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MINUTES - 01152002 - C.87-C.90
GENERAL SERVICES DEPARTMENT Lease Management Division 1220 Morello Avenue, Suite 100 Martinez, California Extension 3-7250 FAX 3-7299 DATE: December 18,2001 TO: John Sweeten, County Administrator FROM: Barton J. Gilbert, Director of+Genera l Services SUBJECT: 1/15102 Agenda:-Lease Option-- 1" 44 4th St,Richmond—Health Services Department(T00556) Request to Exercise a Second Option as follows: OCCUPANT: Health Services Department—Office Space TERM: One Year COMMENCING: January 1, 2002 OPTION: I One Year CANCELLATION: 30 Day notice by County RENTAL: $150 per month SQUARE FEET: 1,250 SPACE TYPE: Office Space COUNTY RESPONSIBILITY: None PREVIOUS RENT: $150 per month. ADDRESS: 1744 4th Street, Richmond cc: General Services Department I:\I,ea9eMg1\Gai1\1744th st,Rchmd Agenda.doe BOARD OF SUPERVISORS Barton J. Gilbert, Director of General Services Contra DATE: January 15, 2002 Costa County SUBJECT: SECOND LEASE OPTION FOR THE HEALTH SERVICES DEPARTMENT AT 1744 4TH STREET, RICHMOND J00556) SPECIFIC REQUESTS OR RECOMMENDATIONS)&BACKGROUND AND JUSTIFICATION 1. RECOMMENDATION APPROVE a Second Lease Option to the May 17, 20031 Lease, commencing January 1, 2002, with the Housing Authority for the premises at 1744 4th Street, Richmond, for continued occupancy by the Health Services Department, under the terms and conditions more particularly set forth in said Second Lease Caption, and AUTHORIZE the Director of General Services to EXECUTE said Lease on behalf of the County. 11. FINA CIA, IL MPACT This program is 100% revenue offset through prevention services grants. Ill. REASONS FOR RECOMMENDATION I BACKGROUND Provide for use office space as requested by the Health Services Department. CONTINUED ON ATTACHMENT: YES SIGNATURE: [ i COMMENDATION OF COUNTY ADMINISTRATOR _„RECOMMENDATION OF BOARD COMMI _,._APPROVE OTHER SIGNATURE(S): ._ ACTION OF BOAR 0 was * 'a 'f _ APPROVED AS RECOMMENDED OTHER hi � if r s VOTE OF SUPERVISORS UNANIMOUS(ABSENT ,iu,I;- " f'.."? } AYES: NOES: ABSENTS:-ABSTAIN: MEDIA CONTACT: BARTON J.GILBERT(313-7100) CC: County Administrator(via L/M) I HEREBY CERTIFY THAT THIS IS A TRUE County Auditor-Controller(via UM) AND CORRECT COPY OF AN ACTION TAKEN AND ENTERED ON THE MINUTES OF THE BOARD Lessor(via LIM) OF SUPERVISO bN THE DATE SHOWN. Health Services(via UM) County Counsel(via UM) ATTESTED -.- Risk Management(via LUM) JOHN SWEETS ,CLEAR¢F THE BOARD OF brig;General Services Department-UM " SUPERVISORS AND COUNTY ADMINISTRATOR BY DEPUTY I:\LeaseMgt\Gail\1744th st,Rchmd Agenda.dnc GENERAL SERVICES DEPARTMENT ` LEASE MANAGEMENT DIVISION 1220 Morello Avenue, Suite 100 Martinez, California 94553-4711 Extension 3-7250 FAX 3-7299 DATE: .January 2, 2002 TO: John Sweeten, County Administrator eabugok FROM: Barton J. Gilbert, Director of General Services SUBJECT: jauu15. 2002 Agenda: Lease Authorization-1330 Arnold, Suite 140, Martinez for Health Services Department-Mental Health Division (T00627) A new lease has been negotiated as follows: OCCUPANT: HEALTH SERVICES DEPARTMENT/MENTAL HEALTH DIVISION RENT: Months 01-23 $ 1.65/rsf/month $ 2,107.95 per month Months 24-35 $ 1.70/rsf/month $ 2,170.90 per month Months 3659 $ 1.75/rsf/month $ 2,234.75 per month Months 60-71 $ 1.81/rsf/month $ 2,311.37 per month Months 72-83 $ 1.87/rsf/month $ 2,387.99 per month Months 84-95 $ 1.94/rsf/month $ 2,477.38 per month Months 96-107 $ 2.01/rsflmonth $ 2,566.77 per month Months 108-119 $ 2.08/rsf/month $ 2,656.16 per month TERM: 119 months, commencing February 1,2002 and ending November 30, 2011. Term coincides with termination date of lease for.Mental Health Administration 1340 Arnold, Suite 200. OPTION: None. PREVIOUS RENT: N/A SPACE TYPE: General office. SQUARE FEET: 1,277 rentable square feet(rsf). ADDRESS: 1330 Arnold Drive, Suite 140, Martinez, CA. LESSOR RESPONSIBILITY: All building interior and exterior maintenance,roof and structural integrity, electricity &gas, water, sewer, refuse, custodial, landscaping,parking lot maintenance. COUNTY RESPONSIBILITY: Maintenance of suite interior. Code 25351 NOTICE: May 8, 2001. cc: Terry Mann 1:\LeaseMgt\CAROL\133CArnoldSuitel4Oagendaitem.doc TO: BOARD OF SUPERVISORS FROM: Barton J. Gilbert, Director of General Services Contra CostaDATE: January 15, 2002 County SUBJECT: LEASE FOR THE HEALTH SERVICES DEPARTMENT V 1330 ARNOLD DRIVE, SUITE 140, MARTINEZ (T00627) SPECIFIC REQUESTS OR RECOMMENDATItNV(S)&BACKGROUND AND JUSTIFICATION I. RECOMMENDATION APPROVE a lease effective February 1, 2002 with the Cranbrook Realty Investment Fund L.P. for the premises at 1330 Arnold Drive, Suite 140, Martinez, California for occupancy by the Health Services Department under the terms and conditions more particularly set forth in said lease, and AUTHORIZE the Director of General Services to EXECUTE said Lease on behalf of the County. II. FINANCIAL IMPACT Funding for this additional space is 100% revenue offset from both state and federal mental health funding. III. REASONS FOR RECOMMENDATION J BACKCROUND On June 5, 2001, your Board approved a lease for the premises at 1340 Arnold Drive, Suite 200 for occupancy by the Health Services Department-Mental Health Administration. Subsequently, the department received new grant funding that required space for six additional staff. It was determined that this additional staff is required to be located within the Mental Health Administration Suite 200 space. This precipitated the need to provide space for the Care Management of Mental Health Unit being displaced from Suite 200. The location of 1330 Arnold Drive, Suite 140 provides the CareManagement unit adequate space in close proximity to Mental Health Administration. __,,J�ECOMMENDATiON OF COUNTY ADMINISTRATOR RECOMMENDATION OF HOARD COMMITTEE APPROVE OTHER SIGNATURES ACTION OF BOA N %',:r/c :t _ { " ` ._ APPROVED AS RECOMMENDED;ttL_OTHER i VOTE OF SUPERVISORS UNANIMOUS(ASSENT AYES: NOES: ABSENTS: ABSTAIN: MEDIA CONTACT: BARTON J.GILBERT(313-7100 CC: County Auditor-Controller(via L!M) I HEREBY CERTIFY THAT THIS IS A TRUEAND CORRECT COPY OF AN ACTION TAKEN Lessor(via UM) AND ENTERED ON THE MINUTES OF THE HOARD Health Services(via LIM) OF SUPERVIStS ON THE DATE SHOWN. Orifi:General Services DepartmentUM 7 , ATTESTED; E Ft a= ,i' �- JOHN SWEET CLERK OWTHE BOARD OF SUPERVISO AND COUNTY ADMINISTRATOR r" f' BY C DEPUTY I:\LeaseM gt\CAROL\l 330ArnoldBO.doc TABLE OF CONTENTS CRANBROOK REALTY INVESTMENT FUND TO CONTRA COSTA COUNTY HEALTH SERVICES DEPARTMENT 1330 ARNOLD DRIVE, SUITE 140 MARTINEZ, CALIFORNIA SECTION A: BASIC TERMS AND CONDITIONS A.I. PARTIES .........................................................................................................3 A.2. LEASE OF PREMISES..................................................................................3 A.3. DEFINITIONS ................................................................................................3 A.4. TERM...............................................................................................................4 A.5. RENT................................................................................................................4 A.6 USE OF PREMISES.......................................................................................5 A.7. UTILITIES AND JANITORIAL ..................................................................6 A.8. MAINTENANCE AND REPAIRS................................................................6 A.9. NOTICES.........................................................................................................7 A.10. EXHIBITS AND ATTACHMENTS .............................................................8 A.11. WRITTEN AGREEMENT............................................................................8 A.12. TIME IS OF THE ESSENCE........................................................................8 A.13. SIGNATURE BLOCK...................................................................................9 SECTION B: STANDARD PROVISIONS B.1. HOLDING OVER.........................................................................................10 B.2. HOLD HARMLESS .....................................................................................10 B.3. ALTERATIONS, FIXTURES, AND SIGNS..............................................12 B.4. DESTRUCTION ...........................................................................................12 B.5. QUIET ENJOYMENT.................................................................................13 B.6. DEFAULTS ...................................................................................................13 B.7. SURRENDER OF PREMISES....................................................................17 B.8. SUCCESSORS AND ASSIGNS...................................................................18 B.9. SEVERABILITY ..........................................................................................18 B.10. WASTE, NUISANCE ...................................................................................18 B.11. INSPECTION................................................................................................18 SECTION C: SPECIAL PROVISIONS C.I. SUBLEASE ......................................................................................19 C.Z. SERVICE BY LESSOR................................................................................21 C.3. PRIOR POSSESSION..................................................................................21 CA. HAZARDOUS MATERIALS......................................................................21 { I IC.5. OPERATING EXPENSE REIMBURSEMENT........................................212 C / .6. INSURANCE.................................................................................................32 C.7. RELEASE AND WAIVER OF SUBROGATION.....................................32 C.8. TENANT IMPROVEMENTS .....................................................................33 C.9. COMPLETION AND OCCUPANCY ........................................................36 C.10. SUBORDINATION ......................................................................................37 C.11. MORTGAGEE PROTECTION AND ATTORNMENT..........................38 CCC Health Services Lease--Suite 30140 Page 1 ........................... ..................... WAIVER ESTOPPEL CERTIFICATES AND FINANCIAL STATEMENTS.......38 C.13. � AI'[I►�T ER.........................................................s..............................................39 EXHIBITS EXHIBIT A: PREMISES & CONSTRUCTION DRAWINGS EXHIBIT B: PREMISES AND PARKING LOT EXHIBIT C: BUILDING RULES AND REGULATIONS EXHIBIT D: JANITORIAL SPECIFICATIONS EXHIBIT E: MEMORANDUM OF LEASE CCC Health Services Lease—Suite 30140 Page 2 LEASE FOR CONTRA COSTA COUNTY HEALTH SERVICES DEPARTMENT 1330 ARNOLD DRIVE, SUITE 140 MARTINEZ, CALIFORNIA SECTION A: BASIC TERMS AND CONDITIONS A.1. PARTIES: Effective on ,January 3, 2002, CRANNBROOK REALTY INVESTMENT FUND, L. P., dba Muir Parkway Office Center, hereinafter called "LESSOR", and CONTRA COSTA COUNTY, (A political subdivision of the State of California,), hereinafter called "COUNTY", mutually agree and promise as follows: A.2. LEASE OF PREMISES: LESSOR, for and in consideration of the rents, hereby leases to COUNTY, and COUNTY leases from LESSOR. those certain premises described as follows: approximately 1,277 rentable square feet of office space, commonly known and designated as 1330 Arnold Drive, Suite 140, Martinez, CA, including non- exclusive use of five (5) parking stalls (the "Premises"), and more particularly described in Exhibit "A", attached hereto and made a part hereof. A.3. DEFINITIONS. 1. Building: The Building ("Building") shall be defined as being located at 1330 Arnold Drive in the City of Martinez, County of Contra Costa, State of California. 2. Project: The Project ("Project") shall be defined as the Premises, the Building, the Common Area and the land upon which the same are located, along with all other buildings and improvements thereon or thereunder. 