Loading...
HomeMy WebLinkAbout2014 CON Boys' & Girls' Club of Greater San Diego - Lease 1430 "D" Avenue - Amendment #2SECOND AMENDMENT TO LEASE BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, INC. THIS SECOND AMENDMENT TO LEASE BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, INC., ("Second Amendment") is made as of this 5th day of August, 2014 by and between the CITY OF NATIONAL CITY ("Lessor") and the BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, a California nonprofit corporation ("Lessee" or the "Club"). Recitals A. Lessor is the owner of certain real property located at 1430 "D" Avenue, National City, situated in San Diego County, State of California (the "Property"). B. Lessor and Lessee executed a Lease on effective August 16, 2011 (the "Lease"). Said Lease was amended by a First Amendment dated May 6, 2013. C. Pursuant to Section 3 of the Lease, the Leased Premises was leased to the Club to operate a Boys & Girls Club, and to promote the physical, mental, and moral well-being of the boys and girls of the City of National City and territory adjacent thereto, and to provide such means of education, wholesome recreation and proper guidance as may seem most likely and desirable for the accomplishment of the purposes set forth in the Lease. D. The Club now desires to sublease portions of the Leased Premises for use by a public Head Start Program open to the children of National City, at times and/or in areas the Club is not using for Club purposes. The public Head Start Program extends services to pre- school age children of National City who are currently not being served by the Club. E. The Club also desires to sublease portions of the Leased Premises for use by a public Charter School open to the children of National City, at times and/or places when the Club is not using the Leased Premises for Club purposes. F. Section 6 of the Lease permits subletting of the Leased Premises only with the prior written consent of the Lessor. G. Lessor and Lessee now desire to clarify the terms and conditions of use of the Leased Premises and to modify the Lease so that the two (2) subleases referenced in Recitals D and E can be entered into. NOW, THEREFORE, in consideration of the mutual promises and covenants of the respective parties hereto, it is mutually agreed as follows: Page 1 of 3 1. Section 3. Section 3 of the Lease shall be amended by the addition of the following: 3.1 The Club acknowledges and agrees that the Property is located on public parkland, and as such the Property may or may not be used for certain purposes. 3.2 The City hereby consents to Lessee's sublease (attached as Exhibit A) of a portion of the Premises for the operation of a public Episcopal Community Services Head Start Program conditioned upon the understanding and agreement of the Club that the sublessee's use is temporary, non-exclusive, operates at such times as the Club does not offer programming in certain areas of the Leased Premises and is consistent with and complementary to the primary purpose stated in Section 3 of the Lease. 3.3 The City hereby consents to Lessee's sublease and first amendment (both attached as Exhibit B) of a portion of the Premises for the operation of a public Integrity Charter School conditioned upon the understanding and agreement of the Club that the sublessee's use is temporary. non-exclusive, operates at such times as the Club does not offer programming in certain areas of the Leased Premises and is consistent with and complementary to the primary purpose stated in Section 3 of the Lease. 3.4 In the event there is any successful interim or final order entered by a court of competent jurisdiction relating to a challenge of the use of the Premises by either or both sublessees, Lessee shall cause the sublessee(s) to vacate the premises within a reasonable amount of time or as otherwise provided by court order. 3.5 In the event any possessory interest taxes are assessed against the Lessee or the sublessee(s), the City shall not be responsible for the payment thereof and the Club, and/or the sublessee(s) shall be responsible for the tax assessment, if any. This provision is in addition to Lessee's obligation under Section 28 of the Lease. 2. Section 5. Section 5 shall be amended to add the following: In the event the Lessee sublets the premises with the written consent of Lessor, Lessor shall be entitled to the net income, if any, up to the amount of the sublease. A certified annual income report, in the form approved by the City, and payment, if any, shall be due no more than 90 days from the City selected 12 month fiscal reporting period. Page 2 of 3 3. Section 11. Section 11 shall be amended by the addition of subsection a. as follows: a. National City Skate Park. The Lessor currently operates and maintains a temporary skateboard park located in Kimball Park. The Lessor anticipates a permanent skateboard park to be constructed and located in Kimball Park ("Kimball Park Skate Park"). Lessee agrees to operate and maintain all or a portion of the Kimball Park Skate Park, at the Lessor's option, subject to the terms and conditions of an amendment to the Lease as discussed below. If Lessor exercises this option, Lessor shall construct and pay for the construction of the skateboard park facility and work with the Lessee to build a secure facility allowing Lessee the ability to control access to the Kimball Park Skate Park. Lessee's operation and maintenance of the Kimball Park Skate Park shall be subject to a maintenance and operation amendment to the Lease. 4. Section 13. Section 13 shall be amended by the addition of a new Subsection b.iii. as follows: iii. Any and all liability, obligations, damages, penalties, claims, liens, costs, charges, losses and expenses, including without limitation, reasonable fees and expenses of attorneys, expert witnesses and consultants, which may arise out of or be in any way connected with Lessee's sublease of the Premises or sublessee's use of the Premises. Lessee understands and agrees that this obligation is in addition to the indemnity obligations in Section 13.b.i. and is to be construed as a broad indemnity provision in favor of the indemnitees. In all other regards, the Lease dated August 16, 2011, as amended by the First Amendment dated May 6, 2013, shall continue in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to Lease to be executed as of the date specified above. LESSORV 2'ITY OF NATIONAL CITY LESSEE: BOYS & S CLUBS OF AN DIEGO, INC. B on Morrison, Mayor PROVED AS TO FORM: va City Atto ny Sherlock, President and CEO : BY Page 3 of 3 Board Chairman A1/tom Ph� t� (Print Name) SUBLEASE This Sublease ("Sublease") is effective Ju.�" /26 ("Eff� ct e Date")between the BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, a California nonprofit corporation (the "Club" or "Landlord") and INTEGRITY CHARTER SCHOOL ("Integrity" or "Tenant") (each a "party" and collectively the "parties"). RECITALS A. The Club leases the real property located at 1430 "D" Avenue, National City, California 91950, County of San Diego, State of California (the "Property" sometimes referred to as the "Payne Family Branch"), as more particularly described in Exhibit "A" attached hereto and incorporated herein by reference, from the City of National City ("City"). A true and correct copy of said Lease between the Club and the City of National City is attached hereto as Exhibit "B" and incorporated herein by reference. B. Pursuant to the Lease between the City, Club is granted the right to sublet the Premises only with the prior written consent of the City. Therefore, the effectiveness of this Sublease is expressly made contingent upon the Club's receipt of the City's written consent as set forth below. C. Integrity desires to sublease a portion of the Property as defined below for the purpose of operating a Charter School for grades kindergarten through second grade and the Club desires to sublease a portion of the Property to Integrity for said purpose. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Subleased Premises. Subject to the written approval of this Sublease by the City, the written consent hereto by the City and to the provisions of the Lease between the City and the Club. the Club hereby subleases to Integrity and Integrity subleases from the Club, upon all of the terms and conditions set forth in this Sublease, a portion of the Property including six (6) identified classrooms for kindergarten through second grade, use of the boys' and girls' bathrooms, use of the computer lab, use of the gymnasium and the school -age children's playground as shown on the attached Exhibit "C" incorporated herein by reference (the "Premises") as well as non-exclusive use of the common areas as described below. Integrity shall have no right of possession of any remaining portions of the real property or improvements located thereon. This Sublease subordinates to the applicable covenants and conditions of the Lease between the City and the Club. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 1 In the event of conflict between the provisions of this Sublease and those of the Lease between the City and Club, the Lease between the City and the Club shall control. Portions of the Property are subject to shared use by Integrity, the Club and other users. including but not limited to the gymnasium, computer lab, bathrooms and common access ways ("Common Areas") (collectively "Shared Use Space"). The specific hours of use of portions of the Premises are more particularly set forth in Section 4.5 below. For all additional or incidental use, if any, the parties shall use their best efforts to cooperate with the scheduling and shared use. 2. Term. 2.1 Unless sooner terminated under the terms of this Agreement, the term ("Term") of this Agreement is for a period of two (2) years commencing on July 14, 2014 ("Commencement Date") and terminating at the close of business on July 13, 2016. The parties agree that each school year Term of this Agreement shall conform as closely as possible to that of the school schedule of the National City School District. 2.2 Extension/Renewal of Term. Integrity shall have one (1) option to extend the Term of this Sublease for an additional one (1) yam-, 4-40."Renewal Term"), which option must be exercised in writing#,ii�'r-1�` December;31 5. n t e event no option is exercised in writing prior to December", i 5, ' - lub will assume that Integrity will not renew the agreement and may negotiate an agreement with another user. if this option is exercised, references in the Sublease to the Term shall include the Renewal Term. Upon exercise of the option to renew, the Term shall be extended through the expiration date of the renewal term on the same terms and conditions as contained herein. The option may not be exercised if Integrity is in default or in breach of any term in this Sublease, or if after exercise Integrity becomes in default or breach, the Extended Term will be of no force or effect. 