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Agreement - Second Chance - 2020-12-17COSTA MESA SANITARY DISTRICT HEADQUARTERS OFFICE STORAGE LEASE AGREEMENT THIS LEASE (this "Lease") dated this 1711 day of December, 2020 Costa Mesa Sanitary District (an independent special district) (the "Landlord") Second Chance Orange County (a public charity 501 (c) (3)) (the "Tenant") IN CONSIDERATION OF the Landlord leasing certain premises to the Tenant, the Tenant leasing those premises from the Landlord and the mutual benefits and obligations set forth in this Lease, the receipt and sufficiency of which consideration is hereby acknowledged, the Parties to this Lease (the "Parties") agree as follows: Definitions 1. When used in this Lease, the following expressions will have the meanings indicated: A. "Building" means all buildings, improvements, equipment, fixtures, property and facilities from time to time located at 290 Paularino Avenue, Costa Mesa, CA 92626. B. "Common Areas and Facilities" mean: i. those portions of the Building areas, buildings, improvements, facilities, utilities, equipment and installations in or forming part of the Building which from time to time are not designated or intended by the Landlord to be leased to tenants of the Building including, without limitation, exterior weather walls, roofs, entrances and exits, parking areas, driveways, loading docks and area, storage, mechanical and electrical rooms, areas above and below leasable premises and not included within leasable premises, security and alarm equipment, grassed and landscaped areas, retaining walls and maintenance, cleaning and operating equipment serving the Building; and ii. those lands, areas, buildings, improvements, facilities, utilities, equipment and installations which serve or are for the useful benefit of the Building, the tenants of the Building or the Landlord and those having business with them, whether or not located within, adjacent to or near the Building and which are designated from time to time by the Landlord as part of the Common Areas and Facilities; C. "Meeting Room" means a room in the Building for the use of people to hold meetings and/or to use for preparing grant applications. D. "Leasable Area" means with respect to any rentable premises, the area expressed in square feet of all floor space including floor space of mezzanines, if any, determined, calculated and certified by the Landlord and measured from the exterior face of all exterior walls, doors and windows, including walls, doors and windows separating the rentable premises from enclosed Common Areas and Facilities, if any, and from the center line of all interior walls separating the rentable premises from adjoining rentable premises. There will be no deduction or exclusion for any space occupied by or used for columns, ducts or other structural elements; E. "Premises" means one office space at 290 Paularino Avenue, Costa Mesa, CA 92626 totaling 108 square feet. F. "Rent" means the total of Rent paid to Landlord. Intent ®f Lease 2. It is the intent of this Lease and agreed to by the Parties to this Lease that rent for this Lease will be on a gross rent basis meaning the Tenant will pay the Rent and the Landlord will be responsible for all other service charges related to the Premises and the operation of the Building. 4 Leased Premises 3. The Landlord agrees to rent to the Tenant one office space totaling 108 square feet at 290 Paularino Avenue, Costa Mesa, CA 92626, (the "Premises"). The Premises will be used for only the following permitted use (the "Permitted Use"): Storing the following property owned by Tenant: • Seven (7) boxes of files • One (1) small refrigerator • Two (2) computer desktops and monitors • Two (2) printers No other use but storage use for the nonprofit corporation's purposes is allowed. 4. No pets or animals are allowed to be kept in or about the Premises or in any common areas in the building containing the Premises. No other nuisance activity may be conducted on the property and all guests and invitees shall conduct themselves in a manner so as not to disrupt District's operations. Term 5. The term of the Lease is a periodic tenancy commencing on December 17, 2020 and continuing on a month -to -month basis until the Landlord or the Tenant terminates the tenancy (the "Term"). Any party may terminate this lease with a 30 day written notice of intent to terminate said lease. Rent & Copy Fee 6. Subject to the provisions of this Lease, the Tenant will pay a rent of two hundred twenty six dollars and sixty nine cents ($226.69), payable per month, for the Premises. 7. The Tenant will pay the Rent on or before the fifth day of the month of each and every month of the Term to the Landlord at 290 Paularino Avenue, Costa Mesa, CA 92626. 8. No acceptance by the Landlord of any amount less than the full amount owed will be taken to operate as a waiver by the Landlord for the full amount or in any way to defeat or affect the rights and remedies of the Landlord to pursue the full amount. 3 Inspections 9. Tenant acknowledges that it inspected the Premises, including the grounds and all buildings and improvements, and that they are, at the time of the execution of this Lease, in good order, good repair, safe, clean, and tenantable condition. Tenant has inspected the Building and Premises and found them to be in good working order and fit for the purposes intended. Insurance 10. The Tenant is hereby advised and understands that the personal property of the Tenant is not insured by the Landlord for either damage or loss, and the Landlord assumes no liability for any such loss. 11. The Tenant shall, at its expense, procure and maintain for the duration of this Lease insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of this Lease by the Tenant, its agents, representatives, or employees. 