlord hereby leases to Tenant. and Tenant hires from Landlord the Demised Premises ui_th appurtenances as defined herein, for the purpose of conducting thereon only the use specified in Section 1. 6 of this Lease and :for no other use. 4.2 Prohibited Uses. Tenant shall not sell or permit to be kept, used, displayed or sold in or about the Demised Premises (a) pornographic or sexually explicit books, magazines, literature, films or other printed material, sexual paraphernalia, or other material which would be considered lewd, obscene or licentious, (b) any article which may be prohibited by standard forms; of fire insurance policies,, or (c) any alcoholic beverages unless expressly permitted by Section 1.6 hereof. Tenant shall not use, or permit to be used, the Demised Premises or any part thereof for the installation or on-premises use of any vending machine, gaming machine or video or arcade game unless ezpressl.y permitted by this Lease. Additional specified prhohibited uses are as listed on Enhibit "Fn to this Lease. 4. 3 Compliance with Laws. Tenant shall, at his sole cost and expense, comply with all of the requirements of all municipal, state and federal. authorities now in force or which may hereafter be in force pertaining to the use of the Demised Premises, and shall faithfully observe in said use all municipal ordinances, including, but not limited to, the General Plan aund zoning ordinances, state and federal statutes, rules and regulations of the Palm Springs Regional Airport ( "Airport"), or other governmental regulations now in force or which shall hereinafter be in :force. 'tenant's violation of law shall constitute an incurable default under this Lease. The judgment of any court of competent: jurisdiction, or the admission of Tenant in any action or proceeding against Tenant, whether Landlord be a party thereto or not, that Tenant has violated any such order or statute in said use, shall be conclusive of that fact as between the Landlord and Tenant. Tenant shall not engage in any activity on or about the Demised Premises that violates any Environmental talk, and shall promptly, at Tenant's sole cost and expense, take all investigatory and/or remedial action .required or ordered by any governmental agency or Environmental Law for clean-up and removal of any contamination involving any Hazardous material creaLed or caused directly or indirectly by Tenant. The term "Environmental Law" shall mean any federal., state or local law, statute,, ordinance or regulation pertaining to health, industrial hygiene or the environmental conditions on, under or about the Demised Premises, including, without limitation, (i.) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ( "CERCLA" ), 42 U.S. C. Sections 9601 et seq. ; (ii) the Resource Conservation and Recovery Act of 1976 ( "HCRA" ), 42 U. S.C. Sections 6901 at seg. ; (iii) California Health and Safety Code Sections 25100 at seq. ; (iv) the Safe Drinking Water and Toxic Enforcement Act of 1936, California IIealth and Safety Code Section 25249. 5 eL sa0. ; (v) California Health and Safety Code Section 25359. 71 NY California Health and Safety Code Section 25915; (vii) the Federal Water Pollution Control Act, 33 U. S.C. Sections 1317 et sue. ; (viii) California Plater Code Section 130000 et seq. ; and (in) California Civil Code Section 3479 at semi-. , as such lass are amended and the regulations and administrative codes applicable thereto. The term "Hazardous Material" :includes, without limitation, any material or substance which is Q) defined or listed as a "hazardous waste",, "extremely hazardous waste", "restrictive hazardous waste" or "hazardous substance" or considered a waste, condition of pollution or F52\276\099995-3009\2011240.02102193 - 5 - nuisance under the Environmental Laws, (ii) petroleum or a petroleum product or fraction thereof; (iii) asbestos; and/or (iv) substances known by the State of California to cause cancer and/or reproductive toxicity. It is the intent of the parties hereto to construe the terms "Hazardous Materials" and "Environmental Laws" in their broadest sense. Tenant shall provide all notices required pursuant to the Safe Drinking Water and Toxic Enforcement Act of 1986, California Health and Safety Code Section 25249. 5 et seq. Tenant shall provide prompt written notice to Landlord of the existence of Hazardous Substances on the premises (excluding normal and customary fuel, lubricants and cleaning solutions used in connection with the servicing of non-commercial aircraft) and all notices of violation of the Environmental Laws received by Tenant. 4. 4 Hon-Discrimination & FAA Required Clauses (a) Landlord reserves the right, but shall not be obligated to the Tenant, to maintain and keep in repair the landing area of the Airport, and all publicly-owned facilities of the Airport, together with the right to direct and control the activities of the Tenant in this regard. (b) Tenant agrees to comply with the notification and review requirements covered in Part 77 of the Federal Aviation Regulations in the event any future construction of a building is planned for the Premises, or in the event of any planned modification or alteration of any present or future building or structure situated on the Demised Premises. (c) There is hereby reserved to the Landlord, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the Demised Premises herein leased. This public right of flight shall include the right to cause in said airspace any noise inherent in the operation of any aircraft used for navigation or flight through the said airspace or landing at, taking off from, or operation on the Palm Springs Regional Airport. (d) The Tenant, by accepting this Lease, expressly agrees for itself, its successors and assigns that it will not erect nor permit the erection of any structure or object nor permit the growth of any tree on the land leased hereunder above the mean sea level elevation of five hundred (500) feet. In the event the aforesaid covenants are breached, Landlord reserves the right, to enter upon the Demised Premises hereunder and to remove the offending structure or object and cut the offending tree, all of which shall be at the expense of the Tenant. (e) It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 308a of the Federal Aviation Act of 1958 (49 U. S. C. 1349a). (f) Tenant, by accepting this Lease, agrees for itself, its successors and assigns that it will not make use of the Demised Premises in any manner which might interfere with the landing and taking off of aircraft from the Palm Springs Regional Airport or otherwise constitute a hazard. In the event the aforesaid covenant is breached, Landlord reserves the right to enter upon the Demised Premises and cause the abatement of such interference at the expense of the Tenant. (g) This lease and all the provisions hereof shall be subject to whatever right the United States Government now has or in the future may have or acquire, affecting the control, operation, regulation and taking over of said Airport or the exclusive or non-exclusive use of the Airport by the United States during the time of war or national emergency. (h) This lease shall be subordinate to the provisions and requirements of any existing or future agreement between the landlord and F5212761099999-300012011240.02/02/93 - G - the United States relative to the development, operation or maintenance of the airport. 