2.3 Possession; Acceptance of Premises. By signing this Agreement, Integrity represents and warrants that it has independently inspected all of the Premises and adjunct facilities and made all investigations, and observations necessary to satisfy itself of the condition of the Premises and adjunct facilities and accepts the Premises in an "as -is" condition. Integrity acknowledges and agrees that it is relying solely on such independent inspection, tests, investigations, and observations in making this Agreement. Integrity hereby accepts the Premises in the condition existing as of the Sublease commencement date as set forth herein, or the date that Tenant takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county, state and federal laws, ordinances and regulations governing and regulating the use of the Premises and any covenants or restrictions. Integrity acknowledges that the Premises is in the condition called for by this Agreement and Integrity does not hold the Club responsible for any defects in the Property or the Premises. The Club is not aware whether the Property has or has not been determined, pursuant to a report prepared in compliance with Civil Code Section 55.53 to meet all applicable construction -related access standards. Nor is the Club aware whether there has Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 2 been any review of the Property for any ecologically sensitive areas, including but not limited to wetlands, flood plains, aquifers or conservation areas. Further, Integrity acknowledges that neither Landlord nor Landlord's agent, if any, has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Tenant's business. 3. Rent. 3.1 Base Rent. Tenant shall pay to Landlord Base Rent as minimum monthly rent, without deduction, setoff, prior notice, or demand the sum of $5,000 per month for the ten (10) months of this Sublease and school year. Monthly installments of Base Rent shall be payable monthly, in advance, on the first day of each month. The first month's rent shall be paid upon execution of this Sublease. The rent for any partial month, including but not limited to July, 2014, shall be prorated on the basis of a thirty (30) day month. Rent shall be paid in lawful money of the United States to the Club at the address set forth on the signature page of this Sublease or to such other person or at such other place as Landlord may designate in writing. 3.2 Membership Fees. The parties acknowledge that the Club is separately contracted to run the after -school program ("ASES") for students enrolled at Integrity in grades 1-8. In addition to the Base Rent, Integrity shall pay to the Club $30 per student for those students not eligible in ASES. Said Membership Fee shall be due and payable to the Club on date the first installment of Base Rent is due and thereafter on any date that a new student enrolls in Integrity without eligibility in ASES. 3.3 Conditional Use Permit. The Club shall use its best efforts to obtain a Conditional Use Permit for Integrity to operate at the Premises, however the Club makes no representation or guarantee whether or when the City of National City will issue the permit. The Club shall be responsible for the costs associated with the acquisition of a new Conditioon Permit required for the operation of a charter school not to exceed the sum of $ /)ge.jj��ii� In the event the Club is unable to obtain the Conditional Use Permit, Integrity may terminate this Sublease in writing with no liability to either party. 4. Use. 4.1 Use. Integrity shall use that portion of the Property subleased to Integrity only for Integrity's Charter School program Mondays through Fridays at the hours set forth in Section 4.5 below, with a maximum limit of one hundred (100) children, located on the Premises at any one time, and for no other purpose. 4.2 Compliance With Law. Tenant shall comply with and observe all statutes, ordinances, regulations, orders and decrees of federal, state and city governments, or any departments, bureaus or agencies thereof, and all covenants and restrictions and requirements regulating the use of the Premises, whether now in force or promulgated in the future. In addition, Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 3 Integrity shall comply with and observe all rules and regulations of the City and the Club whether now in force or promulgated in the future. Any and all expense resulting from such compliance shall be born by Tenant. Tenant shall not use nor permit the use of the Premises in any manner which will tend to create waste or a nuisance or shall tend to disturb any other tenants in the building in which the Premises. 4.3 Integrity acknowledges and agrees that the Club's primary purpose is to provide after school and school break programs for the children of the community. If Integrity's schedule deviates from that of the local schools. Integrity acknowledges and agrees that the Club's programs will run as normal and that the space will be shared between the Club and Integrity for that time period, with the Club's use of primary concern. The parties shall work together to review the calendar and develop a plan for days where both programs will be running simultaneously, if any. 4.4 Integrity may utilize existing Club furniture and equipment and may also furnish the Premises with additional items. However any furnishings provided by Integrity and their use within the Premises shall be approved in writing in advance by the Club. Integrity shall furnish all of its own materials and program supplies. 4.5 Hours of Use. Integrity shall have use of the following areas for the indicated time periods: Classroom Space and School -age Children's Playground Computer Lab and Gymnasium 8:00 a.m. until 3:00 p.m. 8:00 a.m. until 1:00 p.m. 8:00 a.m. until 2:00 p.m. 8:00 a.m. until noon 5. Maintenance, Repair and Alteration of Premises. Mondays through Thursdays Fridays Mondays through Thursdays Fridays 5.1 Landlord's Obligations For Repair and Maintenance. Landlord shall repair and maintain in good condition the Premises as required in the Lease between the City and the Club. To the fullest extent allowed by law, Tenant hereby expressly waives the benefits of any statute now or hereafter in effect including, but not limited to, Civil Code Sections 1941 and 1942, which would otherwise give Tenant the right to make repairs and deduct the cost thereof from rent or the right to terminate this Sublease because of Landlord's failure to keep the Premises in good order, condition and repair. 5.2 Tenant's Obligations For Repair and Maintenance. Tenant shall, at Tenant's sole expense, keep in good order, condition and repair the Premises and all parts thereof Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 4 (whether or not the damaged portion of the Premises or the means of repairing the same are reasonably or readily accessible to Tenant) including, without limitation, all glass, doors, frames, plumbing, heating, air conditioning, ventilating and electrical, systems, lighting facilities, fixtures, interior walls, interior surface of exterior walls, ceilings, glass and skylights, and all of Tenant's personal property within the Premises. All operation and maintenance, repair and replacement shall be make in compliance with all applicable laws and governmental regulations. If Tenant fails to perform Tenant's obligations under this Paragraph 5.2, Landlord may, at Landlord's sole option, enter the Premises and perform such obligations on Tenant's behalf and put the Premises or any part thereof in good repair. The cost therefor, together with interest thereon at the maximum rate then allowed by law, shall be immediately due and payable as additional rent to Landlord. Tenant shall not cause or permit any waste or injury to the Premises and shall keep the Premises free from any and all objectionable noises. odors, rubbish and debris inconsistent with the proper operation of Tenant's usual business thereon. Tenant shall further conform to all rules and regulations now or hereafter established by Landlord for the general safety, care and cleanliness of the Premises, and the comfort, quiet and convenience of other tenants of the building, if any. Landlord shall not be responsible to Tenant for the nonobservance or violation of any such rules and regulations by any other tenants or users. 5.3 Common Areas. Common areas ("Common Areas") means all areas and facilities outside the Premises and within the exterior boundaries of the real property on which the Premises is located and which are for the general use and convenience of Tenant and other tenants, if any, of the building. Common Areas include, without limitation, sidewalks, entrance ways, service areas, patios, landscaped areas, hallways, public restrooms, stairways, parking areas, driveways, roadways, loading areas, elevators, and hallways. Landlord shall repair and maintain the Common Areas in good condition. Landlord may establish and enforce reasonable rules and regulations concerning the Common Areas. Further, Landlord may temporarily close any of the Common Areas for maintenance or repair purposes. Landlord may select a person or organization to maintain and operate any of the Common Areas. Landlord shall also have the right to make changes to the Common Areas including, without limitation, changes in the location of driveways, entrances, exits and parking spaces. 5.4 Alterations, Additions and Improvements. Tenant shall not make any alterations, additions or improvements to the Premises without the prior written consent of Landlord. If such consent is granted, any such alteration, addition or improvement shall be made in accordance with all applicable federal, state and municipal laws, rules and regulations as well as all covenants and restrictions. This paragraph shall specifically include carpeting, window coverings, air lines, power panels, electrical distribution systems, lighting fixtures, space heaters, air conditioning, plumbing, cabinets and fencing. If Landlord grants such consent, Landlord may require Tenant to remove any and all such alterations, additions or improvements at the expiration of the Term and restore the Premises to its condition as of this commencement of this Sublease. If Landlord does not require such removal and restoration, all alterations, additions and improvements shall become Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 5 the property of Landlord and remain upon and be surrendered with the Premises at the expiration of the Term. Tenant shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Tenant at or for use on the Premises, which claims are or may be secured by any mechanic's or materialmen's lien against the Premises or any interest therein. Landlord may also require Tenant to provide Landlord, at Tenant's sole cost and expense, a lien and completion bond in an amount equal to 1 1/2 times the estimated cost of such alterations, additions or improvements to insure Landlord against any liability for mechanic's and materialmen's liens and to insure completion of the work. The bond shall meet the requirements of Civil Code Section 3143. If Tenant shall, in good faith, contest the validity of any such claim, lien or demand, then Tenant shall, at its sole expense, defend itself and Landlord against the same and shall pay and satisfy any such adverse judgement that may be rendered thereon before the enforcement thereof against the Landlord or the Premises, upon the condition that if Landlord shall require, Tenant shall furnish to Landlord a surety bond satisfactory to Landlord in an amount equal to such contested lien, claim or demand indemnifying Landlord against liability for the same and holding the Premises free from the effect of such lien. claim or demand. In addition, Landlord may require Tenant to pay Landlord's attorneys fees and costs of participating in such action. Tenant shall give Landlord not less than fifteen (15) days written notice prior to the commencement of any work in the Premises, and Landlord shall have the right to post notices of nonresponsibility in the Premises. Any proposed alterations, additions or improvements shall be presented to Landlord in written form with detailed plans. If Tenant makes any alteration, addition or improvement without the prior written consent of Landlord, Landlord may require Tenant to remove any or all of the same. 6. Insurance and Indemnity. 