12. At a minimum, Tenant is required to submit proof of insurance in accordance with the following standards. A. Minimum Scope of Insurance: Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001): 1. Tenant shall maintain limits of no less than: General Liability. One Million Dollars ($1,000,000.00) per occurrence for bodily injury, personal injury and property damage. B. Insurance Endorsements: The insurance policies shall contain the following provisions, and a separate endorsement stating to add the following provisions to the insurance policies shall be submitted and approved by Landlord: 1. General Liability. The general liability policy shall be endorsed to state that: (1) Costa Mesa Sanitary District, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the work or operations performed by or on behalf of the Tenant, including materials, parts, or M equipment furnished in connection with such work; and (2) the insurance coverage shall be primary insurance as respects Landlord, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Tenant's scheduled underlying coverage. Any insurance or self-insurance maintained by Landlord, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Tenant's insurance and shall not be called upon to contribute with it in any way. 13. All Coverapte. Each insurance policy required by this Lease shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced, or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to Landlord, and (B) any failure to comply with reporting or other provisions of the policies, including breaches or warranties, shall not affect coverage provided to Landlord, its directors, official, officers, employees, agents, and volunteers. 14. Acceptability of Insurers: Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A-:VIIl, licensed to do business in California, and satisfactory to Landlord. Abandonment 15. If at any time during the Term, the Tenant abandons the Premises or any part of the Premises, the Landlord may, at its option, enter the Premises by any means without being liable for any prosecution for such entering, and without becoming liable to the Tenant for damages or for any payment of any kind whatever, and may, at the Landlord's discretion, as agent for the Tenant, relet the Premises, or any part of the Premises, for the whole or any part of the then unexpired term, and may receive and collect all rent payable by virtue of such reletting, and, at the Landlord's option, hold the Tenant liable for any difference between the Rent that would have been payable under this Lease during the balance of the unexpired term, if this Lease had continued in force, and the net rent for such period realized by the Landlord by means of the reletting. If the Landlord's right of reentry is exercised following abandonment of the premises by the Tenant, then the Landlord may consider any personal property belonging to the Tenant and left on the Premises to also have been abandoned, in which case the Landlord may dispose of all such personal property in any manner the Landlord will deem proper and is relieved of all liability for doing so. 61 Governing Law 16. It is the intention of the Parties to this Lease that the tenancy created by this Lease and the performance under this Lease, and all suits and special proceedings under this Lease, be construed in accordance with and governed, to the exclusion of the law of any other forum, by the laws of the State of California, without regard to the jurisdiction in which any action or special proceeding may be instituted. Severability 17. If there is a conflict between any provision of this Lease and the applicable legislation of the State of California (the 'Law'), the Act will prevail and such provisions of the Lease will be amended or deleted as necessary in order to comply with the Law. Further, any provisions that are required by the Law are incorporated into this Lease. Assignment and Subletting 18. The Tenant will not assign this Lease, or sublet or grant any concession or license to use the Premises or any part of the Premises. An assignment, subletting, concession, or license, whether by operation of law or otherwise, will be void and will, at Landlord's option, terminate this Lease. Care and Use of Premises 19. The Tenant will promptly notify the Landlord of any damage, or of any situation that may significantly interfere with the normal use of the Premises. 20. The Tenant will not make (or allow to be made) any noise or nuisance which, in the reasonable opinion of the Landlord, disturbs the comfort or convenience of Landlord employees. 21. The Tenant will not engage in any illegal trade or activity on or about the Premises. 22. The Landlord and Tenant will comply with standards of health, sanitation, fire, housing and safety as required by law. 0 Surrender of Premises. 