3. Common Area: The Common Area ("Common Area") shall be defined as all areas and facilities outside the Premises and within the exterior boundary line of the Project that are provided and designated by the LESSOR from time to time for the general nonexclusive use of LESSOR, COUNTY, and of other lessees of the Project and their respective CCC Health Services Lease—Suite 30140 Page 3 employees, suppliers, shippers, customers and invitees; including, but not limited to, common entrances, lobbies, corridors, stairway and stairwells, public restrooms, elevators and escalators, parking areas to the extent not otherwise prohibited by this Lease, loading and unloading areas, trash areas, roadways, sidewalks, walkways, parkways, ramps, driveways, landscaped areas and decorative walls. A.4. TERM: Upon completion of the COUNTY improvements, by LESSOR. as described in Paragraphs C8, C9 and C.9.13 the term of this Lease shall be nine (9)years and ten (10) months, commencing February 1, 2002 and ending November 30, 2011. If occupancy is delayed due to completion of improvements, per paragraph C.8.13, the term will commence on the first day after all COUNTY Improvements have been completed by LESSOR and accepted by the COUNTY'S Lease Manager or designee and shall expire nine (9) years and ten (10) months thereafter. Said commencement and term shall be memorialized in Exhibit E, "Memorandum of Lease". A.5. BASE RENT: COUNTY shall pay to LESSOR as base rent for the use of the Premises a monthly rental payable in advance on the tenth day of each month during the term of this Lease as follows: The monthly base rent shall be as follows: Time Period Square Foot Rental Monthly Rental 02101102-11130103 $1.651rsf1month $2,107.051month 12101103-11130104 $1.701rsflmonth $2,170.901month 1,2101104-11130106 $1.751rsflmonth $2,234.751month 12101106x-11130107 $1.811rsflmonth $2,311.371month 1210114711130108 $1.871rsflmonth $2,387.991month 12101108-11130/09 $1.941rsf1month $2,477.381month 12101109-11130110 $2.011rs 1month $2,566.771month 12101110-11130111 $ '.081rsflmonth $2,656.161month Payments shall be mailed to: Cranbrook Realty investment Fund L. P., dba Muir Parkway Office Center, 1350 Arnold Drive, Suite 106, Martinez, CA 94553. COUNTY'S obligation to pay monthly base rent, for any partial months, shall be prorated at the commencement and expiration of the Lease Term as defined in Paragraph C.B.B. CCC Health Services Lease—Suite 30140 Page 4 If any monthly base rent or additional rent as defined in Paragraph C.5 (a) is not received by LESSOR from COUNTY within ten (10) business days following the date such payment is due, then COUNTY shall immediately pay to LESSOR a late charge equal to 5% of such delinquent base rent or additional rent as liquidated damages for COUNTY'S failure to make timely payment. In no event shall this provision for a late charge be deemed to grant to COUNTY a grace period or extension of time within which to pay any base rent or additional rent or prevent LESSOR from exercising any right or remedy available to LESSOR upon COUNTY'S failure to pay any base rent or additional rent due under this Lease in a timely fashion, including any right to terminate this Lease pursuant to Paragraph B.6 DEFAULTS. If any base rent or additional rent remains delinquent for a period in excess of 30 days then, in addition to such late charge, COUNTY shall pay to LESSOR interest on any base rent or additional rent that is not paid when due at the Agreed Interest Rate following the date such amount became due until paid. For purposes of this Lease, the term "Agreed Interest Rate" shall mean an annual rate equal to the greater of: ten percent (14%); or five percent (5%) plus the rate established by the Federal Reserve Bank of San Francisco, as of the twenty-fifth (25th) day of the month immediately preceding the due date, on advances to member banks under Sections 13 and 13(a) of the Federal Reserve Act, as now in effect or hereafter from time to time amended, not to exceed the maximum rate allowable by law. A.6. USE OF PREMISES: The Premises shall be used during the term or extension thereof for purposes of conducting various office functions. COUNTY shall not do anything in or about the Premises, which will (i) cause structural injury to the Building. COUNTY shall not operate any equipment within the Premises which will (i) materially damage the Building; or the Common Area, (ii) overload existing electrical systems or other mechanical equipment servicing the Building, (iii) impair the efficient operation of the sprinkler system or the heating, ventilating or air conditioning ("HVAC") equipment within or servicing the Building, or (iv) damage, overload or corrode the sanitary sewer system. COUNTY shall not attach, hang or suspend anything from the ceiling, roof, CCC Xealih Services.Lease—Suite 30140 Page S walls or columns of the Building or set any load on the floor in excess of the load limits for which such items are designed nor operate hard wheel forklifts within the Premises. Any dust, fumes, or waste products generated by COUNTY'S use of the Premises shall be contained and disposed so that they do not (i) create an unreasonable fire or health hazard, (ii) damage the Premises, or (iii) result in the violation of any Law. Except as approved by LESSOR, COUNTY shall not change the exterior of the Building or install any equipment or antennas on or make any penetrations of the exterior or roof of the Building. COUNTY shall not commit any waste in or about the Premises, and COUNTY shall keep the Premises in an neat, clean, attractive and orderly condition, free of any nuisances. If LESSOR designates a standard window covering for use throughout the Building, COUNTY shall use this standard window covering to cover all windows in the Premises. COUNTY shall not conduct on any portion of the Premises or the Project any sale of any kind, including any public or private auction, fire sale, going-out-of-business sale, distress sale or other liquidation sale. A.7. UTILITIES AND JANITORIAL.- LESSOR. shall pay for all gas, electric, water, sewer, refuse collection and janitorial services provided to the Premises. COUNTY'S use of such utilities shall be consistent with general office use and COUNTY shall not overburden the building systems with respect to such use. A.$. MAINTENANCE AND REPAIRS: a. LESSOR shall keep the roof and exterior of the building in good order, condition, and repair and shall maintain the structural integrity of the building, including the exterior doors and their fixtures, closers and hinges, and glass and glazing used in the Premises. b. COUNTY shall keep and maintain the interior of the Premises in good order, condition, and repair, but LESSOR shall repair damage to the interior of the Premises caused by failure to maintain the exterior in good repair, including damage to the interior caused by roof leaks and/or interior and exterior wall leaks. CCC Health Services lease—Suite 30140 Page 6 C. LESSOR shall repair and maintain the electrical, lighting, water, and plumbing systems in good order, condition, and repair. d. LESSOR shall maintain and repair the heating, ventilating, and air- conditioning system. e. LESSOR shall maintain the parking lot, landscaping, sprinkler system, and exterior lighting system in good order, condition, and repair. f. LESSOR shall provide janitorial service per the specifications in Exhibit "iD", which is attached hereto and incorporated herein. g. LESSOR shall provide and install, at the direction of the Fire Marshal, the necessary number of A-B-C fire extinguishers for the Premises at no cost to COUNTY. LESSOR shall thereafter maintain, repair, and replace the extinguishers. h. COUNTY shall not suffer any waste on or to the Premises. i. LESSOR shall be responsible for the correction of any code violations which may exist in the Premises as of the commencement date of this Lease, provided LESSOR shall not be liable for correction of code violations which arise out of and are directly related to a change in COUNTY'S occupancy or use of the Premises. A.9. NOTICES: All notices given hereunder shall be in writing and shall be deemed to have been given if personally delivered or deposited in the United States mail postage prepaid, certified or registered, return receipt requested, and addressed to the other party as follows or as otherwise designated by written notice hereunder from time to time: To LESSOR: Cranbrook Realty Investment Fund, L. P. 1350 Arnold Drive, Suite 106 Martinez, CA 94553 Attn: Property Manager To COUNTY: Contra Costa County General Services Department Lease Management Division 1220 Morello Avenue, Suite 100 Martinez, CA 94553-4711 CCC Health Services base-Suite 30140 Page 7 A.10. EXHIBITS AND ATTACHMENTS. Section B, Standard Provisions, Section C, Special Provisions, Exhibit KLA" — Premises & Construction Drawings, Exhibit "B" — Premises and Parking Lot, Exhibit "C" Building Rules and Regulations, Exhibit "D" — Janitorial Specifications, Exhibit "E" Memorandum of Lease are attached to this Lease and are made a part hereof. A.11. WRITTEN AGREEMENT: Neither party has relied on any promise or representation not contained in this Lease. All previous conversations, negotiations, and understandings are of no further force or effect. This Lease may be modified only by a writing signed by both parties. The headings of the pages and paragraphs are for convenience only and are not a part of this Lease, nor shall they be considered in construing the intent of this Lease. A.12. TIME IS OF THE ESSENCE of each and all of the terms and provisions of this Lease. Remainder of page left intentionally blank CCC Health,services Leans—Suite 30140 Page 8 A.13. 'SIGNATURE BLOCK COUNTY LESSOR CONTRA COSTA COUNTY, a political CRANBROOK REALTY INVESTMENT subdivision of the State of California FUND, L. P., dba Muir Parkway Office AMCenter J1 I ffV)A 1 4- By By: Cranbrook Croup, Inc. a California Director of eneral Services corporation, its General Partner Date ." - '"� B � RECOMMENDED FOR APPROVAL: Kevin M. FitzPatrig Vice President of Operations By: �tU Date f � D ector, Capita Facilities and Debt Management Date IP� By: Health Se ices Department Date: 0 By: i f Lease Manager 1 Date: i;(t L""Z' APPROVED AS TO FORM: Silvano B. Marchesi, County Counsel ByI Deputy JI Iy r / A CCC Health Services Lease—Suite 30140 Page 9 LEASE FOR CONTRA COSTA COUNTY HEALTH SERVICES DEPARTMENT 1330 ARNOLD DRIVE, SUITE 140 , MARTINEZ, CALIFORNIA SECTION B: STANDARD PROVISIONS B.1. HOLDING OVER: Any holding over after the term of this Lease as provided hereinabove shall be construed to be a tenancy from month to month, subject to the terms of this Lease so far as applicable, except for rents, which shall increase to 125% of the monthly rent payable during the last full calendar month of the Lease Term. B.2. HOLD HARMLESS: (a) Limitation on LESSOR'S Liability: LESSOR shall not be liable to COUNTY, nor shall COUNTY be entitled to terminate this Lease or to any abatement of rent (except as expressly provided otherwise herein), for any injury to COUNTY or COUNTY'S Agents, damage to the property of COUNTY or COUNTY'S Agents, or toss to COUNTY'S business resulting from any cause, including without limitation any: (i) failure, interruption or installation of any HVAC or other utility system or service; (ii) failure to furnish or delay in furnishing any utilities or services when such failure or delay is caused by fire or other peril, the elements, labor disturbances of any character, or any other accidents or other conditions beyond the reasonable control of LESSOR; (iii) limitation, curtailment, rationing or restriction on the use of water or electricity, gas or any other form of energy or any services or utility serving the Project; (iv) vandalism or forcible entry by unauthorized persons or the criminal act of any person; or (v) penetration of water into or onto any portion of the Premises or the Building through roof leaks or otherwise. Notwithstanding the foregoing,but subject to Paragraph C. 7. of this Lease, CCC Health Services Lease—Suite 30140 Page 10 LESSOR shall be liable for any such injury, damage or loss which is proximately caused by LESSOR'S willful misconduct or negligence of which LESSOR has actual notice and a reasonable opportunity to cure but which it fails to so cure. (b) Limitation on COUNTY'S Recourse: If LESSOR is a corporation, trust, partnership, joint venture, unincorporated association or other form of business entity: (i) the obligations of LESSOR shall not constitute personal obligations of the officers, directors, trustees, partners, joint ventures, members, owners, stockholders, or other principals or representatives of such business entity, and (ii) COUNTY shall not have recourse to the assets of such officers, directors, trustees, partners, joint ventures, members, owners, stockholders, principals or representatives except to the extent of their interest in the Project. COUNTY shall have recourse only to the interest of LESSOR in the Project for the satisfaction of the obligations of LESSOR and shall not have recourse to any other assets of LESSOR for the satisfaction of such obligations. ( c) Indemnification of LESSOR: COUNTY shall save, protect, hold harmless, indemnify and defend LESSOR, and its employees, agents and contractors, with competent counsel reasonably satisfactory to LESSOR (and LESSOR agrees to accept counsel that any insurer requires be used), from all liability, penalties, losses, damages, costs, expenses, causes of action, claims and/or judgments arising by reason of any death, bodily injury, personal injury or property damage resulting from (i) any cause or causes whatsoever (other than the willful misconduct or negligence of LESSOR of which LESSOR has had notice and a reasonable time to cure, but which LESSOR. has failed to cure) occurring in or about or resulting from an occurrence in or about the Premises as defined in Exhibit "A" during the Lease Term, (ii) the CCC Health Services Lease—Suite 30140 Page 11 negligence or willful misconduct of COUNTY or its agents, employees and contractors, wherever the sage may occur, or (iii) an Event of COUNTY'S Default. The provisions of this Paragraph B. 2. (c) shall survive the expiration or sooner termination of this Lease. B3. ALTERATIONS. FIXTURES AND SIGNS: COUNTY may make, with LESSOR'S written consent, such consent not being unreasonably withheld, any lawful and proper minor alterations, attach fixtures and signs in or upon the Premises, which shall remain COUNTY property and may be removed therefrom by COUNTY prior to the termination of this Lease, except that such alterations, fixtures or signs, as the case may be, shall be removed by COUNTY, at COUNTY'S sole cost, prior to the expiration or earlier termination of the Lease if so requested by LESSOR. Any such alterations, signs or fixtures shall be at COUNTY'S sole cost and expense, and all signs shall meet with existing code requirements and LESSOR'S approval. BA. DESTRUCTION: a. in the event of damage causing a partial destruction of the Premises