4. 5 Signs. Tenant shall not place or permit to be placed any sign that is not in compliance with the sign ordinance of the Landlord upon the exterior or in the windows of the Demised Premises. Any sign not constructed in accordance therewith shall be immediately removed by Tenant and, if said sign is not removed by Tenant within tea (10) days of written notice from Landlord to Tenant, then Landlord may remove and destroy said sign without Tenant's approval and without any liability to Tenant. 4. 6 Public Facilities, Ingress. Egress and Quiet Enjoyment Landlord agrees that Tenant, upon payment of the rental hereunder and performing the covenants of the Lease, may quietly have, hold and enjoy the Demised Premises during the term of this Lease, and that Tenant shall have the non-exclusive right to use, in common with others, the public facilities at the Airport and Tenant shall have a reasonable right of ingress to and egress from the Demised Premises and the public facilities for its employees, visitors and customers. 4.7 Rules and Regulatione. Tenant shall faithfully observe and comply with the rules and regulations that Landlord shall from time to time promulgate and/or modify. Any amendment or modification of the Rules and Regulations shall be binding upon the Tenant upon delivery of a copy of such amendment or modification to Tenant. Landlord shall not be responsible to Tenant for the nonperformance of any said rules and regulations by any other tenants or occupants. The Rules and Regulations shall apply and be enforced as to all tenants in the Demised Premises on a uniform basis. 5. ALTERATIONS AND REPAIRS. 5. 1 Improvements. Alterations and Fixtures. Tenant shall not make, or suffer to be made, any alterations or improvements to the Demised Premises, or any part thereof, without the prior written consent of Landlord, and any alterations or improvements to the Demised Premises, except movable furniture and trade fixtures, shall become at once a part of the realty and shall at the expiration or earlier termination of this Lease belong to Landlord free and clear of any liens or encumbrances. Tenant shall not in any event make any changes to the exterior of the Demised Premises, if any. Any such alterations or improvements shall be in conformance with the requirements of all municipal, state, federal, and other governmental authorities, including requirements pertaining to the health, welfare or safety of employees or the public and in conformance with reasonable rules and regulations of Landlord. Landlord may require that any such alterations or improvements be removed prior to the expiration of the term hereof. Any removal of alterations or improvements or furniture and trade fixtures shall be at Tenant's expense and accomplished in a good and workmanlike manner. Any damage occasioned by such removal shall be repaired at Tenant's expense so that the Demised Premises can be surrendered in a good, clean and sanitary condition as required by Section 5. 2 hereof. Any and all fixtures, improvements and appurtenances installed by Tenant shall conform with the requirements of all municipal, state, federal, and governmental authorities including requirements pertaining to the health, welfare, or safety of employees or the public. 5. 2 Maintenance and Repair. Tenant shall, subject to Landlord's obligations hereinafter provided, at all times during the term hereof, and at Tenant's sole cost and expense, keep, maintain and repair the Demised Premises, and other improvements within the Demised Premises in good and sanitary order, condition, and repair (except as hereinafter provided) including without limitation, the maintenance and repair of any store fronts, doors, window casements, glazing, heating and air conditioning system, plumbing, pipes, electrical wiring and conduits. Tenant shall also at its sole cost and expense be responsible for any alterations or improvements to the Demised Premises necessitated as a result of the requirement of any municipal, state or federal authority. Tenant hereby waives all right to make repairs at the expense of Landlord, and Tenant hereby waives all rights provided for by the Civil Code of FS212761899999-WX2011248.81/22/99 - 7 - the State of California to make said repairs. By entering into the Demised Premises, Tenant shall be deemed to have accepted the Demised Premises as being in good and sanitary order, condition and repair, and Tenant agrees on the last day of said term or sooner termination of this Lease to surrender the Demised Premises with appurtenances, in the same condition as when received and in a good, clean and sanitary condition, reasonable use and wear thereof and damage by fire, act of God or by the elements excepted. Tenant shall be responsible for one-half of the maintenance cost for aircraft parking ramp as depicted on Exhibit "B" to this Lease. Said amounts shall be paid within 30 days after submittal of an invoice by Landlord. 5. 3 Free from Liens,_. Tenant shall keep the Demised Premises free from any liens arising out of any work performed, material furnished, or obligation incurred by Tenant or alleged to have been incurred by Tenant. 5. 4 Construction Obligations. Landlord and Tenant agree to construct the improvements to the extent shown on the attached Exhibit "E" (Landlord's Work" and "Tenant's Work, " as applicable) at each party's sole cost and expense. 3. 