6.1 Liability Insurance. Tenant shall, at Tenant's sole expense, obtain and keep in force during the Term of this Sublease a policy of public liability insurance including combined single limit bodily injury and property damage insurance insuring Landlord, Tenant, and City against any liability arising out of the ownership, use, occupancy and maintenance of the Premises and all areas appurtenant thereto. Such insurance shall be a combined single limit policy in an amount not less than Three Million Dollars ($3,000,000.00) per occurrence. The policy shall insure performance by Tenant of the indemnity provisions of paragraph 6.4. The limits of the insurance shall not, however, limit the liability of Tenant hereunder. Certificates of Insurance showing Landlord as an additional insured shall be provided to Landlord within ten (10) days of execution of this Sublease and each time said policy is renewed. In addition, Landlord may in Landlord's sole discretion, prohibit Tenant from taking possession of the Premises unless and until Tenant provides a valid Certificate of Insurance as set forth in Section 6.1 above. a. Tenant's Failure to Obtain Insurance. If Tenant fails to procure and Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 6 maintain any insurance required by paragraph 6.1, Landlord may, but shall not be required to, procure and maintain such insurance. Tenant shall immediately reimburse Landlord for all costs therefor together with interest thereon at the maximum rate then allowed by law. b. Increase of Insurance. Tenant shall not operate, occupy, maintain, or use the leased portions of the Property in such a manner as to result in cancellation of the Club's insurance or that results in an increase of the Club's liability and/or property damage insurance. In the event that the Club's insurance is increased solely by reason of Tenant's use. occupancy, maintenance, or operation of the leased premises, then Tenant shall promptly reimburse the Club for such increased cost upon demand by the Club. The Tenant acknowledges that it shall have the sole responsibility for maintaining property damage insurance on its fixtures and equipment and other personal property located at the Premises. c. Insurance Policies. Insurance required hereunder shall be with companies holding a general policy holders rating of at least A, or such other rating as may be required by a lender having a lien or the Premises, as set forth in the most current issue of Best's Insurance Guide. Tenant shall deliver to Landlord copies of the policies of insurance or certificates evidencing the type and amount of the insurance for all insurance required to be maintained by Tenant. No policy shall be cancelable or subject to reduction in coverage or other modification except after thirty (30) days prior written notice to Landlord. Tenant shall, at least thirty (30) days prior to the expiration of such policy, furnish Landlord with renewals or binders thereof, or Landlord may order such insurance and charge the cost thereof to Tenant, which amount shall be payable by Tenant upon demand. Tenant shall not do or permit to be done anything which will invalidate any insurance policies required in this Section 6. All policies of insurance shall name Landlord (and at Landlord's option any additional parties designated by Landlord) and city as an additional insureds. 6.2 Indemnity. Tenant shall indemnify and hold Landlord harmless from and against any and all claims arising from or relating to Tenant's use of the Premises, or from the conduct of Tenants business or from any activity, work or thing done, permitted or suffered by Tenant in or about the Premises or elsewhere on the Property. Tenant shall further indemnify and hold Landlord harmless from and against any and all claims arising from any breach or default in the performance of any obligation of Tenant under this Sublease or arising from any negligence of the Tenant or any of Tenant's agents, contractors or employees and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claim or any action or proceeding brought thereon. If any action or proceeding is brought against Landlord by reason of any such claim, Tenant, upon notice from Landlord, shall defend the same at Tenant's expense by counsel satisfactory to Landlord. Tenant, as a material part of the consideration to Landlord, hereby assumes all risk of damage to property or injury to persons in, upon or about the Premises arising from any cause and Tenant hereby waives all claims in respect thereof against Landlord. 6.3 Exemption of Landlord from Liability. Tenant hereby agrees that Landlord Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 7 shall not be liable for injury to Tenant's business or for any loss of income therefrom or for damage to the goods, wares, merchandise or other property of Tenant, Tenant's employees, invitees, customers or any other person in or about the Premises. Further, Landlord shall not be liable for any injury to Tenant, Tenant's employees, agents or contractors whether such damage or injury is caused by or results from fire, steam, electricity, gas, water or rain or from breakage, leakage, obstruction or other defects of pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures, or from any other cause, whether the damage or injury results from conditions arising upon the Premises or upon other portions of the Building or from other sources or places and regardless of whether the cause of damage or injury or the means of repairing the same is inaccessible to Tenant. Landlord shall not be liable for any damages arising from any act or neglect of any other tenant of the Building. 7. Damage or Destruction. 7.1 Partial or Total Damage or Destruction of Premises. In the event that the Premises or any part of the Property used by Tenant is partially or totally damaged or destroyed, from any cause whatsoever, except through fault of Tenant, whether or not such damage or destruction is covered by the insurance required under paragraph 6, then Landlord may, at Landlord's sole option, either: 1) restore the Premises or improvements on the Property to the condition existing immediately prior to such damage or destruction and this Sublease shall remain in full force and effect; or 2) terminate this Sublease immediately; provided, however, that if the cost of restoration of the damage or destruction is Ten Thousand Dollars ($10,000.00) or less and insurance proceeds are available for such restoration. Landlord shall repair the Premises to its condition existing immediately prior to the damage or destruction. Any damage caused through fault of the Tenant shall be repaired and restored to the condition existing immediately prior to such damage or destruction at the sole cost and expense of the Tenant. Tenant agrees that preliminary steps toward performing repairs, restoration or replacement shall be commenced within thirty (30) days, and the required repairs, restoration, or replacement shall be completed within a reasonable time thereafter in a manner acceptable to Landlord, in Landlords sole discretion. 7.2 Abatement of Rent. If the Premises are partially or totally damaged or destroyed, and if Landlord restores the Premises under the provisions of paragraph 7.1, monthly rent shall be abated proportionately with the degree to which Tenant's use of the Premises is impaired commencing from the date of damage or destruction and continuing during the period of such restoration until the restoration is completed so that Tenant may use the Premises for Tenant's usual business. 7.3 Waiver. Tenant waives the provisions of any statutes which relate to termination of Subleases or leases when the thing leased is destroyed and agrees that such event shall be governed by the terms of this Sublease. 8. Utilities. Tenant shall not be responsible for payment of utilities including, but not Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 8 limited to, water, gas, heat. electricity, power, sewer, garbage disposal and other services supplied to the Premises. The Club shall be responsible for payment of the telephone. 9. Licenses and Permits. It shall be the sole and full responsibility of Integrity, at its cost, to obtain all permits and licenses as are necessary to the use, operate, occupy and maintain the Premises for use by Integrity. 10. Default. 10.1 Tenant's Default. The occurrence of any of the following shall constitute a default by Tenant: 10.1.1 Failure to pay rent or other sums when due. 10.1.2 Abandonment and vacation of the Premises (failure to occupy and operate the Premises for ten (10) consecutive days, other than scheduled vacation days, shall be deemed an abandonment and vacation). 10.1.3 Failure to perform any other provision of this Sublease (a nonmonetary default) if the failure to perform is not cured within thirty (30) days after notice has been given to Tenant. If the default cannot reasonably be cured within thirty (30) days, Tenant shall not be in default of this Sublease if Tenant commences to cure the default within the thirty (30) day period and diligently and in good faith continues to cure the default. Notices given under this Section shall specify the alleged default and the applicable Sublease provisions, and shall demand that Tenant perform the provisions of this Sublease or pay the rent that is in arrears, as the case may be, within the applicable period of time, or quit the Premises. No such notice shall be deemed a forfeiture or a termination of this Sublease unless Landlord so elects in the notice. The purpose of the notice requirements set forth in this paragraph is to extend the notice requirements of the unlawful detainer statutes of California. 10.1.4 Violation by Tenant of any provisions of any recorded documents affecting the Premises. 10.1.5 No interest of Tenant in this Sublease shall be assignable by operation of law. Each of the following acts shall be considered an involuntary assignment and a default hereunder: 10.1.5.1 If Tenant is or becomes bankrupt or insolvent or is unable to pay Tenant's debts as they become due, makes an assignment for the benefit of creditors, or institutes a proceeding under the Bankruptcy Act in which Tenant is the bankrupt; or, if Tenant is a partnership or consists of more than one person or entity, if any partner of the partnership or Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 9 other person or entity is or becomes bankrupt or insolvent. or makes an assignment for the benefit of creditors; 10.1.5.2 If a writ of attachment or execution is levied on this Sublease; 10.1.5.3 If, any proceeding or action to which Tenant is a party, a receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by Tenant and Landlord shall have the right to elect to terminate this Sublease, in which case this Sublease shall not be treated as an asset of Tenant. 