during the term of this Lease from any cause, and repairs can be made within sixty (60) days from the date of the damage under the applicable laws and regulations of governmental authorities and provided insurance proceeds are available to cover the cost or repair or restoration, LESSOR. shall repair the damage promptly and within a reasonable time, but such partial destruction shall not void this Lease, except that COUNTY shall be entitled to a proportionate reduction of rent while such repairs are being made, such proportionate reduction to be based upon the extent to which the portion of the Premises unusable by COUNTY bears to the total area of the Premises. b. If such repairs cannot be made in sixty (60) days, or there are not sufficient insurance proceeds available to cover the cost of repair or restoration, LESSOR may, at its option, make the same within a reasonable time, the rent to be proportionately reduced as provided in the previous subparagraph. In the event LESSOR does not so elect to make such repairs CCC Health Services Lease—Suite 30140 Page 12 (which cannot be made in sixty (60) days), or such repairs cannot be made under such laws and regulations, this Lease may be terminated at the option of either party. C. A total destruction of the Premises or the building in which the Premises are located shall terminate this Lease. B.5. QUIET ENJOYMENT: LESSOR covenants that COUNTY shall at all times during the term peaceably and quietly have, hold, and enjoy the Premises without suit, trouble or hindrance from or on account of LESSOR as long as COUNTY fully performs hereunder. B.6. DEFAULTS: The occurrence of any of the following shall constitute an Event of Default under this Agreement: a. Event of Default by COUNTY 1. COUNTY'S failure to pay any Rental within ten (10) business days after written notice of failure from LESSOR to COUNTY. If, however, payment is not made within ten (10) business days of said written notice due to circumstances beyond the reasonable control of COUNTY then COUNTY shall make such payment within such additional time (but not to exceed a total of fifteen business (15) days from LESSOR'S notice to COUNTY.) 2. COUNTY'S failure to comply with any other material term or provision of this Lease if such failure continues thirty (30) days after written notice of failure from LESSOR to COUNTY specifying in reasonably sufficient detail the nature of said breach. If the required cure of the noticed default cannot be completed within thirty (30) days, COUNTY'S failure to perform shall constitute a default under the Lease unless COUNTY has attempted to cure the default within said thirty (30) day period and has diligently and continuously attempted to complete the cure as soon as reasonably possible. 3. An assignment, sublease, hypothecation or other transfer or attempted transfer of this Lease of the Premises by COUNTY contrary to the provisions of this Lease; or upon any Event of Default by COUNTY, LESSOR shall have the CCC Health Services Lease—Suite 30140 Page 13 following remedies, in addition to all other rights and remedies provided by law, to which LESSOR may resort cumulatively, or in the alternative: Termination: Upon any Event of Default by COUNTY, LESSOR shall have the right (but not the obligation) to terminate this Lease and COUNTY'S right to possession of the Premises. The parties agree that any notice given by LESSOR to COUNTY pursuant to Paragraph B.6.a.1 or Paragraph B.6.a.2 shall be sufficient notice for purposes of California Code of Civil Procedure Section 1161 and LESSOR shall not be required to give any additional notice in order to be entitled to commence an unlawful detainer proceeding. Upon termination of this Lease and LESSOR'S right to possession of the Premises, LESSOR shall have the right to recover from COUNTY: (a) The worth at the time of award of the unpaid rentals, which had been earned at the time of termination; (b) The worth at the time of award of the amount by which the rentals which would have been earned after termination until the time of award exceeds the amount of such rental loss that COUNTY proves coup have been reasonably avoided; (c) The worth at the time of award (computed by discounting at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent) of the amount by which the rentals for the balance of the Lease Term after the time of award exceed the amount of such rental loss that COUNTY proves could be reasonably avoided; (d) Any reasonable legal fees necessary to compensate LESSOR for all detriment proximately caused by the Default by COUNTY or which in the ordinary course of events would likely result. The "worth at the time of award" if the amounts referred to in subparagraphs (a) and (b) of this Paragraph is computed by allowing interest at an annual rate equal to the greater of: ten percent (10%); or five percent (5%) plus the rate established by the Federal Reserve Bank of San Francisco, as of the twenty- CCC Health Services Lease—Suite 30140 Page 14 fifth (25th) day of the month immediately preceding the Default by COUNTY, on advances to member banks under Sections 13 and 13(a) of the Federal Reserve Act, as now in effect or hereafter from time to time amended, not to exceed the maximum rate allowable by law. Continuation of Lease: Upon any Event of Default by COUNTY and unless and until LESSOR elects to terminate this Lease pursuant to the provisions above, this Lease shall continue in effect after the Event of Default by COUNTY and LESSOR may enforce all its rights and remedies under this Lease, including without limitation, the right to recover payment of rentals as they became due. Neither efforts by LESSOR to mitigate damages caused by an Event of Default by COUNTY nor the acceptance of any rentals shall constitute a waiver by LESSOR of any of LESSOR'S rights or remedies, including the rights and remedies specified above. b, went of Default by LESSOR: 1. LESSOR'S failure to perform any of its obligations under this Lease shall constitute a default by LESSOR if the failure continues for thirty (30) days after written notice of the failure from COUNTY to LESSOR. if the required cure of the noticed default cannot be completed within thirty (30) days, LESSOR'S failure to perform shall constitute a default under the Lease unless LESSOR has attempted to cure the default within said thirty (30) day period and has diligently and continuously attempted to complete the cure as soon as reasonably passible. Notwithstanding the foregoing, in the event of a situation creating a perilous condition on the Premises which substantially and significantly threatens the health and safety or the ability to conduct COUNTY's business for the COUNTY and its invitees, LESSOR shall, upon obtaining knowledge of such condition, use reasonable efforts to immediately address the situation and shall use diligent efforts to correct the perilous condition. CCC health Se"ices Lease—Suite 30140 Page 15 On the occurrence of an Event of Default by LESSOR, COUNTY may initiate an action against LESSOR to recover the damages or losses (exclusive of consequential damages) suffered or incurred by COUNTY as a result of the LESSOR'S breach. On the occurrence of an Event of Default by LESSOR, COUNTY shall not have a right to terminate this Lease. If COUNTY provides written notice (or in the case of an emergency, oral notice followed by written notice within twenty-four (24) hours of such oral notice) to LESSOR of LESSOR`S failure to perform any maintenance and repair required to be performed by LESSOR. in the Premises pursuant to Paragraph A.8 of this Lease, including maintenance and repair of any building systems located within the Premises, which failure to maintain or repair materially or adversely affects the conduct of COUNTY'S business from the Premises, and LESSOR fails to commence corrective action within a reasonable period of time, given the circumstances, after receipt of such notice, but in any event not less than twenty (20) days (except in an emergency) and not later than thirty (30) days after the date of LESSOR'S receipt of such notice, then COUNTY may proceed to perform the required repair or maintenance if within ten (10) days after the date of COUNTY'S delivery to LESSOR of a second notice specifying that COUNTY will undertake the required maintenance and repair, LESSOR fails to commence the required repair or maintenance and thereafter diligently prosecute the same to completion. If COUNTY undertakes the required repair or maintenance pursuant to the terms of the immediately preceding sentence, COUNTY shall use only those contractors used by LESSOR in the Project for such work. If LESSOR`S contractors are unwilling to perform such work, COUNTY may use other qualified contractors who normally and regularly perform similar work in office building projects similar to the Project subject to LESSOR'S prior written approval of such contractors, which approval shall not be unreasonably withheld. COUNTY shall take no action pertaining to or affecting any portion of the Building systems that will adversely affect the enjoyment, possession or other rights of any other tenant in the Building. Notwithstanding the foregoing, COUNTY shall have no right to perform any required repair or maintenance hereunder if the contractor regularly employed by LESSOR to service the equipment that CCC Health Services Lease—Suite 30140 Page 16 is the subject of COUNTY'S notice provides a written report or statement to both LESSOR and COUNTY that the equipment is functioning properly in accordance with its design and specifications. In no event shall COUNTY perform any repair or maintenance outside of the Premises or to any Building systems serving other tenant's premises. Promptly following completion of any work undertaken by COUNTY pursuant to the terms of this paragraph above, COUNTY shall deliver a detailed invoice of the work completed, the materials used and the costs relating thereto. LESSOR shall reimburse COUNTY for all reasonable costs incurred by COUNTY in performing the required repair or maintenance within thirty (30) days after the date of receipt of COUNTY'S detailed invoice. B.7. SURRI NDER OF PREMISES: Upon the expiration or sooner termination of this Luse, COUNTY shall vacate and surrender the Premises to LESSOR in the same condition as existed at the Commencement Date, except for (i) reasonable wear and tear, (ii) damage caused by any peril or condemnation, and (iii) contamination by Hazardous Materials for which COUNTY has no control. In this regard, normal wear and tear shall be construed to mean wear and tear caused to the Premises by the natural aging piocess which occurs in spite of prudent application of the best standards for maintenance, repair and janitorial practices, and does not include items of neglected or deferred maintenance. If LESSOR so requests, COUNTY shall, prior to the expiration or sooner termination of this Lease, (i) remove any of COUNTY'S alterations, fixtures and signs which COUNTY is required to remove pursuant to Paragraph B.3. and repair all damage caused by such removal, and (ii) return the Premises or any part thereof to its original configuration existing as of the time the Premises were delivered to COUNTY. If the Premises are not so surrendered at the termination of this Lease, COUNTY shall be liable to LESSOR for all costs incurred by LESSOR in returning the Premises to the required condition, plus interest on all costs incurred at the Agreed Interest Rate. COUNTY shall indemnify LESSOR against loss or liability resulting from delay by COUNTY in so surrendering the Premises, including, without limitation, any claims made by any succeeding tenant or losses to LESSOR due to lost opportunities to lease to succeeding tenants. CCC Health Services Lease—Suite 30140 Page 17 B.8. SUCCESSORS AND ASSIGNS: The terms and provisions of this Lease shall extend to and be binding upon and inure to the benefit of the heirs, successors, and assignsof the respective parties hereto. B.9. SEVERABILITY: In the event that any provision herein contained is held to be invalid by any court of competent jurisdiction, the invalidity of any such provision does not materially prejudice either the COUNTY or LESSOR in its respective rights and obligations contained in the valid provisions of this Lease. B.10. WASTE, NUISANCE: COUNTY shall not commit, or suffer to be committed, any waste upon the Premises, or any nuisance or other act or thing which may disturb the quiet enjoyment of any other Lessee or occupant of the complex in which the Premises are located. COUNTY shall abide by the Building Rules and Regulations as outlined in Exhibit "C" attached hereto and made a part hereof COUNTY shall conform its use and occupancy of the Premises to the standards and modes of use applicable to a first-class office building. B.11. INSPECTION: The LESSOR reserves the right to enter the Premises by prior appointment only between the hours of 9:00 a.m. and 4:30 p.m., Monday through friday, holidays excepted, or in the event of an emergency, and to employ the proper representative or contractor in order to see that the property is being reasonably cared for, that no waste is being made, and that all things are done in the manner best calculated for the preservation of the property, and in full compliance with the terms and conditions of this Lease. CCC health Services Lease—Suite 30140 Page 18 LEASE FOR CONTRA COSTA COUNTY HEALTH SERVICES DEPAR'T'MENT 1330 ARNOLD DRIVE, SUITE 1.40 MARTINEZ, CALIFORNIA SECTION C: SPECIAL PROVISIONS C.I. SUBLEASE: COUNTY shall not, without