5 Landlord's Reserved Riohts. (a) Airport Development and Safety. Landlord reserves the right to further develop or improve the landing area of the Airport as it sees fit, .regardless of the desires or view of the Tenant and without interference or hindrance, and Landlord reserves the right to take any action it considers necessary to protect the aerial approaches of the Airport against obstruction, together with the right to prevent. Tenant from erecting or permitting to be erected any building or other structure on the Demised Premises which, in the opinion of Landlord, would limit the usefulness of the Airport or constitute a hazard to aircraft. (b) Lease to United States. During the time of war or national emergency, Landlord shall have the right to lease the landing area or any part thereof to the United States Government for military or navel. use, and, if such lease is executed, the provisions of this Lease insofar as they are inconsistent with the provisions of the lease to the Government shall. be suspended and, in that event, a just and proportionate part of the rent hereunder shall. be abated, and the period of such closure shall be added to the term of this Lease so as to extend and postpone the expiration thereof unless the Tenant otherwise elects to ter"mi.nate the Lease. (cJ Recapture. Upon thirty (30) days' written notice to Tenant, Landlord may recapture the portion of the Demised Premises located north of the northerly wall of the hangar facility, as more specifically depicted on Exhibit "B" to this Lease in which event the terms of this Lease shall terminate with respect to the area recaptured. It is agreed by the parties that said recapture shall not affect the base rental payable hereunder. G. INSURANCE AND INDEMNIFICATION. 6. 1 Insurance Provided by Tenant. (a) Food Preparation. Tenant, if involved in food preparation and sales as a cafe, restaurant, or similar use, and/or flood takeout service, shall install at Tenant's expense any fire protective systems in grill., deep fry, and cooking areas which are required by city, county, and state fire ordinances, and such system when installed shall qualify for full fire protective credits allowed by the fire insurance .rating and regulatory body in whose jurisdiction the Demised Premises are located. (b) Tenant to Provide Fire and Extended Coverage In^urance. Tenant, at its expense, shall 'maintain fire and extended coverage F52\276\099999-3000\201i248.02102/93 - E - insurance throughout the term if this Lease written on a per occurrence basis on the Demised Premises, including all buildings and structures located thereon, its trade fixtures, equipment, personal property and inventory within the Demised Premises from loss or damage to the eNternt of their full replacement value. (c) Tenant to Provide Liability Insurance. During the entire term of this Lease; the Tenant shall, at the Tenant's sole cost and e;pense, but for the mutual benefit of Landlord and Tenant, maintain comprehensive general liability insurance insuring against claims for bodily injury, death or property damage occurring in, upon or about the Demised Premises and on any sidewalks directly adjacent to the Demised Premises written on a per occurrence basis in an amount not less than either (i) a combined single limit of TWO ➢'➢ILLION DOLLARS (12, 400,000,00) for bodily injury, death, and property damage or (ii) bodily injury limits of s250, 000,00 per person, 6500,000, 00 per occurrence and $500, 000.00 products and completed operations and property damage limits of =100,0000.00 per occurrence and $250,000. 00 in the aggregate. (d) Tenant to Provide Worker's Comnen2ation Insurance. Tenant shall, at the Tenant's sole cost and e.pense, maintain a policy of worker's compensation insurance in an amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both the Tenant and the Landlord against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons .retained by the Tenant in the course of conducting Tenant's business in the Demised Premises, (e) General Provisions Applicable to Tenant's insurance. All of the policies of insurance required to be procured by Tenant pursuant to this Section 6. 1 shall be primary insurance and shall name the Landlord, its officers, employees and agents as additional insureds. The insurers shall waive all rights of contribution they may have against the Landlord, its officers, employees and agents and their respective insurers. All of said policies of insurance shall provide that said insurance may not be amended or canceled without providing 300 days prior written notice by registered mail to the Landlord. Prior to the Commencement Date or such earlier date as Tenant takes possession of the Demised Premises for any (Purpose; and at least 30 days prior to the expiration of any insurance policy, Tenant shall provide Landlord with certificates of insurance or appropriate insurance binders evidencing the above insurance coverages written by insurance companies acceptable to Landlord, licensed to do business in the state where the Demised Premises are located and rated A:VI2 or better by Best's Insurance Guide, in the event the Risk Manager of Landlord ( "Risk Manager" ) determines that (i) the Tenant's activities in the Demised Premises creates an increased or decreased risk of loss to the Landlord, (i.i) greater insurance coverage is required due to the passage of time, or (iii) changes in t➢re industry require different coverages be obtained, Tenant agrees that the minimum limits of any insurance policy required to be obtained by Tenant may be changed accordingly upon receipt of written notice from the Risk Manager; provided that Tenant shall have the right to appeal a determination of increased coverage by the Risk ➢ anager to the City Council of Landlord within ten (10) days of receipt of notice from the Risk ('tanager. Landlord and Tenant hereby waive any rights each may have against the other on account of any lass or damage occasioned by property damage to the Demised Premises, its contents, or Tenant's trade fixtures, equipment, personal property or inventory arising from any ris➢: generally covered by insurance against the perils of fire, extended coverage, vandalism, malicious mischief, theft, sprinkler damage, and earthquake sprinkler leakage. Each of the parties, on behalf of their respective insurance companies insuring such property of either Landlord or Tenant against such loss, waive any right of subrogation that it may have against the other. The foregoing waivers of subrogation shall be operative only so long as available in California and provided further that, no policy is invalidated thereby. t'S2\27G\,99999-3553\2,i1122,S.02/16/93 - 9 - 6.2 Indemnification o_ Landlord. Tenant, as