11. Termination. This Sublease may be terminated as follows: 11.1 In the event that during the term ofthis Sublease, governmental funding is either eliminated or reduced to a point so as to render continued operation of the Integrity Charter School impractical or impossible, Integrity may terminate this Sublease upon ninety (90) days' written notice to the Club. In the event Integrity Charter School is terminated hereunder, Integrity shall, upon the written consent of the parents or guardians of the children then enrolled in the program, provide to the Club a record of all students then participating in the program, which record shall include each student's name, the name of the student's parent(s) or guardian(s), address and telephone number. The purpose for providing said records shall be to allow the Club, in its sole discretion, to continue providing Club services to said students; 11.2 By Club, for Integrity's breach of any non -monetary term, covenant or condition contained in this Sublease which is not cured within thirty (30) days immediately following written notice from the Club of such alleged breach; Sublease; 11.3 By the Club for the breach of any monetary term, covenant or condition of this 11.4 By mutual agreement of the Parties hereto; or 11.5 In the event that the Lease between the City of National City and the Club is terminated, for any reason, before the end of the Term ofthis Sublease, this Sublease shall terminate. 11.6 By Integrity in the event the Conditional Use Permit is not obtained. 11.7 Exception to Termination. Notwithstanding the above provisions regarding Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 10 termination this Sublease shall not be terminated prior to June 30 in any year for which Integrity has received funding for its charter school. 11.8 Surrender; Termination. Immediately upon termination of this Sublease, Tenant shall surrender the Premises to Landlord in the same condition as received, ordinary wear and tear excepted, clean and free of debris. Tenant shall repair any damage to the Premises occasioned by the installation or removal of its trade fixtures, furnishings and equipment. Unless Landlord requests the removal of said fixtures, all alterations, improvements and additions shall become the property of Landlord and remain upon and be surrendered with the Premises at the expiration of the Term. 12. Late Charges. Tenant hereby acknowledges that late payment by Tenant to Landlord of rent and other sums due under this Sublease will cause Landlord to incur costs not contemplated by this Sublease, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges and late charges which may be imposed on Landlord by the terms of any mortgage or trust deed covering the Premises. Accordingly, if any installment of rent or any other sum due from Tenant is not received by Landlord within ten (10) days after such amount is due then Tenant shall immediately pay to Landlord a late charge equal to six percent (6%) of the overdue amount. The parties agree that such late charge represents a fair and reasonable estimate of the costs Landlord will incur by reason of late payment by Tenant. Acceptance of the late charge by Landlord shall in no event constitute a waiver of Tenant's default with respect to such overdue amount, nor prevent Landlord from exercising any of the other rights and remedies granted under this Sublease. If a late charge is payable hereunder, whether or not collected. for three (3) installments of rent, then rent shall automatically become due and payable quarterly in advance, rather than monthly, not withstanding any other provision of this Sublease to the contrary. 13. Condemnation. (1) Definitions. "Condemnation" means: (a) the exercise of any governmental power, whether by legal proceedings or otherwise, by a condemnor; and (b) a voluntary sale or transfer by Landlord to any condemnor, either under threat of condemnation or while legal proceedings for condemnation are pending. "Date of Taking" means the date the condemnor has the right to possession of the property being condemned. "Award" means all compensation, sums, or anything of value awarded, paid or received on a total or partial condemnation. "Condemnor" means any public or quasi -public authority, or private corporation or individual, having the power of condemnation. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 11 If, during the Term or during the period of time between the Effective Date and the Commencement Date, there is a taking of all or any part of the Premises. Building, other improvements or real property of which the Premises are a part or of any interest in this Sublease by condemnation, the rights and obligations of the parties shall be determined pursuant to this Paragraph. (2) Total Taking. If all of the square footage in the Premises is taken by Condemnation, this Sublease shall terminate on the Date of Taking. (3) Partial Taking. If a portion of the square footage but less than all of the square footage of the Premises or of the Building or the real property of which the Premises are a part, is taken by condemnation, Landlord. within sixty (60) days after the Date of Taking, may terminate this Sublease as of a date specified in a written notice given to Tenant by Landlord within that sixty (60) day period. If Landlord does not give notice of termination to Tenant within that sixty (60) day period, then this Sublease shall continue in full force and effect; provided, however, that if a portion of the square footage but less than all of the square footage in the Premises is taken, monthly rent shall be reduced by an amount that is in the same ratio to monthly rent as the total square footage in the Premises taken bears to the total square footage in the Premises immediately before that Date of Taking. (4) Waiver of California Code of Civil Procedure Section 1265.130. Tenant waives the provisions of Code of Civil Procedure Section 1265.130 allowing a party to petition the superior court to terminate this Sublease in the event of a partial taking of the Premises. (5) Restoration of Premises. If there is a partial taking of the Premises and this Sublease remains in full force and effect Tenant at its cost shall accomplish all necessary restoration with no abatement of rent. (6) Award. The entire award shall belong to and be paid to Landlord except that Tenant shall receive from the award a sum attributable to Tenant's improvements or alterations made to the Premises by Tenant in accordance with this Sublease which Tenant has the right to remove from the Premises pursuant to the provisions of this Sublease but elects not to remove. 14. No Broker. Tenant represents that neither the Premises, nor any portion of the Property, was presented to it or to any person representing it by any broker or finder and that no broker or finder was involved in the leasing of the Premises. Tenant warrants that no claim for commission for the leasing shall be presented to Landlord. Further, Tenant agrees to indemnify and defend Landlord in the event of any such claims. 15. Assignment. 15.1 No Assignment. Tenant shall not assign or encumber its interest in this Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 12 Sublease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity to occupy or use all or any part of the Premises, without first obtaining Landlord's prior written consent, which consent may be withheld in Landlord's sole and absolute discretion. Any assignment, encumbrance, or sublease without Landlord's prior written consent shall be voidable and, at Landlord's election, shall constitute a material default of this Sublease. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. 15.2 If Consent is Given. If Landlord consents to an assignment or encumbrance of sublease, Tenant immediately and irrevocably assigns to Landlord, as security for Tenant's obligations under this Sublease and shall immediately pay to Landlord all rent from any subletting of all or any part of the Premises as permitted by this Sublease, and Landlord, as assignee and as attorney -in -fact for Tenant, may collect such rent and apply it towards Tenant's obligations under this Sublease. All rent received by Tenant from any subtenants in excess of the rent payable by Tenant to Landlord under this Sublease shall be paid to Landlord, or any sums to be paid by an assignee to Tenant in consideration of the assignment of this Sublease shall be paid to Landlord if Landlord consents to a sublease or assignment. Tenant shall remain liable on the Sublease. If Tenant requests Landlord to consent to a proposed assignment or subletting, Tenant shall pay to Landlord, whether or not consent is ultimately given, Landlord's reasonable attorney's fees incurred in connection with each such request. 15.3 Assignment by Operation of Law. No interest of Tenant in this Sublease shall be assignable by operation of law. Each of the following acts shall be considered an involuntary assignment: 15.3.1 If Tenant is or becomes bankrupt or insolvent, makes an assignment for the benefit of creditors or institutes a proceeding under the Bankruptcy Act in which Tenant is the bankrupt; or, if Tenant is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; 15.3.2 If a writ of attachment or execution is levied on this Sublease; 15.3.3 If, in any proceeding or action to which Tenant is a party, a receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by Tenant and Landlord shall have the right to elect to terminate this Sublease, in which case this Sublease shall not be treated as an asset of Tenant. 16. Estoppel Certificate. Tenant shall at any time and from time to time, upon not less than ten (10) days prior written notice from Landlord, execute, acknowledge, and deliver to Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 13 Landlord a statement in writing certifying certain facts including, without limitation, that this Sublease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Sublease, as so modified, is in full force and effect) and the dates to which the rental, the security deposit, and other charges, if any, are paid in advance. and acknowledging that there are not, to Tenant's knowledge, any uncured defaults on the part of Landlord hereunder, and no events or conditions then in existence which, with the passage of time or notice or both, would constitute a default on the part of Landlord hereunder, or specifying such defaults, events, or conditions, if any are claimed. It is expressly understood and agreed that any prospective purchaser or encumbrancer of all or any portion of the Premises or the Building or of the real property of which they are a part shall be entitled to rely upon any such statement. Tenant's failure to deliver such statement within such time shall, at the option of Landlord, constitute a breach or default under this Sublease. If such option is not so exercised by Landlord, Tenant's failure shall be conclusive upon Tenant that (i) this Sublease is in full force and effect without modification except as may be represented by Landlord; (ii) that there are no uncured defaults in Landlord's performance; and (iii) that not more than one (1) months' rental has been paid in advance. If Tenant fails to deliver the certificate within ten (10) days, Tenant irrevocably constitutes and appoints Landlord as its special attorney -in -fact to execute and deliver the certificate to a third party. 