LESSOR'S prior written consent (which consent shall not be unreasonably withheld), voluntarily sell, assign or transfer all or any part of COUNTY'S interest in this Lease or in the Premises or any part thereof, sublease all or any part of the Premises, or permit all or any part of the Premises to be used by any person or entity other than COUNTY or COUNTY'S agents or employees. In the event COUNTY desires to assign this Lease or to sublet all or any part of the Premises for any part of the Lease term, COUNTY shall advise LESSOR in writing and COUNTY shall provide LESSOR. with the name, legal composition and address of the proposed assignee or subtenant, and the following information: a true and complete copy of the proposed assignment agreement or sublease; a financial statement of the proposed assignee or subtenant prepared in accordance with generally accepted accounting principles within one year prior to the proposed effective date of the assignment or sublease; the nature of the proposed assignee's or subtenant's business to be carried on in the Premises; the payments to be made or other consideration to be given on account of the assignment or sublease; and such other pertinent information as may be requested by LESSOR, all in sufficient detail to enable LESSOR to evaluate the proposed assignment or sublease and the prospective assignee or subtenant. COUNTY shall immediately notify LESSOR. of any modification to the proposed terms of such assignment or sublease. CCC Health Services Lease—Suite 30140 Page 19 In the event of an assignment of this Lease or subletting of all or a portion of the Premises for any part of the Lease term, fifty percent (50%) of any and all rent paid by an assignee or subtenant in excess of the rentals to be paid under this Lease (prorated in the event of a sublease of less than the entire Premises), after COUNTY'S deduction therefrom of all reasonable casts to effect the assignment or subletting, including without limitation, brokerage fees, COUNTY'S attorneys' fees, and the cost of leasehold improvements or alterations installed or redecorating performed by COUNTY for the sublessee, shall be paid directly to LESSOR, as additional rent, at the time and place specified in this Lease. For the purposes of this paragraph C.1., the term "rent" shall include any consideration of any kind received, or to be received, by COUNTY from an assignee or subtenant, if such suras are related to COUNTY'S interest in this Lease or in the Premises, including, but not limited to key money, bonus money, and payments (in excess of the fair market value thereof) for COUNTY'S assets, fixtures, trade fixtures, inventory, accounts, goodwill, equipment, furniture, general intangibles, and any capital stock or other equity ownership interest of COUNTY. Any assignment or subletting without LESSOR'S consent shall be voidable at LESSOR'S option, and shall constitute an Event of Default by COUNTY. LESSOR'S consent to any one assignment or sublease shall not constitute a waiver of the provisions of this Paragraph C.1. as to any subsequent assignment or sublease nor a consent to any subsequent assignment or sublease, further, LESSOR'S consent to an assignment or sublease shall not release COUNTY from COUNTY'S obligations under this Lease, and COUNTY shall remain jointly and severally liable with the assignee or subtenant. In the event LESSOR consents to any assignment, such consent shall be conditioned upon the assignee expressly assuming and agreeing to be bound by each of COUNTY'S covenants, agreements and obligations contained in this Lease, pursuant to a written 'assignment and assumption agreement in a form reasonably approved by LESSOR. LESSOR'S consent to any assignment or sublease shall be evidenced by LESSOR'S signature on said assignment and assumption agreement or on said sublease or by a separate written. consent. In the event LESSOR consents to a proposed CCC Health Services Lease—Suite 30140 Page 20 assignment or sublease, such assignment or sublease shall be valid and the assignee or subtenant shall have the right to take possession of the Premises only if an executed original of the assignment or sublease is delivered to LESSOR, and such document contains the same terms and conditions as stated in COUNTY'S notice to LESSOR given pursuant to the provisions above, except for any such modifications to which LESSOR has consented in writing. C.2. SERVICES BY LESSOR: It is understood and agreed LESSOR shall provide certain maintenance, construction, remodeling or like services over and above LESSOR'S maintenance and repair responsibilities as listed in Paragraph AX as requested by COUNTY from time to time during the term of this Lease, and as approved by Lessor in its sale discretion, COUNTY shall pay to LESSOR as additional rental one hundred percent (1001/o) of the costs of the service, plus a fifteen percent (15%) administrative fee. If Lessor agrees to provide such services described above, LESSOR shall consult with COUNTY and select either licensed, insured contractors or employees of LESSOR to provide the service. LESSOR shall obtain COUNTY'S prior approval on the scope, term, and cost of the contracts. COUNTY shall have the right to change the level of service from time to time by giving LESSOR thirty (30) days' prior written notice, including the right to terminate any or all service, or to require different contractors to provide the service. CA PRIOR POSSESSION: Commencing on January 20, 2002, COUNTY shall have the right to install telecommunications and computer cabling, telephones, and telecommunications equipment required to prepare space for COUNTY'S occupancy. Said installation of equipment shall not materially interfere with the construction of tenant improvements and shall be in accordance with general contractor's construction schedule. Such early occupancy shall be subject to all of the terms of this lease, except for payment of base rent and common operating expenses. CA HAZARDOUS MATEMALS: LESSOR guarantees to COUNTY that LESSOR. does not have any knowledge of the presence of hazardous substances or contamination CCC Health Services Lease—Suite 313140 Wage 21 of the Building or Premises in violation of environmental laws. LESSOR agrees to defend, stave, protect, and held harmless COUNTY from any loss arising out of the presence of any hazardous substance in or around the Project which is not related to COUNTY'S use and occupancy of the Premises, which obligation shall survive the termination of this Lease. LESSOR acknowledges and agrees that COUNTY shall have no obligation under this Lease to clean up or remediate, or to contribute toward the cost of clean up or remediation, of any hazardous substance that is not caused to be present, released, discharged or spilled on, in or under the Premises, Building, or Project, or any portion thereof, by COUNTY or any of its agents, employees, contractors, subcontractors, invitees or other representatives. COUNTY agrees to defend, save, protect, indemnify and hold LESSOR harmless from and against all liabilities, claims, actions, foreseeable and unforeseeable consequential damages, costs, and expenses (including sums paid in settlement of claims and all consultant, expert and legal fees and expenses of LESSOR'S counsel) or loss directly or indirectly arising out of or resulting from the presence of any hazardous substance as a result of COUNTY'S activities, in or around any part of the Project, including those incurred in connection with any investigation of site conditions or any clean-up, remedial, removal or restoration work, or any resulting damages or injuries to the person or property of any third parties or to any natural resources, which obligation shall survive the termination of this Lease. A "Hazardous Substance" is defined to mean any substance, material or waste, including asbestos and petroleum (including crude oil or any fraction thereof), which is or becomes designated as a hazardous substance, hazardous waste, hazardous material, toxic substance or material under any federal, state of local law, regulation or ordinance. C.5. OPERATING EXPENSE REIMBURSEMENT: (a) COUNTY'S Obligation to Reimburse Common Operating Expenses; As Additional Rent, COUNTY shall pay COUNTY'S Share (which shall be defined as 1.36%, which percentage has been determined by dividing the approximate square footage of the Premises, ONE THOUSAND TWO CCC Health Services Lease—Suite 30140 Page 22 HUNDRED SEVENTY-SEVEN (1,277) by the total approximate square footage of the Project, NINETY THREE THOUSAND EIGHT HUNDRED SEVENTY-NINE (93,8 79) of the amount (if any) by which Common Operating Expenses paid or incurred by LESSOR in any calendar year during the Lease Term exceeds the Common Operating Expense Stop Amount as defined below (which excess is referred to herein as the "Excess Expense") for any annual period (prorated for any part of a calendar year) For purposes of this Lease, the Common Operating Expense Step Amount shall mean SIX HUNDRED SEVENTY-ONE THOUSAND FOUR HUNDRED EIGHTY-SIX DOLLARS AND EIGHTY-TWO CENTS ($671,486.82). 1. Payment shall be made by the following method designated by LESSOR., and LESSOR may select any of the following methods at any time. After each calendar year during the Lease Term, LESSOR. may invoice COUNTY f©r COUNTY'S Share of the Excess Expenses for such calendar year, and COUNTY shall pay such amounts so invoiced within thirty (30) days after receipt of such notice. Alternatively, (i) LESSOR. shall deliver to COUNTY LESSOR'S reasonable estimate of the Excess Expenses it anticipates will be paid or incurred for the calendar year in question; (ii) during such calendar year, COUNTY shall pay such COUNTY'S Share of the estimated Excess Expenses in advance in equal monthly installments due with each installment of Base Monthly Rent; and (iii) within ninety (90) days after the end of such calendar year, LESSOR. shall furnish to COUNTY a statement in reasonable detail of the actual Excess Expenses paid or incurred by LESSOR in accordance with this paragraph during the just ending calendar year, and thereupon there shall be an adjustment between LESSOR and COUNTY, with payment to or CCC Health Services Lease—Suite 30140 Page 23 repayment or credit by LESSOR, as the case may require, within thirty (30) days after delivery by LESSOR to COUNTY of such statement, to the end that LESSOR shall receive the entire amount of COUNTY'S share of all the Excess Expenses for such calendar year and no more. 2. If the Commencement Date is on a date other than the first day of a calendar year, the amount of increases in Excess Expenses payable by COUNTY in such calendar year shall be prorated on the basis which the number of days from the Commencement Date falls bears to 365. If the termination of the Lease shall be on a day other than the last day of a calendar year, the amount of any adjustment pursuant to subparagraph (a) above for the calendar year in which the Lease terminates shall be prorated on the basis which the number of days from the commencement of such calendar year to and including such termination date bears to 365. The termination of the Lease shall not affect the obligations of LESSOR and COUNTY pursuant to clause (iii) of subparagraph (a) above of the immediately preceding sentence. 3. Notwithstanding any statement of Common Operating Expenses furnished by LESSOR, if after any taxing authority or other governmental agency notifies LESSOR of the levy, assessment or imposition of any Real Property Taxes which constitute a Common Operating Expense applicable to the Lease Term (whether such notice is received during the Lease Term or after termination of the Lease) for which COUNTY has not yet been charged, COUNTY shall pay within fourteen (14) business days its percentage share of such Real Property Taxes which would have exceeded the Real Property Tax component of the Common Operating Expense Stop Amount in the applicable Lease year. CCC Health Services Lease--Suite 30140 Page 24 4. If the Project contains more than one building, then LESSOR will provide notice to COUNTY explaining the basis for reformulation, and at LESSOR's sole discretion, reformulate COUNTY's Share, as to any or all of the items which comprise Excess Expenses, to reflect the percentage that the rentable square footage of the Premises bears to the rentable square footage of the Project. 