a material part of the consideration to be rendered to Landlord under this Lease, hereby waives all claims against Landlord for damage to equipment or other personal property, trade fii:cures, leasehold improvements, goods, wares, inventory and merchandise, in, upon or about the Demised Premises and for injuries to persons in or about the Demised Premises, from any cause arising at any time except for the sole negligence or willuul miscnduc't of the Landlord, its officers, ❑gents and. employees. Tenant agrees to indemnify the Landlord, its officers, agents and employees against, and will hold and save them and each of there harmless from, any and all actions, suits, claims, damages to persons or property, .Losses, costs, penalties, obligations, errors, omissions or liabilities, (herein "claims or lia:oi.lities° ) that may be asserted or claimed by any person, firm or entity, arising out of or in connection with the negligent performance of the work, operations or activities; of Tenant, its agents, employees, Subcontractors, or invitees, provided for herein, or arising from the use of the Demised Premises or the parking and common areas by Tenant or its employees and customers, or arising from the failure of Tenani to Steep the Demised Premises in good condition and repair, as herein provided, or arising from the negligent acts or omissions of Tenant hereunder, or arising from Tenant's negligent performance of or failure to perform any term, provision covenant or condition of this Lease, whether or not there is concurrent passive or active negligence on the pars: of the Landlord, its officers, agents or employees but er-cluding such claims or liabilities arising from the sole negligence or willful misconduct of the Landlord, its officers, agents or employees, who are directly responsible to the Landlord, and in connection therewith; (a) Tenant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys fees incurred in connection therewith; (b) Tenant will promptly pay any judgment rendered against the Landlord, its officers„ agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Tenant hereunder; and Tenant; agrees to save and hold the Landlord, its officers, agents, and employees harmless therefrom; (c) In the event the Landlord, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Tenant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Tenant hereunder, Tenant agrees to pay to the Landlord, its officers, agents or employees, any and all cosh` and e;penses incurred by the Landlord, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys fees. 7. ADAND®t1IENT AND SURREb3D2.R. 7. 1 Abandonment. Tenant shall not vacate or abandon the Demised Premises at any time during the term of this Lease; and if Tenant shall abandon, vacate or surrender. the Demised Premises or be dispossessed by process of law, or otherwise, any personal property belonging to Tenant and left on the Demised Premises shall be deemed to be abandoned, at the option of Landlord, encept such property as may he mortgaged to Landlord. 7. 2 Surrender of Lease. The voluntary or other surrender of this Lease by Tenant, or a mutual cancellation thereof, shall not work a merger, and shall, at the option of Landlord, terminate all or any existing subleases or subtenancies, or may, at the option of Landlord, operate as an assignment to it of any or all of such subleases or subtenancies. S. WAGE OR DESTRUCTION Tenant agrees to give notice to the City of any fire or other damage that may occur on the Demised Premises within ten (10) F52\27G\O95599-570;1\2O1?290.�121S6193 - 2© - days of such fire or damage. If all or any portion of the Demised Premises shall be damaged or destroyed by any cause which puts the Demised Premises into a condition which is not decent, safe, healthy and sanitary, Tenant agrees promptly to mate or cause to be made full repair of said damage. Tenant agrees to Clear and remove from the Demised Premises all debris resulting from said damage or destruction and rebuild the Demised Premises in accordance with plans and. specifications previously submitted to the City and approved in writing in order to replace in kind and scope the buildings and improvements which emisted prior to such damage or destruction. Tenant agrees that preliminary steps toward performing repairs, restoration, or replacement of the Demised Premises shall. be commenced by Tenant within thirty (30) days of the casualty, and the required repairs„ restoration or replacement shall be completed within a reasonable time thereafter. 9. ASSIGtHENT AND SUBLETTING, Tenant shall not assign this Lease or sublet the Demised Premises, or any interest therein, without the prior written consent of Landlord, which consent shall not be unreasonably withheld. For purposes of this Lease, an assignment shall be deemed to include the 'transfer to any person or group of persons acting in concert of more than twenty five- percent (25%) of the present ownership and/or control of Tenant., taking all transfers into accou:nt on a cumulative basis. Landlord may withhold its consent to an assignment or sublease to a proposed assignee or sublessee, and Tenant agrees that Landlord shall not be unreasonable for doing so, unless all the following criteria are met: (a) The proposed assignee's or subleases's general financial condition, including liquidity and net worth, verified by audited financial statements prepared by a Certified Public: Accountant in conformity with Generally Accepted Accounting Principles is equal to or greater than that of Tenant, (b) the proposed assignee or sublessee has a demonstrated merchandising capability equal to or greater than that of Tenant as to the use for which the Demised Premises are leased; (c) the proposed assignee or sublessee is morally and financially responsible; and (d) the failure of tenant's use of the Demised Premises to fit the business plan of Landlord to promote tourism to the City of Palm Springs. Any such assignment shall be subject to all of the terms and conditions of this Lease and the proposed assignee shall assume the obligations of Tenant under this Lease in writing in form satisfactory to Landlord. The proposed assignee shall simultaneously provide to Landlord an estoppel certificate in the _form described in Section 12. 