23. At the expiration of the lease term, the Tenant will quit and surrender the Premises in as good a state and condition as they were at the commencement of this Lease, reasonable use and wear and damages by the elements excepted. Hazardous Materials 24. The Tenant will not keep or have on the Premises any article or thing of a dangerous, flammable, or explosive character that might unreasonably increase the danger of fire on the Premises or that might be considered hazardous by any responsible insurance company. For any hazardous substance, Tenant shall advise the Landlord by way of providing a Safety Data Sheet (SDS) for those chemical substances that may be used on the Premises of Building and/or may pose a hazard to DISTRICT employees. Rules and Regulations 25. The Tenant will obey all rules and regulations posted by the Landlord regarding the use and care of the Building, parking lot and other common facilities that are provided for the use of the Tenant in and around the Building on the Premises. General Provisions 26. Any waiver by the Landlord of any failure by the Tenant to perform or observe the provisions of this Lease will not operate as a waiver of the Landlord's rights under this Lease in respect of any subsequent defaults, breaches or nonperformance and will not defeat or affect in any way the Landlord's rights in respect of any subsequent default or breach. 27. This Lease will extend to and be binding upon and inure to the benefit of the respective heirs, executors, administrators, successors and assigns, as the case may be, of each party to this Lease. All covenants are to be construed as conditions of this Lease. 28. All sums payable by the Tenant to the Landlord pursuant to any provision of this Lease will be deemed to be Additional Rent and will be recoverable by the Landlord as rental arrears. 7 29. Time is of the essence in this Lease. 30. This Lease will constitute the entire agreement between the Landlord and the Tenant. Any prior understanding or representation of any kind preceding the date of this Lease will not be binding on either party to this Lease except to the extent incorporated in this Lease. In particular, no warranties of the Landlord not expressed in this Lease are to be implied. 37. Corporate authority. Tenant shall provide Landlord with a certified copy of its Articles of Incorporation, Bylaws and resolution authorizing the execution of this lease and the corporation's valid status as an entity. 38. Patriot Act. As of the date of this Lease, Tenant is and, during the term of this Lease shall remain, in full compliance with all the applicable laws and regulations of the United States of America that prohibit, regulate or restrict financial transactions, including but not limited to, conducting any activity or failing to conduct any activity, if such action or inaction constitutes a money laundering crime, including any money laundering crime prohibited under the Money Laundering Control Act, 18 U.S.C. 1956, 1957, or the Bank Secrecy Act, 31 U.S.C. 5311 et seq. and any amendments or successors thereto and any applicable regulations promulgated there under. Tenant represents and warrants that: (i) neither it, nor any of its owners, or any officer, director, member, manager, partner or employee, is or will become named as a "Specially Designated National and Blocked Person" as designated by the United States Department of the Treasury's Office of Foreign Assets Control or as a person, group, entity or nation designated in Presidential Executive Order 13224 as a person who commits, threatens to commit, or supports terrorism; (ii) it is not owned or controlled, directly or indirectly by the government of any country that is subject to a United States Embargo; (iii) it is not acting, directly or indirectly, for or on behalf of any person, group, entity or nation named by the United States Treasury Department as a "Specially Designated National and Blocked Person," or for or on behalf of any person, group, entity or nation designated in Presidential Executive Order 13224 as a person who commits, threatens to commit, or supports terrorism; and that it is not engaged in this transaction directly or indirectly on behalf of, or facilitating this transaction directly or indirectly on behalf of, any such person, group, entity or nation; and (iv) no funds will be used to make any payment due hereunder or pursuant to the Note which were obtained directly or indirectly from a Specially Designated Nation and Blocked Person or otherwise derived from a country that is subject to a United States Embargo, is or will become named a Specially Designated National and Blocked Person; provided that, in the event that a tenant of any portion of the Mortgaged Property is a publicly -traded company whole shares are listed on a national stock exchange, such representation and warranty shall not apply to shareholders of such tenant. Tenant acknowledges that it understands and has been advised to and been given the opportunity to consult with legal counsel regarding the requirements of the applicable laws �00 the 1957 6, , referred to above, including the Money Laundering Control Act, 18 U.S.C. 195 , the applicable regulations promulgated there under, Bank Secrecy Act, 31 U.S.C. 5311 et seq. and the Foreign Assets Control Regulations, 31 C.F.R. Section 6500 et seq. 39. Indemnification. Tenant agrees to indemnify, defend and hold Landlord harmless from any claims or liability arising out of Tenant's use of the premises. IN WITNESS WHEREOF the Parties to this Lease have duly affixed their signatures under hand and seal, or by a duly authorized officer under seal, on this 11'" day of February, 2019 LANDLORD ,4pproved hy: General Manager Approved as to Form: Harper & Burns LLP District Counsel E TENANT Reviewed and Accepted by: Signs ure Deb Johnson Name CEO Title Date ��► aa�a►-a�a• a���,�►a�,aaa �tii