5. COUNTY shall have the right, exercisable upon not less than two (2) weeps prior written notice to LESSOR., to review LESSOR'S books and records relating to Common Operating Expenses within ninety (90) days of receipt of any annual statement for the same, for the purpose of verifying the charges contained in such statement. Such review shall take place at LESSOR'S office during regular business hours and COUNTY shall be responsible for all casts and related expenses of the review. In no event shall COUNTY have the right to conduct such review if COUNTY is then in default of this Lease with respect to any monetary obligations, including, without limitation, the payment by COUNTY of all Additional Rent amounts that are the subject of COUNTY'S review. COUN'T'Y may not withhold payment pending completion of such inspection of LESSOR'S books and records. If COUNTY fails to timely exercise its inspection rights in accordance with the terms above, the failure shall be conclusively deemed to constitute COUNTY'S approval of LESSOR'S reconciliation statement for the calendar year in question. COUNTY shall keep any information gained from the inspection of LESSOR'S books and records confidential and shall not disclose it to any other party, except as required by law. If requested by LESSOR, COUNTY shall require its employees CCC Health Services Lease--Suite 30140 Page 25 or agents inspecting LESSOR'S books and records to sign a confidentiality agreement as a condition of LESSOR making LESSOR'S books and records available to them. COUNTY covenants and agrees that any accounting or auditing firm or company retained by COUNTY to review or inspect LESSOR'S books and records relating to Common Operating Expenses shall not be compensated on a contingency fee basis. (b) Common Operating Expenses Defined: The term "Common Operating Expenses" shall mean the following: 1. All costs and expenses paid or incurred by LESSOR in connection with the operation, ownership, management, repair, maintenance, replacement and security of the property upon which the Premises are located, the improvements thereon and the Common Areas, including without limitation, all costs and expenses paid or incurred by LESSOR. in doing the fallowing (including payments to independent contractors providing services related to the performance of the following): (i) maintaining, cleaning, repairing and resurfacing the roof (including repair of leaks) and the exterior surfaces (including painting) of all buildings located on the Project; (ii) maintenance of the liability, fire and property damage insurance (including, without limitation, rental loss and/or earthquake insurance, if applicable), covering the Project carried by LESSON, (including the prepayment of premiums for coverage of up to one year); (iii) maintaining, repairing, operating and replacing when necessary HVAC equipment, utility facilities and ether building service equipment; (iv) providing utilities to the Common Area (including lighting, trash removal and water CCC Health Services Lease—Suite 30140 Page 26 for landscaping irrigation); (v) complying with all applicable Laws and Private Restrictions; (vi) operating, maintaining, repairing, cleaning, painting, restriping and resurfacing the Common Area; (vii) replacement or installation of lighting fixtures, directional or other signs and signals, irrigation systems, trees, shrubs, ground cover and other plant materials, and all landscaping in the Common Area; and (viii) providing security; and (ix) staffing and administering (including supplies, telephones, equipment rental, payroll burden, professional fees, taxes and licenses and tenant and broker relations) an onsite project office. 2. The following costs. (i) Real Property Taxes as defined in C. 5.( c); (ii) the amount of any "deductible" paid by LESSOR with respect to damage caused by any Insured Peril; (iii) the cost to repair damage caused by an Uninsured Peril up to a maximum amount in any 12 month period equal to 2%of the replacement cost of the buildings or other improvements damaged; and (iv)that portion of all compensation (including benefits and premiums for workers' compensation and other insurance) paid to or on behalf of employees of LESSOR but only to the extent they are involved in the performance of the work described by C. 5. (b) (1) that is fairly allocable to the Project; 3. Fees for management services rendered, for the Project, by either LESSOR or a third party manager engaged by LESSOR (which may be a party affiliated with LESSOR). 4. All additional costs and expenses incurred by LESSOR with respect to the operation, protection, maintenance, repair and replacement of the Project, which would be considered a CCC Health Services Lease—Suite 30140 Page 27 current expense (and not a capital expenditure) pursuant to generally accepted accounting principles. (c) Real Property Takes Defined: The term "Real Property Taxes" shall mean all taxes, assessments, levies, and other charges of any kind or nature whatsoever, general and special, foreseen and unforeseen (including all installments of principal and interest required to pay any existing or future general or special assessments for public improvements, services or benefits, and any increases resulting from reassessments resulting from a change in ownership, new construction, or any other cause), now or hereafter imposed by any governmental or quasi- governmental authority or special district having the direct or indirect power to tax or levy assessments, which are levied or assessed against, or with respect to the value, occupancy or use of all or any portion of the Project (as now constructed or as may at any time hereafter be constructed, altered, or otherwise changed) or LESSOR'S interest therein, the fixtures, equipment and other property of LESSOR., real or personal, that are an integral part of and located on the Project, the gross receipts, income, or rentals from the Project, or the use of parking areas, public utilities, or energy within the Project, or LESSOR'S business of leasing the Project. If at any time during the Lease Term the method of taxation or assessment of the Project prevailing as of the Effective Date shall be altered so that in lieu of or in addition to any Real Property Tax described above there shall be levied, assessed or imposed (whether by reason of a change in the method of taxation or assessment, creation of a new tax or charge, or any other cause) an alternate or additional tax or charge (i) on the value, use or occupancy of the Project or LESSOR'S interest therein, or (ii) on or measured by the gross receipts, income or rentals from the Project, on LESSOR'S business of leasing the Project, or computed in any manner with respect to the operation of the Project, then any such tax or charge, CCC Health Services Lease—Suite 30140 Page 28 however designated, shall be included within the meaning of the term "Real Property Taxes" for purposes of this Lease. if any Real Property Tax is based upon property or rents unrelated to the Project, then only that part of such Real Property Tax that is fairly allocable to the Project shall be included within the meaning of the term "Real Property Taxes". Notwithstanding the foregoing, the term "Real Property Taxes" shall not include estate, inheritance, transfer, gift or franchise taxes of LESSOR or the federal or state net income tax imposed on LESSOR'S income from all sources. COUNTY acknowledges that the "assessments" referred to in this section C. 5. (c) may include assessment districts or other funding mechanisms, including but not limited to, improvement districts, maintenance districts, special services zones or districts, or any combination thereof (collectively hereafter called "Assessment Districts") for the construction, alteration, expansion, improvement, completion, repair, operation, or maintenance, as the case may be, of on-site or off-site improvements, or services, or any combination thereof as required by the City of Martinez (the "City"), as a condition of approving or modifying the development of which the Premises are a part. These Assessment Districts may provide, among other things, the following improvements or services: streets, curbs, interchanges, highways, traffic noise studies and mitigation measures, traffic control systems and expansion of city facilities to operate same, landscaping and lighting maintenance services, maintenance of flood control facilities, water storage and distribution facilities, fire apparatus, manpower, and other fire safety facilities, and sports facilities. COUNTY hereby consents to the formation of any and all existing and future Assessment Districts and waives any and all rights of notice and any and all rights of protest in connection with formation of any Assessment Districts and agrees to execute all documents, including, but not limited to, formal CCC Health Services Lease--Suite 30140 Page 29 waivers of notice and protest, evidencing such consent and waiver upon request of LESSOR or the City. (d) Items Excluded from Common Area Expenses: 1. Charges for depreciation, interest, amortization or penalties with respect to the Premises, the Common Area or any improvements located thereon; 2. Expenses resulting from negligent acts or omissions of LESSOR.; 3. Legal and accounting fees involving relations or disputes with employees, tenants or others, leasing commissions, bad debt and other business losses; 4. Reserves for future expenses; 5. Amounts for which recovery is obtained under warrantees, insurance coverage, wholly from another tenant or otherwise; and 6. The cost of providing improvements wholly within the'office space of any other tenants in the Building at anytime; 7. Payments on any loans or ground leases affecting the Project; 8. Depreciation of any buildings or any major systems of building service equipment within the Project; 9. The cost of tenant improvements installed for exclusive use of other tenants of the Project; 10. Any costs incurred in complying with Hazardous Materials Laws. (e) Amortization of Certain Capital Improvements: COUNTY shall pay Additional Rent in the event LESSOR reasonably elects or is required to make any of the following kinds of capital improvements to the Project and the cost thereof is not reimbursable as a Common Operating Expense: (i) capital improvements required to be CCC Health Services Lease—Suite 30140 Page 30 constructed in order to comply with any Law (excluding any hazardous Materials Law) not in effect or applicable to the Project as of the Effective Date, and specifically including the Americans with Disabilities Act (as it applies to Common Areas); (ii)modification of existing or construction of additional capital improvements or building service equipment for the purpose of reducing the consumption of utility services or Common Operating Expenses of the Project; (iii) replacement of capital improvements or building service equipment existing as of the Effective Date when required because of normal wear and tear; and (iv) restoration of any part of the Project that has been damaged by any peril to the extent the cost thereof is not covered by insurance proceeds actually recovered by LESSOR up to a maximum amount per occurrence of 10% of the then replacement cost of the Project. The amount of Additional Rent COUNTY is to pay with respect to each such capital improvement shall be determined as follows: 1. All costs paid by LESSOR to construct such improvements (including financing costs) shall be amortized over the useful life of such improvement (as reasonably determined by LESSOR in accordance with generally accepted accounting principles) with interest on the unamortized balance at the then prevailing market rate LESSOR would pay if it borrowed funds to construct such improvements from an institutional lender (but in no event to exceed the maximum legal rate), and LESSOR shall inform COUNTY of the monthly amortization payment required to so amortize such costs, and shall also provide COUNTY with the information upon which such determination is made. 2. As Additional Rent COUNTY shall pay at the same time the base monthly rent is due an amount equal to COUNTY'S share of that portion of such monthly amortization payment fairly allocable to the CCC Health Services Lease—SuIle 30140 Page 31 Building (as reasonably determined by LESSOR. and agreed to by COUNTY) for each month after such improvements are completed until the first to occur of(i) the expiration of the Lease Term (as it may be extended), or (ii) the end of the team over which such costs were amortized. C.6. INSURANCE: a. Throughout the term of this Lease, COUNTY, at its sole cost and expense shall maintain in full force and effect a general self-insurance program covering bodily injury (including death), personal injury and property damage including loss of use. The right to self-insure as described herein shall apply only to the County and shall not apply to any assignee, sublessee or other transferee of the County's interest herein. b. COUNTY shall provide fire insurance on its own contents, improvements and betterments and personal property contained within or on the Premises under a standard all-risk policy C. LESSON shall have no interest in the insurance upon COUNTY'S improvements, equipment and fixtures and will sign all documents necessary or proper in connection with the settlement of any claim or loss by COUNTY. C.7. RELEASE .ANIS WAIVER OF SUBROGATION: The parties hereto release each either, and their respective agents and employees, from any liability for injury to any person or damage to property that is caused by or results from any risk insured against under any valid and collectible insurance policy (to the extent of such insurance proceeds paid under such applicable insurance policy) carried by either of the parties which contains a waiver of subrogation by the insurer and is in force at the time of such injury or damage; subject to the following limitations. (i) such release shall apply to liability resulting from any risk insured against or covered by self-insurance maintained or provided by COUNTY to satisfy the requirements of Paragraph C. 6. of this Lease to the extent permitted by this Lease; and (ii) COUNTY shall not be released from any such CCC Health Services Lease—Suite 30140 Page 32 liability to the extent any damages resulting from such injury or damage are not covered by the 'recovery obtained by LESSOR. from such insurance, but only if the insurance in question permits such partial release in connection with obtaining a waiver of subrogation from the insurer. This release shall be in effect only so long as the applicable insurance policy contains a clause to the effect that this release shall not affect the right of the insured to recover