2 hereafter. Consent by Landlord to one assignment, subletting, occupation or use by another person shall not be deemed to be a consent to any subsequent assignment, subletting, occupation or use by another person. .Any assignment or subletting without the prior written consent of Landlord shall be void, shall constitute a material breach of this Lease, and shall, at the option o]` Landlord, terminate this Lease. Neither this Lease nor any interest therein shall be assignable as to the interest of Tenant by operation of law. Landlord shall be under no obligation to consider a request for Landlord's consent to an assignment until Tenant shall have submitted in writing to Landlord a request for Landlord's consent to such assignment together with audited financial statements of Tenant and the proposed assignee, a history of ,the proposed assignee's business e.sperience and such other information as .required by landlord to verify that the criteria for assignment as set forth herein are met. If Landlord approves such assignment, Tenant shall pay to Landlord one-half (1/2) of any consideration received by Tenant .for such assignment. In addition, if Landlord determines that the Hopthly Bent payable to Landlord under this Lease is less than the fair market rental value, as determined by Landlord, Landlord shall have the right to condition its approval. to an assignment or subletting on the increase of Honthiy pent 'co the fair market rental value. 10. DEFAULT A,lD REMEDISM 10. 1 Default by Tenant. In addition to the defaults described in Section 9. 00 hereinabove, the occurrence of any one or more of the following events shall constitute a default and breach of this Lease by Tenant: (a) the failure to pay any rental or other payment required hereunder to or on behalf of F92\276\999999-39J9V2@112?B4O2116193 - 11 - Landlord more than three (3) days after written notice from Landlord to Tenant that Tenant has failed to pay :rent when due; (b) the failure to perform any of Tenant's agreements or obligations hereunder (exclusive of a default. in the payment of money) where such default shall continue for a period of thirty (30) days after written notice thereof from Landlord to Tenant which notice shalt be deemed to be the statutory notice so long as such notice complies- with statutory requirements; (c) the vacation or abandonment of the Demised Premises by Tenant; I& the making by Tenant of a general assignment for the benefit of creditors; (e) the filing by Tenant of a voluntary petition in bankruptcy Or the adjudication of Tenant as a bankrupt; (f) the appointment of a receiver to take possession of all or substantially all the assets of Tenant located at the Demised Premises or of Tenant's leasehold interest in the Demised Premises; (g) the filing by any creditor of Tenant of an involuntary petition in baohruptcp which is not dismissed within sixty (60) days after filing; or (h) the attach- ment, execution or other judicial seizure of all or substantially all of the assets of Tenant or Tenant's leasehold where such an attachment, execution or seizure is not discharged within sixty (60) days. Any repetitive failure by Tenant to perform its agreements and obligations hereunder, though intermit Lentil, cured, shall be deemed an incurable default. Two (2) breaches ol� the same covenant within a sixty (600 ) day period, a notice having been given pursuant to (a) or (b) above for the first breach, or three (3) of the same or different breaches at any time during the term of this Lease for which notices pursuant to (a) or (b) above were given for the first two (2) breaches shall conclusively be deemed to be an incurable repetitive failure by Tenant to perform its obligations hereunder, In the event of any such defau.l.t or breach by Tenant, Landlord may at any time thereafter, without further notice or demand, rectify or cure such default, and any sums expended by Landlord for such purposes shall be paid by Tenant to Landlord upon demand and, as additional rental hereunder. In the event of any such default or breach by Tenant, Landlord shall have the right M to continue the lease in full force and effect and enforce all of its rights and remedies under this Lease, including the right to recover the rental as it becomes due under this Lease, or (ii) Landlord shall have the right at any time thereafter to elect to terminate the Lease and Tenant's right to possession thereunder. Upon such termination, Landlord shall have the right to recover from Tenant: (a) The worth at the time of award of the unpaid rental which had been earned at the time of termination; (b) The worth at the time of award of the amount by which the unpaid rental which would have been earned after termination until the time of award exceeds the amount of such rental loss that the Tenant proves could have been reasonably avoided; (c) The worth at the time of award of the amount by which the unpaid rental for the balance of the term after the time of award exceeds the amount of such rental loss that the Tenant proves could be reasonably avoided; and (d) Any other amount necessary to compensate the Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under the lease or which in the ordinary course of things would be likely to result. therefrom. The "worth at the time of award" of Lhe amounts referred to in subparagraphs W and (M) above shall be computed by allowing interest at three percent (3%) over the prime rate then being charged by Bank of America, I. A. but in no event greater than the maximum rate permitted by la, The worth at the time of award of the amount referred to in subparagraph (iii.) above shall be computed by discounting such amount at the discount rate of the Federal Reserve Sank of San Francisco at the time of award plus one percent (IM, but J.n no event greater than ten percent (10%). F0276\GM99-3vu0\2011243.22116/93 - 12 - As used herein "rental" shall include the Pionthly Rental, percentage rental equal to the average percentage rental paid or payable by Tenant :for the last twelve (12) months or such lesser period as Tenant has been open for business, other suFrs payable hereunder which are designated "'rental° or "additional rental" and any other sums payable hereunder on a regular basis such as reimbursement, for real estate ta-as. Such efforts as Landlord may 'make to mitigate the damages caused by Tenant's breach of this Lease shall not constitute a waiver of Landlord's right to recover damages against, Tenant hereunder, nor shall. anything herein container( affect Landlord's right to indemnification against Tenant for any liability arising prior to the °termination of this Lease for personal injuries or property damage, and Tenant hereby agrees to inderuni.fy and mold Landlord harmless frow any such injuries and damages, including all attorney's fees and costs incurred by Landlord in defending any action brought against Landlord :for any recovery thereof, and in enforcing the 'terms and provisions oj. this inder:unification against Tenant. IIotwi-thstanding any of the foregoing, the breach of Lhis Lease by Tenant, or an abandonment of the Demised Premises by Tenant, shall not constitute a tarmina'tion of this Lease, or of Tenant's right of possession hereunder, unless and until. Landlord elects to do so, and until such Lime Landlord shall have the right to enforce all of its 'lights and remedies under this Lease, including the right to recover rent, and all other payments to be made by Tenant hereunder, as they become due. Failure of Landlord to terminate this Lease shall not prevent Landlord from latex, tormineting this Lease or constitute a waiver of Landlord's right to do so. 10. 