17. Subordination. Tenant agrees upon request of Landlord to subordinate this Sublease and its rights hereunder to the lien of any mortgage, deed of trust or other encumbrance, together with any conditions, renewals, extensions, or replacements thereof, now or hereafter placed, charged or enforced against the Landlord's interest in this Sublease and the leasehold estate thereby created, the Premises, the Building or improvements included therein or the real property of which the Premises are a part, and deliver at any time and from time to time upon demand by Landlord any documents required to effectuate such subordination. In the event that Tenant fails, neglects or refuses to execute and deliver any such document within ten (10) days after receipt of written notice to do so and the receipt by Tenant of the document to be executed by it, Tenant hereby appoints Landlord, its successors and assigns, the special attorney -in -fact of Tenant irrevocably to execute and deliver any and all such documents for and on behalf of Tenant; provided, however, that Tenant shall not be required to effectuate such subordination, nor shall Landlord be authorized to effect such subordination on behalf of Tenant, unless the mortgagee or beneficiary named in such mortgage, deed of trust or other encumbrance shall first agree in writing, for the benefit of Tenant, that so long as Tenant is not in default under any of the provisions, covenants or conditions of this Sublease on the part of Tenant to be kept and performed, that Tenant's quiet enjoyment of the Premises will not be disturbed or interfered with by any trustee's sale or by any action or proceeding to foreclose said mortgage, deed of trust or other encumbrance. In the event that the mortgagee or beneficiary of any such mortgage or deed of trust elects to have this Sublease a prior lien to its mortgage or deed of trust, then and in such event upon such mortgagee or beneficiary giving written notice to Tenant to that effect, this Sublease shall be deemed a prior lien to such mortgage or deed of trust whether this Sublease is dated or recorded prior to or subsequent to the date of recordation of such mortgage or deed of trust. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 14 18. Intentionally left blank. 19. Interest on Past Due Obligations. Except as expressly herein provided, any amount due to Landlord not paid when due shall bear interest at the maximum rate then allowable by law from the date due until paid. 20. Notices. Any notice, demand, request, consent, approval or communication that either party desires or is required to give to the other or any other person shall be in writing and either served personally or sent by prepaid certified mail, first class, and shall be addressed to the other party at the address set forth under its name on the signature page of this Sublease. Either party may change its address by notifying the other party of the change of address in accordance with this Paragraph. Notice shall be deemed effective upon receipt if personally delivered or seventy-two (72) hours from the date of mailing if mailed as provided in this Paragraph. 21. Signs. Tenant shall not place any sign upon the Premises, the building or any improvements or the real property of which the Premises are a part without Landlord's prior written consent. 22. Recording/Ouitclaim Deed. This Sublease shall not be recorded without Landlord's prior written consent. Tenant shall execute and deliver to Landlord on the expiration or termination of this Sublease, immediately on Landlord's request, a quitclaim deed to the Premises, in recordable form, designating Landlord and City as transferee. 23. Holding Over. If Tenant, with Landlord's consent, remains in possession of the Premises or any part thereof after expiration of the Term of this Sublease, such occupancy shall be a tenancy from month to month upon all of the other provisions of this Sublease pertaining to the obligations of Tenant but all options and rights of first refusal, if any, granted under the terms of this Sublease shall be deemed terminated and be of no further effect during said month to month tenancy. 24. Landlord's Right of Entry. Landlord and Landlord's agents shall have the right to enter the Premises at reasonable times for the purpose of inspecting the same, showing the Premises to prospective purchasers. lenders or tenants and making such alterations, repairs, improvements, or additions to the Premises or the Building as Landlord may deem necessary or desirable. Landlord may at any time place on or about the Premises any ordinary "for sale" signs and Landlord may at any time during the last one hundred and eighty (180) days of the Term of the Sublease place on or about the Premises "For Lease" signs. 25. Attornev's Fees. If either party brings an action to enforce the terms of this Sublease or declare rights hereunder, the prevailing party in such action, on trial or appeal, shall be entitled to his reasonable attorney's fees to be paid by the losing party as fixed by the court. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 15 26. Rules and Regulations. Tenant agrees that it will abide by, keep and observe all reasonable rules and regulations which Landlord may make from time to time for the management, safety, care and cleanliness of the Premises, the Building and the surrounding areas as well as for the convenience of other occupants and tenants of the Building. The violation of any such rules and regulations shall be deemed a material breach of this Sublease by Tenant. 27. Security Measures. Tenant hereby acknowledges that the rent payable to Landlord hereunder does not include the cost of guard service or other security measures and that Landlord shall have no obligation whatsoever to provide the same. Tenant assumes all responsibility for the protection of Tenant, ifs agents and invitees from acts of third parties. 28. Easements. Landlord reserves the right from time to time to grant such easements, rights and dedications that Landlord may deem necessary or desirable and to cause the recordation of parcel maps and restrictions so long as such easements, rights, dedications, maps and restrictions do not unreasonably interfere with the use of the Premises by Tenant. Tenant shall sign any of the aforementioned documents immediately upon request of Landlord and failure to do so shall constitute a material breach of this Sublease. 29. Landlord's Right to Effect Performance. If Tenant at any time fails to perform any covenant, term or condition of this Sublease, Landlord may immediately, or at any time thereafter without notice, perform the same for the account of Tenant, and any monies paid by Landlord on account thereof shall be deemed to be additional rent due under this Sublease, shall be immediately due and payable to Landlord and shall bear interest at the maximum rate allowable by law until paid by Tenant to Landlord. 30. Commencement of Action. 30.1 Any claim, demand, right or defense of any kind by Tenant, which is based upon or arises in any connection with this Sublease or the negotiations prior to its execution, shall be barred unless Tenant commences an action thereon, or interposes in a legal proceeding a defense by reason thereof, within six (6) months after the date of the inaction or omission or the date of the occurrence of the event or of the action to which the claim, demand, right or defense relates, whichever applies. 30.2 Mediation, Arbitration and Attorney's Fees. 30.2.1 Mediation of Disputes. Except as otherwise provided herein, the parties agree to mediate any dispute or claim arising between them out of this Agreement, or any resulting transaction. before resorting to arbitration. Mediation fees, if any, shall be divided equally among the parties involved. If, for any dispute or claim to which this paragraph applies, any party commences arbitration without first attempting to resolve the matter through mediation, or refuses to mediate after a request has been made, then that party shall not be entitled to recover attorney's Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 16 fees, even if they would otherwise be available to that party in any such arbitration. 30.2.2 Arbitration of Disputes. Except as otherwise provided herein, any action to enforce or interpret this instrument or to resolve disputes between the parties regarding this instrument, shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association. Any party may commence arbitration by sending a written demand for arbitration to the other parties. Such demand shall set forth the nature of the matter to be resolved by arbitration. Arbitration shall be conducted at San Diego, California. The substantive law of the State of California shall be applied by the arbitrator to the resolution of the dispute. The parties shall share equally all initial costs of arbitration. The prevailing party shall be entitled to reimbursement of attorney fees, costs, and expenses incurred in connection with the arbitration. All decisions of the arbitrator shall be final, binding, and conclusive on all parties. Judgment may be entered upon any such decision in accordance with applicable law in any court having jurisdiction thereof. "NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE `ARBITRATION OF DISPUTES' PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY." WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION TO NEUTRAL ARBITRATION. INITIALS: 9'F 64 30.2.3 In the event of a dispute arising out of this Agreement, or the performance thereof it, the prevailing party shall recover all of his legal fees and expenses, whether or not the dispute is submitted to arbitration. 31. Miscellaneous. 31.1 Time of Essence. Time is of the essence to this Sublease. 31.2 Additional Rent. Any monetary obligation of Tenant to Landlord under the terms of this Sublease shall be deemed to be rent. 31.3 Amendments. This Sublease contains all agreements of the parties with Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 17 respect to any matter mentioned herein. No prior agreement or understanding pertaining to any such matter shall be effective. This Sublease may be modified only in a writing signed by all parties hereto. 31.4 Severability. The invalidity of any provision of this Sublease as determined by a court of competent jurisdiction, shall in no way affect the validity of any other provision hereof and it shall remain in full force and effect. 31.5 Waiver. No delay or omission in the exercise of any right or remedy of Landlord on any default by Tenant shall impair such right or remedy or be construed as a waiver. No act or conduct of Landlord, including. without limitation, the acceptance of the keys to the Premises, shall constitute an acceptance of the surrender of the Premises by Tenant before the expiration of the Term. Only a written notice from Landlord to Tenant shall constitute an acceptance of the surrender of the Premises and accomplish a termination of the Sublease. Landlord's consent to or approval of any act by Tenant requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent act by Tenant. Any waiver by Landlord of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Sublease. 31.6 Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 31.7 Covenants and Conditions. Each provision of this Sublease to be performed by Tenant shall be deemed both a covenant and a condition. 31.8 Governing Law. This Sublease shall be governed by the laws of the State of California. 31.9 Heirs, Successors and Assigns. Subject to the provisions restricting assignment or subletting by Tenant, or other provisions of this Sublease, this Sublease shall be binding on the parties, their respective heirs, personal representatives, successors and assigns. 31.10 Authority. Each individual executing this Sublease on behalf of such entity represents and warrants that he or she is duly authorized to execute and deliver this Sublease on behalf of that entity. If Landlord requests, Tenant shall provide Landlord with evidence of such authority satisfactory to Landlord. 