under such policy. Each party shall use reasonable efforts to cause each insurance policy obtained by it to provide that the insurer waives all right of recovery by way of subrogation against the other party and its agents and employees in connection with any injury or damage covered by such policy. However, if any insurance policy cannot be obtained with such a waiver of subrogation, or if such waiver of subrogation is only available at additional cost and the party for whose benefit the waiver is to be obtained does not pay such additional cost, then the party obtaining such insurance shall notify the other party of that fact and thereupon shall be relieved of the obligation to obtain such waiver of subrogation rights from the insurer with respect to the particular insurance involved. C.8. TENANT IMPROVEMENTS: LESSOR. shall provide COUNTY with a 'tenant improvement allowance of $4.00 per 1,277 rentable square foot or FIVE THOUSAND ONE HUNDRED EIGHT AND N01100 DOLLARS ($5,108.00). All tenant improvements, permitting, or architectural costs over this allowance shall be borne by COUNTY. A. Tenant Improvements: LESSOR. and COUNTY agree that LESSOR shall remove two demising walls eliminating the first private office, remove all existing wall covering and resurface these walls for painting, remove existing chair rails, patch all walls and repaint the entire Premises, including trim warp LESSOR shall remove existing carpeting and install new building- standard carpet of COUNTY's color selection. LESSOR shall also install new interior blinds of a neutral color of COUNTY's choice with LESSOR's approval at private office sidelights and at the corridor entrance. LESSOR shall apply COUNTY's tenant improvement allowance towards the cost of CCC Health Services Lease—,suite 30140 Page 33 completing this work and any costs over this allowance to complete this work shall be borne .by COUNTY, Construction may begin upon notification to LESSOR. that COUNTY has executed this lease. LESSOR shall not make or cause any changes in said plans or specifications without prior written consent of COUNTY. LESSOR. shall make changes, additions or deletions upon written Change Order from.. COUNTY and: such items shall be charged at a rate not to exceed direct cost. In the event of my ehange order that would result in will be based on the reviged budget after taking ime eensider-afien the nev.g . COUNTY reserves the right to inspect daring construction of improvements as specified herein, but will not interfere with L SSOWS work and will notify LESSOR. of any requests, recommendations or discrepancies. 1. LESSOR.'s General Contractor shall comply with the California Labor Code Sections 1720--1861 as they apply to the accomplishment of the Tenant Improvements. B. I , by February 1, 2002, LESSOR has completed all COUNTY tenant improvements and they are accepted in writing by COUNTY Lease Manager, or designee, or if Such. tenant improvements would have been completed on or before February 1, 2002 but for any County Delays (defined below) rent Shall commence effective February 1, 2002. In the event LESSOR. cannot deliver the Premises by February 1, 2002, for any reason other than County delays, rent shall not commence until the first workday after the COUNTY improvements are accepted in writing by the COUNTY Lease Manager or designee or the day that the improvements would have been completed but for County delays, whichever is earlier. If the improvements are not completed by May 10 2002, for any reason other than County delays, COUNTY may, at its sole discretion, terminate this Lease by giving LESSOR written notice, with no further cost or obligation on part of the COUNTY. If the tenant improvements referred to in Paragraph C.8 above are not completed by LESSOR by t'tlay 1, 2002, for any reason other than COUNTY delays or CCC health Services Lease—Suite 30140 Page 34 events outside of the reasonable control of LESSOR, and COUNTY does not elect to terminate this Lease as provided in the immediately preceding sentence, then, upon not less than ten (10) days prior written notice to LESSOR, COUNTY may proceed to diligently complete the tenant improvements referred to above using a general contractor and subcontractors approved by LESSOR (which approval shall not be unreasonably withheld). The preceding to the contrary notwithstanding, COUNTY and its general contractor (and subcontractors) shall take not undertake completion of any part of the tenantimprovements to the extent the same pertains to or affects the structural integrity of the Building or any portion of the Building systems that will adversely affect the enjoyment, possession or other rights of any other tenant in the Building. In connection with the completion of such tenant improvements, COUNTY and its contractors shalt not be permitted to perform any work outside of the Premises or to any Building systems serving other tenant's premises. Promptly following completion of any tenant improvement work undertaken by COUNTY pursuant to the terms of this paragraph above, COUNTY shall deliver a detailed invoice of the work completed, the materials used and the costs relating thereto. LESSOR shall reimburse COUNTY for all reasonable costs incurred by COUNTY in completing the tenant improvement work (not to exceed the balance of the undisbursed portion of the tenant improvement allowance referred to in this Paragraph C.8 above) within thirty (30) days after the date of receipt of COUNTY'S detailed invoice. C. Upon LESSOR`S written request, the dates in this paragraph shall be extended by the time lost as a result of work stoppages, strikes, shortage of material or Act of God, or any other event provided such time is entirely beyond LESSOR'S control. As used in this Lease the term "COUNTY delay" shall mean, with respect to the completion of the tenant improvements to be constructed by LESSOR., delay which is attributable to any. (1) delay in the giving of authorizations or approvals by COUNTY, (2) delay attributable to the negligent or willfully wrongful acts or failures to act, of COUNTY, its agents, employees, representatives, consultants or contractors, where such acts or failures to act delay CCC Health Services Lease—Suite 30140 Page 35 the completion of the Tenant Improvements; (3) delay attributable to the interference of COUNTY, its agents, employees, representatives, consultants or contractors with the completion of LESSOR'S work, including delays resulting from any interference into the Premises by such persons; (4) any extension of time required to complete the Tenant Improvements because of changes to the plans and specifications or the Tenant Improvements requested by COUNTY, including any delays caused by requests for changes, additions or deletions pursuant to this paragraph above; or (5) any delay in obtaining a certificate of occupancy for the Premises as a result of the failure of any contractor hired by COUNTY to complete any work necessary for COUNTY to occupy the Premises (other than the work required to be done by LESSOR) prior to completion of LESSOR'S work. In the event of any COUNTY delay, the date of delivery of the Premises to COUNTY by LESSOR., and the date of completion of such improvements and acceptance of COUNTY shall be deemed to be one (1) day earlier than the actual date of such delivery for each day in which COUNTY delay occurs. C.9. COMPLETION AND OCCUPANCY- The following procedure shall apply for completion, acceptance and payment of COUNTY tenant improvements: A. Upon LESSOR'S completion of COUNTY tenant improvements and written notice thereof to the COUNTY Lease Manager, COUNTY shall inspect within three (3) workdays, after receiving said notice and shall accept or reject said improvements within six (6) workdays of receipt of such written notice. Minor items that will not preclude COUNTY from accepting occupancy will go onto a "Punch List" to be completed within ten (10) working days of COUNTY acceptance. B. The sale basis for rejection of the improvements shall be nonconformity with plans and specifications with applicable laws or ordinances. In the event COUNTY rejects the improvements, punch list items excepted, COUNTY shall provide LESSOR with a reasonably detailed list of the deficient portions or details of the improvements. CCC Health SeMces Lease—Suite 30140 Page 36 (1)LESSOR shall immediately commence to complete or correct the rejected portion. COUNTY shall reimburse LESSOR One Hundred percent (104%) of the costs of COUNTY tenant improvements, in excess of LESSOR'S tenant improvement allowance of $5,108.00. Ten percent (10%) of the costs of COUNTY tenant improvements, not to exceed ZERO DOLLARS ($4.00) shall be paid to LESSOR upon Lease execution and COUNTY shall reimburse LESSOR one hundred percent (140%) of the Building Permit fee expenses upon submission of such expenses. ' all ees4s asseeiated with the afebiteetum! work shall be the sole respensibilify of Cern. After lease execution, LESSOR may submit to COUNTY a properly documented monthly Progress Payment (based on a percent (%) complete basis) request for the amount owed to contractor on a form approved by COUNTY, and authorized (by COUNTY). Payment shall be due to LESSOR.within ten (10) days of receipt of request by COUNTY. C Acceptance of said tenant improvements shall not constitute a waiver of any warranty of any defect regarding workmanship or material of the improvements on the Premises. D. COUNTY has approved and accepted as a proper form the LESSOR'S General Contractor's Conditional Waiver and Release form for Progress Payments. C.10. SUBORDINATION: The fallowing provisions shall govern the relationship of this Lease to any Security .Instrument (which shall be as any ground lease, mortgage, deed of trust, or any other hypothecation or security now or hereinafter placed upon the Project): (a) The Lease is subject and subordinate to all Security Instruments existing as of the Effective Date. However, if any Lender so requires, by written notice to COUNTY, this Lease shall become prior and superior to any such Security Instrument. CCC Health Services Lease—Suite 30140 Paige 37 C.11 MORTGAGEE PROTECTION AND ATTORNMENT: In the event of any default can the part of the LESSOR., COUNTY will use reasonable efforts to give notice by registered mail to any Lender whose name has been provided to COUNTY and shall offer such Lender a reasonable opportunity to cure the default, including time to obtain possession of the Premises by power of sale or judicial foreclosure or other appropriate legal proceedings, if such should prove necessary to effect a cure. COUNTY shall attorn to any purchaser of the Premises at any foreclosure sale or private sale conducted pursuant to any Security Instrument encumbering the Premises, or to any grantee or transferee designated in any deed given in lieu of foreclosure provided recognition and non-disturbance of COUNTY'S lease. C.12. ESTOPPEL CERTIFICATES ANIS FINANCIAL STATEMENTS: At all times during the Lease Term, each party agrees, following any request by the other party, promptly to execute and deliver to the requesting party within 1.5 days following delivery of such request an estoppel certificate: (i) certifying that this Lease is unmodified and i full force and effect or, if modified, stating the nature of such modification and certifying that this Lease, as so modified, is in full farce and effect, (ii) stating the date to which the rent and other charges are paid in advance, if any, (iii) acknowledging that there are not, to the certifying party's knowledge, any uncured defaults on the part of any party hereunder or, if there are uncured defaults, specifying the nature of such defaults, and(iv) certifying such other information about the Lease as may be reasonably required by the requesting party. A failure to deliver an estoppel certificate within 15 days after delivery of a request therefor shall be a conclusive admission that, as of the date of the request for such statement: (i) this Lease is unmodified except as may be represented by the requesting party in said request and is in full force and effect, (ii) there are no uncured defaults in the requesting party's performance, and (iii) no rent has been paid more than 30 days in advance. At any time during the Lease Term COUNTY shall, upon 15 days' prior written notice from LESSOR., provide COUNTY'S most recent financial statement and -financial statements covering the 24 month period prior to the date of such most recent financial statement to any existing Lender or to any potential Lender or buyer of CCC Health Services Lease—Suite 30140 Page 38 the Premises. Such statements shall be prepared in accordance with generally accepted accounting principles and, if such is the normal practice of COUNTY, shall be audited by an independent certified public accountant. C.13. WAIVER: (a) One party's consent to or approval of any act by the other party requiring the first party's consent or approval shall not be deemed to waive or render unnecessary the first party's consent to or approval of any subsequent similar act by the other party. The receipt by LESSOR. of any rent or payment with or without knowledge of the breach of any other provision hereof shall not be deemed a waiver of any such breach unless such waiver is in writing and signed by LESSOR. No delay or omission in the exercise of any right or remedy accruing to either party upon any breach by the other party under this Lease shall impair such right or remedy or be construed as a waiver of any such breach theretofore or thereafter occurring. The