2 No Waiver. Acceptance of rental hereunder shall not be deemed a. ?raiver of any defrult or a waiver of any of Landlord's remedies. 10. 3 Landlord's Default. Landlordd shall not be in default unless Landlord fails to perform obligations required of Landlord within a reasonable time, but in no event later than 'Lhirty (30) days after written notice by Ten2.n' to Landlord and *to -the holder of any first Tilortgage or deed of trust covering the Premises whose name and address shall have theretofore been furnished to Tenant in writing, specifying wherein Landlord has failed to perform such obligation, provided, however, that if 'the nature of Landlord's obligation is such that more than thirty (30) days are required For performance then Landlord shall not be deemed in default if Landlord, commences performance within a (30) day period and thereafter diligently prosecutes the same to completion. In no event shall Tenant have the right to terminate this Lease as a result of Landlord's default and Tenant's remedies shall be limited to damages and/or an injunction. ll. CONDEMNATION. in the event a condemnation or a transfer in lieu thereof results in a taking of twenty-five percent (25%) or more of the Demised Premises, Landlord may, or in the event a condemnation or a transfer in lieu thereof results in a taking of Lventy-five percent (25%) or more of the Demised Premises, Tenant may, upon written notice given ?,.,i'thi.n thirty (30) daps after such -taking or transfer in lieu thereof, terminate this Lease. Tenant shall not be entitled to share in any portion of the award and 'Tenant hereby expressly waives any right or claim to any part thereof. Tenant shall, hol:ever, have the right to claim and recover, only from the condemning authority (but not :frorm Landlord), any amOLin'L4 necessary to reimburse Tenant :for "be cost of removing stock and fi,,tures. If this Lease is not terminated as above provided, Landlord shall use a portion of the condemnation award to restore the Demised Premises. If any portion of the Demised Premises is taken by condemnation and this Lease remains in full force and effect, on the date of the taking the monthly rent shall be reduced by an amount that is in the ratio to monthly rent as the value of the portion of the Deui.sed Premises 'Laken bears to the total value of the Demised Premises immediately before the date of taking. F52\276\Ggg999-392D\2911248.02/16/93 - 13 - i r 12. MISCELLANEOUS. 12. 1 Entry and inspection. Tenant sha.l.l. permit. Landlord and his agents to enter into and upon the Demised Premises at all reasonable tames for the purpose of inspecting the same or for the purpose of maintaining the Demised Premises as required by the terms of this Lease or for the purpose of posting notices of nonliability for alterations, additions or repairs, or for the purpose of placing upon the property in which the Demised Premises are located any usual or ordinary "For Sale" signs or any signs for public safety as determined by Landlord. Landlord shall be permitted to do any of the above without any rebate of rent and without any liability to Tenant for any loss of occupation or quiet enjoyment of the Demised Premises thereby occasioned. Tenant shall permit Landlord, at any time within six (6) months prior to the expiration of this Lease, to place upon the Demised Premises any usual or ordinary "Fox- Lease" signs, and during such six (6) month period Landlord or his agents may, during normal business hours, enter upon said Demised Premises and exhibit same to prospective tenants. 12.2 Estoppel Certificate. If, as a result of a proposed sale, assignment, or hypothecation of the Demised Premises or the land thereunder by Landlord, or at any other time, an estoppel certificate shall be requested of Tenant, Tenant agrees, within ten (10) days thereafter, to deliver such estoppel certificate in the form attached hereto as Exhibit "C" addressed to any existing or proposed mortgagee or proposed purchaser, and to the Landlord. Tenant shall be liable for any loss or liability resulting from any incorrect information certified, and such mortgagee and purchaser shall have the right to rely on such estoppel certificate and financial statement. 12. 3 Jurisdiction and Venue. The parties hereto agree that the State of California is the proper jurisdiction for litigation of any matters relating to this Lease, and service mailed to the address of tenants set forth herein shall be adequate service for such litigation. The parties further agree that Riverside County, California is the proper place for venue as to any such litigation and Tenant agrees to submit to the personal jurisdiction of such court in the event of such litigation. 1.2. = Partial Invalidity a W any term, covenant, condition or provision of this Lease is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereof. 12� 5 Successors in Interest. The covenants herein contained shall, subject to the provisions as to assignment, apply to and bind the heirs, successors, executors, administrators and assigns of all the parties hereto; and all of the parties hereto shall he jointly and severally liable hereunder. 12. G No Oral Agreements. This Lease (i ) covers in full each and every agreement of every land or nature whatsoever between the parties hereto concerning this Lease, (ii) supersedes any and all previous obligations, agreements and understandings, if any, between the parties, oral or written, and (iii) merges all preliminary negotiations and agreements of whatsoever hind or nature herein. Tenant acknowledges that no representations or warranties of any kind or nature not specifically set forth herein have been made by Landlord or its agents or representatives. This Lease amends, supersedes and :restates that certain Lease Agreement between Landlord and Tenant dated October 13, 1969. F52\276\0999D9-3E&0\2011299.02/02/9,1 - 14 - 12. 