31.11 Written Notice or Consent of Parties. Whenever a notice, consent or approval of either party is required, the notice, consent or approval shall be in writing. 31.12 Captions. The captions of this Sublease shall have no effect on its interpretation. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 18 31.13 Construction. As used in this Sublease, the masculine, feminine or neuter gender and the singular or plural numbers shall each be deemed to include the other whenever the context so indicates. This Sublease shall be construed in accordance with its fair meaning, the captions being for the convenience of the parties only and not intended to describe or define the provisions in the portions of the Sublease to which they pertain. The terms of this Sublease have been freely negotiated by the parties and this Sublease shall not be construed against the drafter. 31.14 Joint and Several Obligations. If more than one (1) person is Tenant, the obligations imposed on Tenant are joint and several. LANDLORD: By: Addre P.O. Box 178569 San Diego, CA 92177 GIRLS CLUB n TENANT: INTEGRITY CHARTER SCHOOL rrPcfzpr BY: ,3l'1J Address: 70J /Vaf-w1c / Cat - r3f' 0 BWBSBS\Client Files\LBB\real es £at Boys' and Girls Club`dntegrity Charter School -National City -Payne Brancg\Sublease-Integrity-rcvised 5-13-14.wpd Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 19 EXHIBIT "A" That portion of Blocks 3 and 4 per Map No, 552, Records of San Diego County, California, November 4, 1914, together with closed and vacated to public use portions of 14''' Street, 15'h Street and C Avenue, described as follows: COMMENCING at the Southeast corner of said Block 4; Thence along the Southerly prolongation of the Easterly line of said Block 4, South 17°47'04" East, 4.24 feet to the POINT OF BEGINNING; 1. Thence leaving said line, South 71 ° 56' 15" West, 249.51 feet; 2. Thence South 28° 47' 57" West, 16.17 feet; 3. Thence North 79° 32' 30" West, 9.76 feet; 4. Thence North 88° 10' 29"West, 10.10 feet; 5. Thence South 81° 39' 55" West, '10.18 feet; 6. Thence South 68° 32' 00" West, 48.87 feet; 7. Thence North 71 ° 2D' 52" West, 29.69 feet; 8. Thence North 67° 43' 17' West, 19.80 feet; 9. Thence North 61° 15' 54" West, 39.52 feet; 10. Thence North 30° 13' 16" West, 15.13 feet; 11. Thence North 23° 2.2' 20" East, 37.88 feet; 12. Thence North 37° 26' 19" East, 69.13 feet; 13. Thence North 43° 43' 42" East, 79.18 feet; 14. Thence North 51 ` 18' 19" East, 19.29 feet; 15. Thence North 60° 34' 10" East, '128.19 feet; 16. Thence North 16° 40' 03" West, 41.65 feet; 17. Thence North 34° 52' 24" East, 27.92 feet; 18. Thence North 71° 34' 26" East, 89.80 feet to the Northerly prolongation of Easterly line of said Block 4; 19. Thence along said line, South 17° 47' 04" East, 266.11 feet to the POINT OF BEGINNING. Said land contains 75, 760 S.F„ more or less. This legal description has been prepared by me, or under my direction, in conformance with the Professional 4and urveyors Act. Signature: Jot R. Berggren, L.S. 6000 Lic nse Expires 12/31/2010 Date: January 4, 2009 LINE TABLE LIE BEARING DISTANCE LINE BEARING DISTANCE L1 S71'56'15"W 249.51' 211 S23'22'207 37.68' _2 528'47'57"W 16.17' L12 N37'26'19'E 69.13' 23 579'32'30"E 9.76' L13 N43'43'42"E 79.18' L4 S88'10'29"E 10.10' L14 N51'18'19'E 19,23' L5 N81'39'5511 10.18' L15 569'34'10'W 128.19' L6 N68'32'00'E 48.87' L16 S16'40'03" E 41.65' !J S71'20'52"E 29.69 L17 S34'5224'W ' 27.92' L6 N67'4317"W 19.60' L18 S71'34'26" W 89.80' L9 1\161'15'54"W 39.52' L19 S17`47'04"E 266.11' L10 S30'13'16"E 15.13' BLOCK 4 ) POINT OF COMMENCEMENT 0 CURRENT SOUTHEAST \ �/ y/ \ 7 i, LEASE CORNER OF �/ ( v AREA BLOCK 4 4.24' --1 t - " \` \ o %''' , -- . `��" ` - 0 P0!NT OF Vt. . L4T�BEGINNING \ No. 600J �/ `CALE 1'= 100' NEW LEASE AREA = 75,670 SF !N ASSOCIATION WITH: TETRA TECH 3EZGGRE\ & ASSOCIATES LAND SURVEYING AND RIGHT OF WAY MAPPING 5046 CORNERSTONE COURT WEST #116 SAP! DIEGO, CALIFORNIA '92121 (658) 824-0034 / (658) 824-0036 EXHIBIT "B" (Copy of the Club's Lease with the City of National City) Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 28 ltnflR [FJrtm 615, 51125. 0016 CQOIVPLAN M060 51. 11=t=..a lmnn ml, 11410 r1.a ant+ 1111 CI • • pa1s,'T1 8IM$ DO011 P 1.0121012 py AIa01114.12. % o1iEAlaLaFJrt m6t a55I- 011FLf m r1n15Hntf 1gai:enl lAyi s�;:.1.1; LL9n/WSE 1.•i VI115221115 611- 1011.116 I2,1122 1uwHerµ 1o. a4vua1ul Il a.05v 1Nnni9Jn.0 ._,]I[ `.;T1rM n. •a - 1 fWiC 411 L1t ti. lOGlic Pa ITIa M1HRo IItt OIb 444. a':1I,1�1 uma./ r'M glair SAairMI 1- 011, Ya0n1 �GI.IIIYII1101 N .aw1a1vnemrPat«uw Pin." -case bLn IIGIICO TvaR I.TI Y•!. IrfU I.0 nh 11 Iu! aµ 1:5' 2I2 15 lin MT 191*RM, lY a: 1 •.t Im cn rtf HIIgMQ.'TI 1IS•1. ...IVLu. SII Itla lY ua�11c 10T Yt r1V1I19 P1WA MLYI4t11 2122 21 41,50 01 IYv .0tl 4141 1' WOVI r4 f 11! .Y .ieablvl. .U' 16a N1a11i 1 b l l t Y l l,aAe leTally lvY - 3! 61Wa t211t100l0 Y1LQ O IYO. am: WIN err mu ra l+m .. avva111.0.21.2 n1E4 cn ea Pop 110.11111 Rin 120 25. !.n n0Yllar I. 40 KJv afa 19 111 1. TJeSt el4a 0 4 111 tt,l l a 2r,'.I a. na 511eRRW.OI1�OCC M11, 1. a{flareRW. c 1. 11..1JIW1. m 07 40T •/ unarm n.'h. 1. mw44cal01 nlw unman. 1. 11AL4,51Qr la•`DI[t ryw.4{Q,1,,awFC..iJla b ,11111Y1. ler t .14 t 1'•se tl.l(M.1_•1f111m' "at MI="L440 6. 60•0U Call 4.g4242YnIR IV 1UMIC qM 1 LL6. 1u41ye .C111 u. otllwal0a 1101w11JM11u1. 9u1m991.. 1.. 10.11m1, 411771, It43WC1 n11400, n, Ilil11A1111rAC.-la Ill•nun vu11a , :n7nl• 1r. n1140* fY4M St. !Y 11. Ira Yry, pylgm aka, a! v. I.K! artHa! 1aat1: 2111TAW 411.. U. 111ww Lay Pal 1 •I 1 U• 1'0. 1rt.1. Lt. 11.E1q 0401r•11'41 l.l• 10. n, La. a. 1:1 a1C man=al P.A. Ut (UANaa. 1.. I I.Y 1(111 ray". 1M1 141.91.1. 01 9 I al R L1ie' Y4YJ40 Cat IJ521 6.11az mtrw&L se am, lupclr n.Srn..IL i 1214042 n1e.!!a Cl4r,I a. II. w 40199 Ran. ll. R• u1a *R Itn16l LL LA. p1 0.10 bP. U. tl aas. at PIMA IUI. n. Iaar�a� hMIT16 a 410. 11 rTA.IbKL [t a a.U. RL le1411e1 Ca... .t1•.} H Ina n. SfFy R'L'VLL 4, 1 pLnl a RaVEOC f VT1RI¢rtK f99I 4aa V.. rt, tl1!404(tna1l0M1w 111.• 2111t I1r11q e1W241 1111. Ya �eu441g1 n1041111TVn1. O2 FLOOR PLAN MOTES Exhibit C - All Program Areas except Youth Center Area which is outlined /1/111016 200.Ett TIIEL- I 01515 WA 0120 r,1111 V 1111101(1. ctt. U 2101100 110C FLOOR PLAII 052111, 1" 011£ A2.:! FIRST AMENDMENT TO SUBLEASE THIS FIRST AMENDMENT TO SUBLEASE is made effective July 1, 2014 by and between the BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, a California nonprofit corporation (the "Club" or "Landlord") and INTEGRITY CHARTER SCHOOL ("Integrity" or "Tenant"). Recitals A. The Club entered into a Sublease with Integrity effective, July 1, 2014, subject to the written consent of the City of National City (the "City") to use a portion of the Premises located at 1430 "D" Avenue, National City, California (the "Property") as a public charter school. B. The Property is located on public parkland and therefore may or may not be used for certain purposes. C. Pursuant to requirements by the City and a Second Amendment of the Lease between the City and the Club, the Club and Integrity now agree to amend and modify the Sublease upon the terms and conditions set forth herein and as further provided in the amended Lease. NOW, THEREFORE, in consideration of the mutual promises and covenants of the respective parties hereto, it is mutually agreed as follows: 1. Section 1. Section 1 of the Sublease dated July 1, 2014 shall be amended to read as follows: 1. Subleased Premises. Subject to the written approval of this Sublease by the City, the written consent hereto by the City and to the provisions of the Lease between the City and the Club, as amended from time to time, the Club hereby subleases to Integrity and Integrity subleases from the Club, upon all of the terms and conditions set forth in this Sublease, a portion of the Property including six (6) identified classrooms for kindergarten through second grade, use of the boys' and girls' bathrooms, use of the computer lab, use of the gymnasium and the school -age children's playground as shown on the attached Exhibit "C" incorporated herein by reference (the "Premises") as well as non-exclusive use of the common areas as described below. Integrity shall have no right of possession of any remaining portions of the real property or improvements located thereon. This Sublease subordinates to the applicable covenants and conditions of the Lease between the City and the Club. In the event of conflict between the provisions of this Sublease and those of the Lease between the City and Club, the Lease, as amended from time to time, between the City and the Club shall control. Portions of the Property are subject to shared use by Integrity, the Club and other users, including but not limited to the gymnasium, computer lab, bathrooms and common access ways ("Common Areas") (collectively "Shared Use Space"). The specific hours of use of portions of the Premises are more particularly set forth in Section 4.5 below. For all additional or incidental use, if any, the parties shall use their best efforts to cooperate with the scheduling and shared use. 2. Section 2.2: Section 2.2 of the Sublease shall be amended to add the following: Any Renewal Term of this Sublease shall require the written consent of the City. 3. In all other regards, the Sublease dated July 1, 2014 shall continue in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to Sublease to be executed as of the date specified above. THE CLUB: By. y h lock, President and CEO INTEGRITY id 'in Susie Fahey, Director CONSENTED TO THE CITY-F NATIONAL CITY By: n Morrison, Mayor (print name and title) APPROVED AS TO FORM AND CONTENT By: Claudia Silva, City Attorney Q:\LBB\real estate\Boys' and Girls' Club\Integrity Charter School -National City -Payne Brancg\Lease-First Amendment.doc SUBLEASE This Sublease ("Sublease") is dated May 1, 2014 and is effective as of the latter of the signature dates below ("Effective Date") between the BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, a California nonprofit corporation (the "Club" or "Landlord") and EPISCOPAL COMMUNITY SERVICES, a California nonprofit corporation ("EC Services" or "Subtenant") (each a "party" and collectively the "parties"). Recitals A. The Club leases the real property located at 1430 "D" Avenue, National City, California 91950, County of San Diego, State of California (the "Property" sometimes referred to as the "Payne Family Branch"), as more particularly described in Exhibit "A" attached hereto and incorporated herein by reference, from the City of National City ("City"), which property is improved with a `Building". A true and correct copy of said Lease between the Club and the City of National City is attached hereto as Exhibit "B" and incorporated herein by reference. B. Pursuant to the Lease between the City and the Club dated August 16, 2011, Club is granted the right to sublet a portion of the Property, including the Building on the Property, only with the prior written consent of the City. Therefore, the effectiveness of this Sublease is expressly made contingent upon the Club's receipt of the City's written consent, if written consent is required by the City, as set forth below. C. EC Services desires to sublease a portion of the Property (the "Premises" as defined below) for the purpose of operating a Head Start Program but may not begin operating the Head Start Program until (i) certain improvements have been made to outfit the Premises for the Head Start Program, including the installation of a partition between the classrooms in the Premises and a door to provide access between the kitchen and the classrooms, as depicted on the Floor Plan attached hereto as Exhibit "C" ("Front -End Improvements") and (ii) all permits and licenses required to lawfully use the Premises for the head Start Program ("Program Approvals") have been obtained and are in force or waived by EC Services. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCII 1 D. The parties intend that EC Services have access to the Premises after the Effective Date of this Sublease to begin obtaining Program Approvals and readying the Premises for operation of the Head Start Program, but that Rent will not be payable or begin to accrue until the Commencement Date. E. The Club desires to sublease a portion of the Property to EC Services for said purpose. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Subleased Premises. 1.1 Sublease Contingent Upon and Subject to Approval by City. Subject to the written approval of this Sublease by the City, the written consent hereto by the City and to the provisions of the Lease between the City and the Club, the Club hereby subleases to EC Services and EC Services subleases from the Club, upon all of the terms and conditions set forth in this Sublease, exclusive use of the Youth Center, Youth Office, storage and restrooms as listed and/or depicted on the Floor Plan attached hereto as Exhibit "C" and incorporated herein by reference (the "Premises") as well as non-exclusive use of the common areas as described below. EC Services shall have no right of possession of any remaining portions of the real property or improvements located thereon. This Sublease subordinates to the applicable covenants and conditions of the Lease, as amended from time to time, between the City and the Club. In the event of conflict between the provisions of this Sublease and those of the Lease, as amended between the City and Club, the Lease, as amended between the City and the Club shall control. 1.2 Sublease Contingent Upon and Subject to EC Service's Ability to Obtain Required Licenses and Approvals. The effectiveness of this Sublease is contingent upon the ability of EC Services to obtain the required license and environmental approvals, clearances and certifications at the sole cost and expense of EC Services. In the event EC Services does not, after good faith attempts, obtain all required licences, environmental approvals, clearances and certifications, any rent payments made shall be reimbursed to EC Services and no further payments shall be required. Except, any modifications or alterations made to the Premises in anticipation of occupation by EC Services shall returned to the condition prior to the modification or alteration, at the sole and absolute discretion of the Club. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 2 1.2 Acceptance of Premises. 1.2.1 By signing this Sublease, EC Services represents and warrants that is has independently inspected the Premises and made or will make all tests, investigations, and observations necessary to satisfy itself of the condition of the real property. EC Services agrees it is relying solely on such independent inspection, tests, investigations, and observations in making this Sublease. EC Services further acknowledges that the Premises is in the condition called for by this Sublease and EC Services does not hold Club responsible for any defects in the real property. EC Services acknowledges that neither Landlord nor Landlord's agent, if any, has made any representation or warranty as to the present or future suitability of the Premises or the building for the conduct of EC Services' business. 1.2.2 California Civil Code Section 1983 Disclosure. EC Services further acknowledges that the Property has not been inspected by a Certified Access Specialist (CASp) and it has not been determined or reported whether the Property is in compliance with California Civil Code Section 55.53 to meet all applicable construction related access standards. The Property has not been reviewed for any ecologically sensitive areas including but not limited to wetlands, flood plains, aquifers or conservation areas. 2. Term; Commencement Date. 2.1 The term ("Term") of this Sublease is for a period of fifty-nine (59) months and shall commence on the commencement Date defined in Paragraph 2.2 below and shall expire on June 30, 2019 unless sooner terminated under the terms of this Sublease. 2.2 Commencement Date. The Commencement Date of this Sublease shall be the earlier of completion of the Front -End Improvements and Program Approvals or the date the Premises is delivered to EC Services, but in no event later than August 11, 2014. 2.3 Option to Extend Term. As long as EC Services is not in default of any material term or condition of this Sublease, upon written approval of both parties, EC is granted the option to extend the Term of this Sublease for an additional term of five (5) years ("Extended Term"), on the same terms and conditions as provided in this Sublease. EC Services shall exercise its option to extend, if at all, by delivering written notice to Club of such election ("Notice of Election") no later than December 31, 2018. The Extended Term shall become effective upon the written approval by the Club. In addition, the Extended Term shall be subject to renewal of the charter petition, which is controlled by the San Diego Unified School District. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCII 3 3. Rent. Rent and Additional Costs paid to the Club by EC Services shall be referred to as Monthly Consideration. 3.1 Base Rent. EC Services shall pay to Club a Base Rent as minimum monthly rent, without deduction, setoff, prior notice, or demand the sum of $3,534.30 per month ('`Base Rent"). Monthly installments of Base Rent shall be payable monthly, in advance, on the first day of each month. The first month's rent shall be paid upon execution of this Sublease. The rent for any partial month shall be prorated on the basis of a thirty (30) day month. Rent shall be paid in lawful money of the United States to Club at the address set forth on the signature page of this Sublease or to such other person or at such other place as Club may designate in writing. 3.2 Rent Increase. The Base Rent shall be increased annually on the anniversary of the Commencement Date according to the All Urban Consumer Price Index for San Diego County, published by the United States Department of Labor, Bureau of Labor Statistics ("Index"), which is published for the date nearest the date of the anniversary of the Commencement Date of this Sublease as compared to the date immediately preceding the month in which the term of this Sublease commenced ("Beginning Index"). The Rent shall in no event ever decease below the prior year's Base Rent. 3.3 Additional Costs. In addition to the Base Rent, EC Services shall pay to the Club the following additional costs: 3.3.1 Utilities. EC Services shall pay to the Club 15% of the costs of the utilities, including water, gas and electrical for the Property. 3.3.2 Other Upkeep. EC Services shall pay to the club 18% of the cost of security, exterminator expenses and landscaping costs for the Property. 3.3.3 Payment of Additional Costs. Unless otherwise agreed in writing, EC Services shall pay all Additional Costs then due with the next monthly Rent installment. Additional Costs shall be estimated from the prior year's average monthly costs based on the Club's fiscal year which runs from July 1 through June 30 of each year ("Fiscal Year"). The difference between the estimated actual cost of utilities and the estimated paid per month will be reconciled by the Club quarterly and paid by or credited to EC Services on a quarterly basis, within thirty (30) days of the date of said bill. EC Services acknowledges and agrees that the Additional Costs after the Commencement Date may increase from the prior year's costs as the Premises where the Head Start Program will be operated may not have been used to the extent anticipated by this Sublease. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 4 3.3.4 EC Services shall be responsible for reimbursing the Club for the first $5,000 charged to the Club for architectural costs associated with redesigning plumbing for and the construction/replacement cost of the adult toilets with child toilets. 4. Use and Obligations of Parties. 4.1 Use. EC Services shall use those portion of the Club's Property subleased to EC Services herein solely for EC Services' Head Start Program, with a maximum limit of forty-five (45) pre-school children, located on the subleased Premises at any one time, and for no other purpose. 4.2 Compliance With Law; Rules and Regulations. 4.2.1 Compliance with Law. EC Services shall comply with and observe all statutes, ordinances, regulations, orders and decrees of federal, state and city governments, or any departments, bureaus or agencies thereof. and all covenants and restrictions and requirements regulating the use of the Premises, whether now in force or promulgated in the future. Any and all expense resulting from such compliance shall be born by EC Services. EC Services shall not use nor permit the use of the Premises in any manner which will tend to create waste or a nuisance or shall tend to disturb any other Subtenants in the building in which the Premises is located (the "Building"). 4.2.2 Rules and Regulations. EC Services agrees that it will abide by, keep and observe all reasonable rules and regulations which the Club may make from time to time for the management, safety, care and cleanliness of the Premises, the Building and the surrounding areas as well as for the convenience of other occupants and Subtenants of the Building, if any. The violation of any such rules and regulations shall be deemed a material breach of this Agreement by EC Services. 4.3 Obligations of EC Services. 4.3.1 EC Services shall obtain all required regulatory certificates necessary for the operation of the Head Start Program on the Premises. 4.3.1.1 In addition to any other requirements hereunder, EC Services shall provide the Club with copies of all licenses, regulatory permits and the required documentation needed to maintain currency, including but not limited to proof of insurance and other documents reasonably required by the Club and/or by the City. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 5 4.3.1.2 EC Services shall comply with the regulations, policies, guidelines and requirements, including OMB Circulars No. A-95, A-110 and FMC 74-4, as they relate to the application, acceptance and use of federal funds for federally assisted projects. 4.3.1.3 EC Services shall comply with E.O. 11246, "Equal Employment Opportunity", as amended by E.O. 11375, "Amending Executive Order 11246 to Equal Employment Opportunity", and as supplemented by regulations at 41 CFR Part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor". 4.3.1.4 Any contractor and subcontractor hired by EC Services shall fully comply with Title Vll of the Civil Rights Act of 1964, as amended, the California Fair Employment Practices Act, and any other Federal and State laws and regulations hereinafter enacted. 4.3.1.5 EC Services shall comply with the Copeland "Anti - Kickback" Act (18 U.S.C. 874), as supplemented by the Department of Labor Regulations (29 CFR Part 3, "Contractors and subcontractors on public building or public work financed in whole or in part by loans or grants from the United States"). 