waiver by either party or any breach of any provision of this Lease shall not be deemed to be a waiver of any subsequent breach of the same or of any other provisions herein contained (b) Limitation On Exercise of Rights: At any time that an Event of COUNTY'S Default has occurred and remains uncured, (i) it shall not be unreasonable for LESSOR to deny or withhold any consent or approval requested of it by COUNTY which LESSOR would otherwise be obligated to give, and (ii) COUNTY may not exercise any option to extend, right to terminate this Lease, or other right granted to it by this Lease which would otherwise be available to it. (c) Waiver by COUNTY of Certain Remedies: COUNTY waives the provisions of Sections 1932(l), 1941 and 1942 of the California Civil Code and any similar or successor law regarding COUNTY'S right to terminate this Lease or to make repairs and deduct the expenses of such repairs from the rent due under this Lease. COUNTY hereby waives any right of CCC Health Services.Cease—Suite 30140 Page 39 redemption or relief from forfeiture under the laws of the State of California, or under any other present or future law, including the provisions of Sections 1174 and 1179 of the California Code of Civil Procedure. CCC Health Services Lease—Suite 30140 Page 40 EXHIBIT A PREMISES & CONSTRUCTION DRAWINGS LEASE FOR CONTRA COSTA COUNTY HEALTH SERVICES DEPARTMENT 1330 ARNOLD DRIVE, SUITE 140, MARTINEZ, CALIFORNIA CCC Health.Services Lease—Suite 30140 Page 41 EXHIBIT B PREMISES AND PARKING LOT LEASE FOR CONTRA COSTA COUNTY HEALTH SERVICES DEPARTMENT 1330 ARNOLD DRIVE, SUITE 140, MARTINEZ, CALIFORNIA MUIR PARKWAY OFFICE CENTER 1320-1350 ARNOI D tRtVF, t1MAMMEZ„CA. TO"o MORELM AVENLE CL 1330 1330 rr• r 1340 t BLDG A To " 1350 TOTAL..PROJECT SIZE-93,89 RSF CCC Health Services Lease—Suite 30140 Page 42 EXHIBIT C BUILDING RULES AND REGULATIONS LEASE FOR CONTRA COSTA COUNTY HEALTH SERVICES DEPARTMENT 1330 ARNOLD DRIVE, SUITE 140,MARTINEZ, CALIFORNIA I No sign, placard, picture, advertisement, name or notice shall be installed or displayed on any part of the outside or inside of the Building without the prior written consent of Landlord. Landlord shall have the right to remove, at Tenant's expense and without notice, any sign installed or displayed in violation of this rule. All approved signs or lettering on doors and walls shall be printed, painted, affixed or inscribed at the expense of Tenant by a person chosen by Landlord. 2. If Landlord objects in writing to any curtains, blinds, shades, screens or hanging plants or other similar objects attached to or used in connection with any window or door of the Premises, Tenant shall immediately discontinue such use. No awning shall be permitted on any part of the Premises. Tenant shall not place anything against or near glass partitions or doors or windows which may appear unsightly from outside the Premises. 3. Tenant shall not obstruct any sidewalks, halls, passages, exits, entrances, elevators, escalators, or stairways of the Building. The halls, passages, exits, entrances, shopping malls, elevators, escalators and stairways are not open to the general public. Landlord shall in all cases retain the right to control and prevent access thereto of all persons whose presence in the judgment of Landlord would be prejudicial to the safety, character, reputation and interest of the Building and its tenants; provided that nothing herein contained shall be construed to prevent such access to persons with whom any tenant normally deals in the ordinary course of its business, unless such persons are engaged in illegal activities. No tenant and no employee or invitee of any tenant shall go upon the roof of the Building. 4. The directory of the Building will be provided exclusively for the display of the name and location of tenants only, and Landlord reserves the right to exclude any other names therefrom. 5. All cleaning and janitorial services for the Building and the Premises shall be provided exclusively through Landlord, and except with the written consent of Landlord, no person or persons other than those approved by Landlord shall be permitted to enter the Building for the purpose of cleaning the same. Tenant shall not cause any unnecessary labor by carelessness or indifference to the good order and cleanliness of the Premises. Landlord shall not in any way be responsible to any Tenant for any loss of property on the Premises, however occurring, or for any damage to any Tenant's property by the janitor or any other employee or any other person. 6. Landlord will famish Tenant, at Tenant's cost (unless such cost is paid from any tenant improvement allowance, if applicable, available to Tenant by Landlord), with two keys to each door lock in the Premises. Landlord may make a reasonable charge for any additional keys. Tenant shall not make or have made additional keys, and Tenant shall not alter any lock or install a new additional lock or bolt on any door of its Premises. Tenant, upon the termination of its tenancy, shall deliver to Landlord the keys of all doors which have been furnished to Tenant, and in the event of loss of any keys so famished, shall pay Landlord therefor. 7. If Tenant requires telegraphic, telephonic, burglar alarm or similar services, it shall first obtain,and comply with, Landlord's instructions in their installation. 8. Any freight elevator shall be available for use by all tenants in the Building, subject to such reasonable scheduling as Landlord in its discretion shall deem appropriate. No equipment, materials, furniture, packages, supplies, merchandise or other property will be received in the Building or carried in the elevators except between such hours and in such elevators as may be designated by Landlord. CCC Health services Lease—Suite 30140 Page 33 9. Tenant shall not place a load upon any floor of the Premises that exceeds the load per square foot that such floor was designed to carry and which is allowed by law. Landlord shall have the right to prescribe the weight, size and position of all equipment, materials, furniture or other property brought into the Building. Heavy objects shall, if considered necessary by landlord, stand on such platforms as determined by Landlord to be necessary to properly distribute the weight. Business machines and mechanical equipment belonging to Tenant, which cause noise or vibration that may be transmitted to the structure of the Building or to any space therein to such a degree as to be objectionable to Landlord or to any tenants in the Building, shall be placed and maintained by Tenant, at Tenant's expense, on vibration eliminators or other devices sufficient to eliminate noise or vibration. The persons employed to move such equipment in or out of the Building must be acceptable to Landlord. Landlord will not be responsible for loss of, or damage to, any such equipment or other property from any cause, and all damage done to the Building by maintaining or moving such equipment or other property shall be repaired at the expense of Tenant. Tenant shall require all persons employed by Tenant to move equipment or other articles in or out of the Building or Premises (collectively, "movers") to, prior to commencing any moving, furnish Landlord with original certificates of insurance evidencing that such movers carry (i) workers compensation insurance in such amounts as may be required by law; (ii) commercial general liability insurance (including owned and non-owned automobile liability), on an occurrence basis, with limits of no less than $2,000,000 per occurrence and no less than $3,000,000 in the annual aggregate; and (iii) employers liability insurance with limits of at lease $1,000,000. All such liability policies shall (i) name Landlord and its managing agent as additional insureds; (ii) be primary to and non- contributory with any insurance policies carried by Landlord or such managing agent; and (iii) contain contractual liability and cross-liability endorsements in favor of Landlord and such managing agent. 10. Tenant shall not use or keep in the Premises any kerosene, gasoline or other inflammable or combustible fluid or material other than those limited quantities necessary for the operation or maintenance of office equipment. Tenant shall riot use or permit to be used in the Premises any foul or noxious gas or substance, or permit or allow the Premises to be occupied or used in a manner offensive or objectionable to Landlord or other occupants of the Building by reason of noise, odors or vibrations, nor shall Tenant bring into or keep in or about the Premises any birds or animals. 11. Tenant shall not use any method of heating or air-conditioning other than that supplied by Landlord. 12. Tenant shall not waste electricity, water or air-conditioning and agrees to cooperate fully with Landlord to assure the most effective operation of the Building's heating and air-conditioning and to comply with any governmental energy-saving rules, laws or regulations of which Tenant has actual notice, and shall refrain from adjusting controls. Tenant shall keep corridor doors closed, and shall close window coverings at the end of each business day. 13. Landlord reserves the right, exercisable without notice and without liability to Tenant, to change the name and street address of the Building. 14. Landlord reserves the right to exclude from the Building between the hours of h P.M. and 7 A.M. the following day, or such other hours as may be established from time to time by Landlord, and on Sundays and legal holidays, any person unless that person is known to the person or employee in charge of the Building and has a pass or is properly identified. Tenant shall be responsible for all persons for whom it requests passes and shall be liable to Landlord for all acts of such persons. Landlord shall not be liable for damages for any error with regard to the admission to or exclusion from the Building of any person. Landlord reserves the right to prevent access to the Building in case of invasion, mob, riot, public excitement or other commotion by closing the doors or by other appropriate action. CCC Health Services Lease—.Suite 30140 Page 44 15. Tenant shall close and lack the doers of its Premises and entirely shut off all water faucets or other water apparatus, and electricity, gas or air outlets before tenant and its employees leave the Premises. Tenant shall be responsible for any damage or injuries sustained by other tenants or occupants of the Building or by Landlord for noncompliance with this rule. 16. Tenant shall not obtain for use on the Premises food, beverage, towel, car washing or detailing or other similar services or accept barbering, bootblacking or car washing or detailing service upon the Premises, except at such hours and under such regulations as may be fixed by Landlord. 17. The toilet rooms, toilets, urinals, wash bowls and other apparatus shall not be used for any purpose other than that for which they were constructed and no foreign substance of any kind whatsoever shall be thrown therein. The expense of any breakage, steppage or damage resulting from the violation of this rule shalt be borne by the tenant who, or whose employees or invitees, shall have caused it. 18, Tenant shall not sell, or permit the sale at retail, of newspapers, magazines, periodicals, theater tickets or any other goods or merchandise to the general public in or on the Premises. Tenant shall not make any room-to-room solicitation of business or activity other than that specifically provided for in the Tenants Lease. 19. Tenant shall not install any radio or television antenna, loudspeaker or other device on the roof or exterior walls of the wilding. Tenant shall not interfere with radio or television broadcasting or reception from or in the Building or elsewhere. 20. Tenant shall not mark, drive nails, screw or drill into the partitions, woodwork or plaster or in any way deface the Premises or any part thereof. Landlord reserves the right to direct electricians as to where and how telephone and telegraph wires are to be introduced to the Premises. Tenant shall not cut or bore holes for wires. Tenant shall not affix any floor covering to the floor of the Premises in any manner except as approved by Landlord. Tenant shall repair any damage resulting from noncompliance with this rule. 21. Tenant shall not install, maintain or operate upon the Premises any vending machine without the written consent of Landlord. 22. Canvassing, soliciting and distribution of handbills or any other written material, and peddling in the Building are prohibited, and each tenant shall cooperate to prevent same. 23. Landlord reserves the right to exclude or expel from the Building any person who, in Landlord's judgment, is intoxicated or under the influence of liquor or drugs or who is in violation of any of the Rules and Regulations of the Building. 24. Tenant shall store all its trash and garbage within its Premises. Tenant shall not place in any trash box or receptacle any material that cannot be disposed of in the ordinary and customary manner of trash and garbage disposal. All garbage disposal shall be made in accordance with the directions issued from time to time by Landlord. 25. The Premises shall not be used for the storage of merchandise held for sale to the general public, or for lodging or for manufacturing of any kind, nor shall the Premises be used for any improper, immoral or objectionable purpose. No cooping shall be done or permitted by any tenant on the premises except that use by Tenant of 'Underwriters" Laboratory-approved equipment for brewing coffee, tea, hot chocolate, and similar beverages shall be permitted, provided that such equipment and use is in accordance with all applicable federal, state, county and city laws, codes, ordinances, rules and regulations. 