7 Authority. in the event that Tenant is a corporation or a partnership, each individual executing this Lease on behalf of said corporation or said partnership, as the case may be, represents and warrants that he or she is duly authorised to execute and deliver this Lease on behalf of said corporation or partnership, in accordance with a duly adopted resolution of. the Board of Directors, if a corporation, or in accordance with the Partnership Agreement, if a partnership, and that this Lease is binding upon said corporation or partnership in accordance with its terms. Tenant .represents and warrants to Landlord that the entering into this Lease does not violate any provisions of any other agreement to which Tenant is bound. 12. 3 Relationship of Parties. The relationship of the parties hereto is that of Landlord and Tenant, and it is expressly understood and agreed that Landlord does not in any way or for any purpose become a partner of Tenant in the conduct of Tenant's business or otherwise, or a joint venturer with Tenant, and that the provisions of this Lease and the agreements rLla'ci.ng to rent payable hereunder are included solely for the purpose of providing a method whereby rental payments are to be measured and ascertained. 12. 9 Nondiscrimination. Tenant herein covenants by and for itself, its heirs, executors, administrators and assigns and all persons claiming under or through it, and this Lease is made and accepted upon and subject to the following conditions: That there shall be no discrimination against or segregation of any person or group of persons on account of race, seN, marital status, color, creed, national origin or ancestry, in the leasing, subleasing, transferring, use, occupancy, tenure or enjoyment of the Demised Premises herein leased, nor shall the Tenant itself, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use or occupancy of tenants, lessees, sublessees, subtenants or vendees in the Demised Premises. 12. 10 Notices. Wherever in this Lease it shall be required or permitted that notice and demand be given or served by either party to this Lease to or on the other, such notice or demand shall be given or served in writing and shall not be deemed to have been duly given or served unless in writing, and personally served or forwarded by certified mail, postage prepaid, addressed, if to Landlord, to City of Palm Springs, P. O. Box 2743, Palm Springs, California, 92263, Attn: Director of Aviation, and if to Tenant, as specified in Section 1. 7. Either party may change the address set forth herein by written notice by certified mail to the other. Any notice or demand given by certified mail shall be effective one (1) day subsequent to mailing. 12. 1.1. Waiver. No delay or omission in the exercise of any right or remedy by a nondefaulting party shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Leasee 12. 1.2 Exhibits—and—Addenda. The Exhibits and Addenda attached to this Lease are made a part hereof as if fully set forth herein. In the event of a conflict between the terms and provisions of an Addenda and the terms and provisions of this Lease, the terms and provisions of the Addenda shall prevail. FS2\276\G96994 3 66\7.71124B.E2/G7,/93 - 15 -- IM WITNESS WHEREOF, the parties have duly e>:ecuLcd this Lease together with the herein referred to E.:hibits which are attached hereto, on Lhe day and year first above written in Palm Springs, California. ATTES CITY P PA M SPRIN By By City Clerk City . 1nager WEAN➢LOR➢" REVIEWED AND APPROVED RODERT� By x' By ➢avid. 1 J.eshire, Esq. City Attorney By "TENANT" ly S/35 ?-/7-i3 f7�U -�-t...p���a FS21276\g99499-3��6V?©1124E.©21�2l93 - iG - EXHIBIT A POND PARCEL NO. 1 LEGAL DESCRIPTION Those certain portions of Section 13,Township 4 South, Range 4 East,San Bernardino Base and Meridian, in the City of Palm Springs, County of Riverside, State of California, being more particularly described as follows: Commencing at the Northeast corner of said Section 13; thence South 89048'00" West along the northerly line of said Section 13, a distance of 452.30 feet; thence leaving said northerly line South 0°12'00" East, a distance of 221.00 feet to the TRUE POINT OF BEGINNING; thence from said TRUE POINT OF BEGINNIING continuing South 0°12'00" East, a distance of 250.00 feet; thence North 89°48'00" East, a distance of 250.00 feet; thence North 0°12'00" West, a distance of 250.00 feet; thence South 89048100" West, a distance of 250.00 feet to the TRUE POINT OF BEGINNING. POND PARCEL NO, IA LEGAL DESCRIPTION Those certain portions of Section 13,Township 4 South,Range 4 East,San Bernardino Base and Meridian, in the City of Palm Springs, County of Riverside, State of California, being more particularly described as follows: Commencing at the Northeast corner of said Section 13; thence South 89°48'00" West along the northerly line of said Section 13, a distance of 452.30 feet; thence leaving said northerly line South 0°12'00" East, a distance of 221.00 feet to the TRUE POINT OF BEGINNING; thence from said TRUE POINT OF BEGINNING continuing South 0°12'00" East, a distance of 115.39 feet; thence North 89°48'00" East, a distance of 250.00 feet; thence North 0°12'00" West, a distance of 115.39 feet; thence South 89048'00" West, a distance of 250.00 feet to the TRUE POINT OF BEGINNING. EXHIBIT B 1 OF 2 o � S89'48'0"W 12 7 S89'42'58"E ` \452'30 3 18 1360.12 (V � O N \ \ I 589'48 0"W 250.00 POND PARCEL N0. 1 , wl � N v 0 I ON Z N "WE N89'48'0"E IT�T� 0.00 210. RAMP crrrlrrl/�:��r�rrlr� 1 POND PARCEL NO. 1 �--- SCALE: 1" = 100' I PSP-ANBC \— EXHIBIT "B" X 20F2 µ M so M \ O N S89'48'0•W 12 7S89'4258'E \ \0 3 18 1360.12 7 r \ \ S89'48 0 W 250.00 r POND oM PARCEL,N NO. 1 A s89•4:o'w 250.00 i W Nor I 31 N � I -4g = " N _N89'48'0'E Mo. - - I I 1 POND PARCEL NO. 1A \-- SCALE: 1" = 100' I I PW—MBG EXHIBIT "C" ESTOPPEL CERTIFICATE Tenant: ROBERT J. POND Landlord: CITY OF PALM SPRINGS, a municipal corporation Date of Lease: Demised Premises: To: The undersigned hereby certifies as follows: 1. The undersigned is the tenant ( "Tenant" ) under the above-referenced lease ( "Lease" ) covering the above-referenced premises ( "Demised Premises" ). 2. The Lease constitutes the entire agreement between landlord under the Lease ( "Landlord" ) and Tenant with respect to the Demised Premises and the Lease has not been modified, changed, altered or amended in any respect except as set forth above. 3. The term of the Lease commenced on November 1, 1989 , and, including any presently exercised option or renewal term, will expire on September 14, 2006 . Tenant has accepted possession of the Demised Premises and is the actual occupant in possession thereof and has not sublet, assigned or hypothecated its leasehold interest. All improvements to be constructed on the Demised Premises by Landlord have been completed and accepted by Tenant and any tenant construction allowances have been paid in full. 4. As of this date, to the best of Tenant's knowledge, there exists no breach or default, nor state of :facts which, with notice, the passage of time, or both, would result in a breach or default on the part of either Tenant or Landlord. To the best of Tenant's knowledge, no claim, controversy, dispute, quarrel or disagreement exists between Tenant and Landlord. 5. Tenant is currently obligated to pay Monthly Rent in installments of $ 1, 177. 79 per month, and such monthly installments have been paid not more than one month in advance. In addition, the Lease requires Tenant to pay percentage rent each month in the amount of -0- percent (-0-0=%) and percentage rent has been paid through N/A 19_ To the best of Tenant's knowledge, no other rent has been paid in advance and Tenant has no claim or defense against Landlord under the Lease and is asserting no offsets or credits against either the rent or Landlord. Tenant has no claim against Landlord for any security or other deposits except $ -0- which was paid pursuant to the Lease. G. Tenant has no option or preferential right to lease or occupy additional space within the Property of which the Demised Premises are a part. Tenant has no option or preferential right to purchase all of any part of the Demised Premises nor any right or interest with respect to the Demised Premises other than as Tenant under the Lease. Tenant has no right to renew or extend the term of the Lease except as set forth in the Lease. F92\276\099999-3000\2011248.12/21/92 7. Tenant has made no agreements with Landlord or its agent or employees concerning free rent, partial rent, rebate of rental payments or any other type of rent or other concession excerpt as expressly set forth in the Lease. 8. There has not been filed by or against Tenant a petition in bankruptcy, voluntary or otherwise, any assignment for the benefit of creditors, any petition seeking reorganization or arrangement under the bankruptcy laws of the United States, or any state thereof, or any other action brought under said bankruptcy laws with respect to Tenant. 9. All insurance which Tenant is required to maintain under the Lease has been obtained by Tenant and is in full force and effect and all premiums with respect thereto have been paid. Dated this day of 19 By Its F92\296\099999-3000\2011290.12/21/92 EXHIBIT "D" RULES AND REGULATIONS 1. All loading and unloading of goods shall be done only at the times, in the areas and through the entrances reasonably designated for such purposes by Landlord. 2. The delivery or shipping of merchandise, supplies and fixtures to and from the Demised Premises shall be subject to such rules and regulations as in the reasonable judgment of Landlord are necessary for the proper operation of the Demised Premises or of the Property generally. 3. All of Tenant's refuse and rubbish shall be removed to central trash bins located in the Property, at Tenant's sole cost and expense. 4. No radio or television or other similar device audible outside the Demised Premises shall be installed without obtaining in each instance the written consent of Landlord. No aerial shall be erected on the roof or exterior walls of the Demised Premises or on the grounds of the Property without first obtaining in each instance the written consent of Landlord which consent shall not be unreasonably withheld or delayed. Any aerial so installed without such written consent shall be subject to removal without notice at any time. 5. No loudspeakers, televisions, phonographs, radios or other devices shall be used in a manner so as to be heard or seen outside of the Demised Premises without first obtaining in each instance written consent of Landlord. G. The outside sidewalks and loading areas immediately adjoining the Demised Premises shall be kept clean and free from dirt and rubbish by Tenant to the reasonable satisfaction of Landlord, and Tenant shall not place or permit any obstructions or merchandise in such areas, except to the extent specifically permitted by the provisions of Tenant's Lease. 7. Tenant shall not burn any trash or garbage of any kind in or about the Demised Premises or the Property generally. 8. Tenant will not allow animals, except seeing-eye dogs, in, about or upon the Demised Premises. 9. Tenant shall not use, and shall not allow anyone else to use, the Demised Premises as a habitation. Such prohibition shall include, without limitation, sleeping, eating or bathing. 10. Tenant shall not place any rubbish or other matter outside any building within the Property, except in such containers as are authorized from time to time by Landlord. 11. Tenant shall keep all window displays in a clean and orderly fashion. If merchandise is to be shown in the window displays, such merchandise shall be changed at least every other month. Landlord shall have the right to require the removal or change of any window display it finds, in its sole and absolute judgment, unattractive or objectionable. FS2\276\099999-3008\2011240.12/21/92 + e 0 EXHIBIT "F" ADDITIONAL SPECIFIED PROHIBITED USES 1. Tenant shall be specifically excluded from the right to sell, store and/or deliver aircraft fuels and lubricants on the Airport. Tenant shall be specifically excluded from engaging in the storage or servicing of aircraft within the Demised Premises unless such aircraft are owned or operated by Tenant. 2. Tenant shall not sell, or bring on the Airport to be sold, any foods or beverages unless prior permission for such activity has been requested and received in writing from Landlord. 3. Tenant shall not engage in any commercial activities offering services of any kind to the general public on the Demised Premises; leasing or chartering of the aircraft from time to time on a non-public basis shall not be included in this definition of "commercial activities. " F62\276\699999-3000\2011298.12/21/92