26. Tenant shall not use in any space or in the public halls of the Building any handtrucks except those equipped with rubber tires and side guards or such other material-handling equipment as Landlord may approve. Tenant shall not bring vehicles or bicycles of any kind into the Building. 27. Without the written consent of Landlord, Tenant shall not use the name of the Building in connection with or in promoting or advertising the business of Tenant except as Tenant's address. CCC Health Serwees Lease—Suite 30140 Page 45 ................... .. . .................... 28. Tenant shall comply with all safety, fire protection and evacuation procedures and regulations established by Landlord or any other governmental agency. 23. Tenant assumes any and all responsibility for protecting its premises from theft, robbery and pilferage, which includes beeping doors locked and other means of entry to the premise closed. 30. The requirements of Tenant will be attended to only upon appropriate application to the office of the Building by an authorized individual. Employees of Landlord shall not perform any work or do anything outside of their regular duties unless under specific instruction by Landlord. 31. Tenant shall not park its vehicles in any parking areas designated by the .Landlord as areas for parking by visitors to the Building. Tenant shall not leave vehicles in the Building parking areas overnight nor park any vehicles in the Building parking areas other than automobiles, motorcycles, motor driven or non-motor driven bicycles or four wheeled trucks. 32. Landlord may waive any one or more of these Rules and Regulations for the benefit of Tenant or any other tenant, but no such waiver by Landlord shall be construed as a continuous waiver of such Rules and Regulations in favor of Tenant or any other tenant, near prevent Landlord from thereafter enforcing any such Rules and Regulations against any or all of the tenants of the Building. 33. These Rules and Regulations are in addition to, and shall not be construed to in any way modify or amend, in whole or in part, the terms, covenants, agreements and conditions of any lease of premises in the Building. 34. Landlord reserves the right to snake such ether reasonable pules and Regulations as, in its judgment, may from time to time be needed for safety and security, for care and cleanliness of the Building and for the preservation of goad order therein. Tenant agrees to abide by all such Rules and Regulations hereinabove stated and for any additional rules and regulations that are adopted. 35. Tenant shall be responsible for the observance of all foregoing rules by Tenant's employees, agents, clients, customers, invitees and guests. GCC wealth serviees Lease-Suite 30140 Page 46 EXHIBIT D JANITORIAL SERVICE SPECIFICATIONS LEASE FOR CONTRA COSTA COUNTY HEALTH SERVICES DEPARTMENT 1330 ARNOLD DRIVE,SUITE 140, MARTINEZ, CALIFORNIA DAILY SERVICES 1. Clean all restrooms thoroughly each day, including, but not limited to, fixtures, mirrors, hardware, wash basins, partitions, doers, and the surfaces. 2. Disinfect all toilets, urinals, and wash basins and mop floors nightly. 3. Inspect supplies in restroom dispensers daily and replace as necessary. 4. Empty and wipe out ash trays with a damp cloth. 5. Empty all trash containers throughout the premises. 6. Clean and disinfect drinking fountains. 7. Vacuum or spot-vacuum carpets as necessary around entry and heavy traffic areas. Spot-clean carpets periodically as needed. 8. Remove spots and finger marks from glass on entry doors and all interior partitions. 9. Dust counter tops, desk tops, cabinets, tables, low wall partitions, window sills, and telephones. 14. Sweep uncarpeted floors nightly and spot-mop as needed. WEEKLY SERVICES I. Vacuum all carpets thoroughly throughout the premises. 2. Dust building completely. 3. Map all vinyl floor areas weekly and strip, wax, and buff when necessary. 4. Replace trash container liners as necessary. TWICE YEARLY 1. Wash windows, window screens, and glass on both sides two times per year in May and November. 2. Clean all ventilation grills. CCC Health Services Lease—Suite 30140 Page 47 ONCE YEARLY I. Wash and clean all light fixtures inside and outside. SUPPLIES AND EQUIPMENT 1. Paper supplies such as seat covers, towels, toilet tissue, sanitary napkins, soap for sink dispensers, and trash container liners shall be furnished by LESSOR.. 2. LESSOR shall furnish all equipment, tools, and cleaning supplies such as carpet cleaner, disinfectant, wax, and other supplies or chemicals required. MISCELLANEOUS 1. Janitor room shall be kept neat, clean, and free of debris. 2. Security: Lock all doors and windows, set night lights and alarm system before leaving building. 3. Keep all sidewalks broom clean and landscaping free of debris within a 12-foot distance from the perimeter of the building. CCC Health Smices Lease--Suite 30140 Page 48 EXHIBIT E MEMORANDUM OF LEASE LEASE FOR CONTRA COSTA COUNTY HEALTH SERVICES DEPARTMENT 1330 ARNOLD DRIVE, SUITE 140, MARTINEZ,CALIFORNIA RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: County of Centra.Costa General Services Department Lease Management Division 1220 Morello Avenue, Suite 104 Martinez, CA 94553-4711 Attention: Memorandum Of Lease This Memorandum of Lease ("Memorandum") is dated as of , is entered into between CRANBROOK REALTY INVESTMENT FUND, L. P., dba Muir Parkway Office Center ("LESSOR"), and COUNTY OF CONTRA COSTA, a political subdivision of the State of California ("COUNTY"). Recitals A. On or about LESSOR and COUNTY entered into a Lease ("Lease"),pursuant to which LESSOR leased to COUNTY and COUNTY leased from LESSOR real property, more particularly described in Exhibit A attached hereto and incorporated herein by reference ("Premises"), consisting of 1,277 rentable square feet located within 1330 Arnold Drive, Martinez, California. B. LESSOR and COUNTY desire to execute this Memorandum to provide constructive notice of COUNTY`S rights under the Lease to all third parties. For good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows: 1. Term LESSOR leases the Premises to COUNTY for a term of - years months, commencing on , and ending on 2. Lease Terms This lease of the Premises to COUNTY is pursuant to the Lease, which is incorporated in this Memorandum by reference. 3. Successors and Assigns This Memorandum and the Lease shall bind and inure to the benefit of the parties and their respective heirs, successors, and assigns, subject, however, to the provisions of the Lease on assignment. CCC Health Services Lease—Suht 30140 Page 49 4. Governing Law This Memorandum and the Lease are governed by California law. Executed as of the date first above written. COUNTY: LESSOR: COUNTY OF CONTRA COSTA CRA.NBROOK REALTY INVESTMENT a political subdivision of the State of FUND, L. P., dba Muir Parkway Office California Center By: By: Cranbrook Group, Inc. a California Director of General Services corporation, its General Partner APPROVED AS TO FORM: VICTOR J. WESTMAN, County Counsel, By: By: Deputy Kevin M. FitzPatrick Vice President of Operations Date: Date: CCC Health Services Cease—Suite 30140 Page 50 GENERAL SERVICES DEPARTMENT � Lease Management Division 1220 Morello Avenue, Suite 100 Martinez, California Extension 3-7250 FAX 3-7299 DATE: December 18, 2001 TO: John Sweeten, County Administrator FROM: Barton J. Gilbert, Director of Generalervices kQL& SUBJECT: 1/15/02 Agenda: Lease Option— 118 Oak Street,Brentwood—Health Services Department(TOO 168) Request to Exercise a Third Option as fellows: OCCUPANT: Health Services Department—Brentwood Clinic TERM: One Year COMMENCING: January 1, 2002 OPTION: None CANCELLATION: 30 day notice by County RENTAL: $3,230 per month SQUARE FEET: 4,685 SPACE TYPE: Clinic COUNTY RESPONSIBILITY: Alarm, Electrical, HVAC, Janitorial, .Lighting, Lock& Key, Misc. Interior, Plumbing PREVIOUS RENT: $3,140 ADDRESS: 118 Oak Street, Brentwood BUILD/WORK AUTH.: T00168 cc: General Services Department 1ALeaseMgt\Gai1l1 18 Oak ST Brtwd Agenda.doc Tyr BOARD OF SUPERVISORS FROM: Barton J. Gilbert, Director of General Services Contra Cosila DATE: January 155, 2002 C, o r.�tl tv SUBJECT: THIRD LEASE EXTENSION OPTION FOR 118 OAK STREET, BRENTWOOD FORiTHE HEALTH SERVICES DEPARTMENT J00168) SPECIFIC REQUESTS OR RECOMMENDATIONS)&BACKGROUND AND JUSTIFICATION 1. g CC9MMENDAMN APPROVE a Third Option to extend the Lease with the City of Brentwood for the premises at 118 Oak Street, Brentwood for continued occupancy by the Health Services Department, under the terms and conditions more particularly set forth in said Third Lease Option, and AUTHORIZE the Director of General Services to EXECUTE said Lease on behalf of the County. I1. FINANCIAL MRACT_ Exercise of this option was planned during FY 2001/02 and sufficient funds are budgeted by the Health Services Department. 111. REASONS FOR REC CSI t MENC1MION I BACKGROUND Provide for use of clinic space as requested by the Health Services Department. CONTINUED ON ATTACHMENT: &*A&A Y � SIC,NATURE: .RECOMMENDATION OF COUNTY ADMINISTRATOR -RECOMMENDATION OF BOARD COMMITTEE 1AI'PROVE OTHER SIGNATURE(S): - r' ACTION OF BOAR6 6N �_/ 1-'x { �� �yy APPROVED AS RECOMMENDED � oTHr:R t VOTE OF SUPERVISORS UNANIMOUS(ABSENT AYES: NOES: ABSENTS: ABSTAIN: MEDIA CONTACT: BARTON J.GILBERT(313-7100) CC: County Administrator(via L1M) I HEREBY CERTIFY THAT THIS IS A TRUE County Auditor-Controller(via VM AND CORRECT COPY OF AN ACTION TAKEN } AND ENTERED ON THE MINUTES OF THE BOARD Lessor(via UM) OF SUPERVISOfi{,S<)N THE DATE SHOWN. Health Services(via LIM) , County Counsel(via UM) ATTESTED , N SWEg`f't�W CLERK OF'THE BOARD OF Risk Management GenSer (via DepUM) �SUPERVISOR&AND COUNTY ADMINISTRATOR t}r€g:general Services Department-UM BY z:' ` .,. ~ ' yy DEPUTY IALeaseMgt\Gail\118 Oak ST Brtwd Agenda.doc GENERAL SERVICES DEPARTMENT LEASE MANAGEMENT DIVISION 1220 Morella Avenue, Suite 100 Martinez, California 94553-4711 Extension 3-7250 FAX 3-7299 DATE. January 3, 2002 TO; John Sweeten, County Administra or e FROM: Barton J. Gilbert, Director of Genera Services SUBJECT: jwju y 5., 22Q02 Agend . First Amendment to Lease for 201 E. 18'h St., Antioch The First Amendment to the July 1, 1999 lease for the above premises has been negotiated to extend the term of the lease. OCCUPANT: EMPLOYMENT AND HUMAN SERVICES DEPARTMENT TERM: July 1, 1999 lease term ends June 30, 2002 and County has two one year extension options ending June 30, 2004. The First Amendment extends the lease term to :lune 30, 2005 and provides for two one year extension options ending June 30, 2007. RENT: Amendment does not change the rental amount of the original July 1, 1999 lease through.June 30, 2004. Monthly rental is as follows: I= Mmlhly Rear t 7/1/01-7/31/02 $ 91385 7/1/02-7/31/03 9,385 7/1/03-7/31/04 9,570 7/1/04-7/31/05 10,050 First Extension 7/1/05-7/31/06 10,550 Second Extension 7/1/06-7/31/07 11,075 All other terms of the July 1, 1999 lease remain unchanged. cc: G. Roemer, CAC) !:\LeaseMgt\CAROL\easteighteenthstjanagendaitem.doc TO: BOARD OF SUPERVISORS FROM., Barton J. Gilbert, Director of General Services Contra CostaDATE: January 15, 2002 County SUBJECT: FIRST AMENDMENT TO LEASE WITH EAST 18TH ST. CENTER PARTNERSHIP FOR 201 E. 18TH ST., ANTIOCH (T00582) SPECIFIC REQUESTS OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION I. RECOMMENDATION APPROVE the First Amendment to the July 1, 1999 lease with the East 18th St. Center Partnership for the premises at 201 E. 18" St., Antioch for occupancy by the Employment and Human Services Department (EHS) and AUTHORIZE the Director of General Services to EXECUTE said Amendment on behalf of the County. 11. FINANCIAL IMPACT No additional financial impact. The Amendment does not provide for any changes in the economics of the original July 1, 1999 lease. Ill. REASONS FOR RECOMMENDATION !BACKGROUND On June 15, 1999 your Board approved a lease for the above premises for occupancy by EHS. The term of the lease ends June 30, 2002 and the County has two one year extension options. On December 4, 2001, your Board approved the purchase of 1650 Cavallo Road, Antioch to be remodeled for occupancy by EHS. It is anticipated that EHS will vacate 201 E. 18" St. and take occupancy of the Cavallo Road facility in October 2002. At that time, it is planned that the County will end an interim lease for the Probation Department currently located at 355 E. Leland, Pittsburg and Probation will occupy the 201 E. 18t" St. facility as their East County facility. This First Amendment provides for extension of the lease term to July 31, 2005 and then provides for two one year extension options to July 31, 2007. &*tA&4 ✓RECOMMENDATION OF COUNTY ADMINISTRATOR RECOMMENDATION OF BOARD COMMITTEE APPROVE OTHER SIGNATURE(S): ACTION OF BOARD #'4Y't i 'r APPROVED AS RECOMMENDED _.OTHER VOTE OF SUPERVISORS UNANIMOUS(ASSENT AYES: NOES: ABSENTS: ABSTAIN: MEDIA CONTACT: BARTON J.GILBERT(313-7100) CC: County Auditor-Controller(vie UM) 1 HEREBY CERTIFY THAT THIS IS A TRUE Lessor(via UM} AND CORRECT COPY OF AN ACTION TAKEN AND ENTERED ON THE MINUTES OF THE BOARD EHS Services(via UM) OF SUPERVISOON THE DATE SHOWN Probation Dept.(via LM) C7rig:General Services Department-UM ATTESTED s�` 'I /J JOHN SWEETEN,CVIERK OF THE BOARD OF SUPERVISORS At b COUNTY ADMINISTRATOR DEPUTY IALeaseMgt\CAR0L\201 El8thbo.doe