4.3.1.6 EC Services shall comply with the provisions of the Hatch Act, which limits the political activity of employees. 4.3.2 EC Services shall provide all staff, equipment and supplies, including educational curriculum, required to meet the specified requirements of the Head Start Program. 4.3.3 EC Services shall, at EC Services' sole expense, provide janitorial services to and keep in good order and condition the Premises and all parts thereof. EC Services shall not cause or permit any waste or injury to the Premises and shall keep the Premises free from any and all objectionable noises, odors, rubbish and debris inconsistent with the proper operation of the Head Start Program. 4.3.4 EC Services shall provide meals and/or snacks for Head Start children in accordance with the Child and Adult Care Food Programs (CACFP). 4.3.5 EC Services shall provide the program resources necessary to maintain compliance of the Premises with Community Care Licensing (Title XXII of the Health and Safety Code) and Head Start Performance Standards. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 6 4.3.6 EC Services shall provide Head Start enrollment preference to the children or family of Club Members to the maximum extent allowed by the terms of its grants. 4.3.7 As a material condition of this Agreement, EC Services shall be subject to and abide by any requirements and provisions contained in the City Lease dated August 16, 2011. In addition, EC Services acknowledges that this Agreement is subject to the City's approval of the hours of operation of EC Services. 4.3.8 Taxes. 4.3.8.1 Taxes. Subtenant recognizes and understands that this Sublease may create a possessory interest subject to property taxation, and that Subtenant may be subject to the payment of real property taxes levied on such interest. EC Services further agrees to pay any and all property taxes assessed during the term of this Sublease, pursuant to Section 107 and 107.1 of the Revenue and Taxation Code, against Subtenant's possessory interest in the Premises. Provided, however, Subtenant shall have no obligation to pay taxes, whether real property or possessory interest, properly assessed to the owner of the Property, the Club or the Club's interest under the Lease. 4.3.8.2 Taxes. EC Services shall pay before delinquency all taxes, assessments, license fees, and other charges ("Taxes") that are levied and assessed against EC Services' personal property installed or located in or on the Premises, if any, and that become payable during the Term. EC Services shall furnish the Club with satisfactory evidence of these payments, if any. If any Taxes on EC Services' personal property are levied against the Club or the Club's property, or if the assessed value of the Premises or Building is increased by the inclusion of a value placed on EC Services' personal property, and if the Club pays the Taxes on any of these items or the Taxes based on the increased assessment of these items, EC Services, on demand, shall immediately reimburse the Club for the sum of the Taxes levied against the Club and attributable to EC Services' personal property. The Club shall have the right to pay these Taxes regardless of the validity of the levy. 4.4 Responsibilities of the Parties Collectively. 4.4.1 The Parties shall work together toward the mutual goal of increasing the growth and development of pre-school age youth. 4.4.2 The Parties shall be responsible to ensure that prior to their individual performance of this Agreement, the Parties' employees, contractors and/or agents assigned to work at the Property are fingerprinted at a California State recognized facility for fingerprint clearance, as required by Title 22, community Care Licensing, State of California. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 7 The Parties agree not to place at the Property any of its employees, contractors or agents who have a conviction of a serious or violent felony, or sex offense, or controlled substance offense as defined by Title 22, Community Care Licensing, State of California. Upon request by either Party to the other, evidence of its compliance with this Section shall be provided in a commercially reasonable time frame. 4.4.3 Cooperate with the each other to ensure effective communication, optimum utilization of resources and the achievement of program goals and objectives. 4.4.4 Each Party shall establish safeguards to prohibit employees from using their positions for a purpose that is or gives the appearance of being motivated by a desire for private gain for themselves or others, particularly those with whom they have family, business or other ties. 4.4.5 The Parties acknowledge and agree that they shall not publish or use each other's name in any advertising, sales, promotional or other publicity materials without the prior written consent of the other party. 5. Maintenance, Repair and Alteration of Premises. No material alterations, improvements, installations or modifications may be made to the Premises without the prior written consent of the Club and if required, by the City. 5.1 Club's Obligations For Repair and Maintenance. Club shall repair and maintain in good condition those portions of the Premises as required by the Lease with the City of National City. To the fullest extent allowed by law, EC Services hereby expressly waives the benefits of any statute now or hereafter in effect including, but not limited to, Civil Code Sections 1941 and 1942, which would otherwise give EC Services the right to make repairs and deduct the cost thereof from rent or the right to terminate this Sublease because of Club's failure to keep the Premises in good order, condition and repair. 5.2 EC Services's Obligations For Repair and Maintenance. Subject to Club's obligations in Section 5.1 above and to the City's obligations under the Lease and ordinary wear and tear, damage due to casualty and condemnation as set forth below, at all times during the Term, EC Services' at EC Services' sole expense, keep in good order, condition and repair the Premises. All operation, maintenance, repair and replacement shall be made in compliance with all applicable laws and governmental regulations. If EC Services fails to perform EC Services' obligations under this Section 5.2 the Club may, at Club's sole option, enter the Premises and perform such obligations on EC Services' behalf and put the Premises or any part thereof in good repair. The cost therefor, together with interest thereon at the maximum rate then allowed by law, shall be immediately due and payable by EC Services to the Club. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 8 5.3 Common Areas. Common areas ("Common Areas") means all areas and facilities outside the Premises and within the exterior boundaries of the real property on which the Building and Premises are located and which are for the general use and convenience of EC Services and other Subtenants of the Building. Common Areas include, without limitation, sidewalks, entrance ways, service areas, patios, landscaped areas, hallways, public restrooms, stairways, parking areas, driveways, roadways, loading areas, elevators, and hallways. Club shall repair and maintain the Common Areas in good condition. Club may establish and enforce reasonable rules and regulations concerning the Common Areas. Further, Club may temporarily close any of the Common Areas for maintenance or repair purposes. Club may select a person or organization to maintain and operate any of the Common Areas. Club shall also have the right to make changes to the Common Areas including, without limitation, changes in the location of driveways, entrances, exits and parking spaces. 5.5 Alterations, Additions and Improvements. EC Services shall not make any alterations, additions or improvements to the Premises or the Building without the prior written consent of Club and the City, if required under the Lease. If such consent is granted, any such alteration, addition or improvement shall be made in accordance with all applicable federal, state and municipal laws, rules and regulations as well as all covenants and restrictions. This Section shall specifically include carpeting, window coverings, air lines, power panels, electrical distribution systems, lighting fixtures, space heaters, air conditioning, plumbing, cabinets and fencing. If Club grants such consent, Club may require EC Services to remove any and all such alterations, additions or improvements at the expiration of the Term and restore the Premises and/or the Building to its condition as of this commencement of this Sublease. If Club does not require such removal and restoration, all alterations, additions and improvements shall become the property of Club and remain upon and be surrendered with the Premises at the expiration of the Term. EC Services shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for EC Services at or for use in the Premises or the Building, which claims are or may be secured by any mechanic's or materialmen's lien against the Premises, Building or any interest therein. Club may also require EC Services to provide Club, at EC Services' sole cost and expense, a lien and completion bond in an amount equal to 1 1/2 times the estimated cost of such alterations, additions or improvements to insure Club against any liability for mechanic's and materialmen's liens and to insure completion of the work. The bond shall meet the requirements of Civil Code Section 3143. If EC Services shall, in good faith, contest the validity of any such claim, lien or demand, then EC Services shall, at its sole expense, defend itself and Club against the same and shall pay and satisfy any such adverse judgement that may be rendered thereon before the enforcement thereof against the Club or the Premises, upon the condition that if Club shall require, EC Services shall furnish to Club a surety bond satisfactory to Club in an amount equal to such contested lien, claim or demand indemnifying Club against Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 9 liability for the same and holding the Premises free from the effect of such lien, claim or demand. In addition, Club may require EC Services to pay Club's attorneys fees and costs of participating in such action. EC Services shall give Club not less than ninety (90) days written notice prior to the commencement of any work in the Premises, and Club shall have the right to post notices of nonresponsibility in the Premises. Any proposed alterations, additions or improvements shall be presented to Club in written form with detailed plans. If EC Services makes any alteration, addition or improvement without the prior written consent of Club and the City, the Club may require EC Services to remove any or all of the same. 6. Insurance and Indemnity. 6.1 Insurance. 6.1.1 EC Services' Liability Insurance. EC Services shall, at EC Services' sole expense, obtain and keep in force during the Term of this Sublease a policy of public liability insurance including combined single limit bodily injury and property damage insurance insuring the Club, the City and EC Services against any liability arising out of the ownership, use, occupancy and maintenance of the Premises and all areas appuragint thereto. Such insurance shall be a combined single limit policy in an amount not less than Two Million Dollars ($2,000,000.00) per occurrence. The policy shall insure performance by EC Services of the indemnity provisions of Section 6.2.Insurance required hereunder shall be with companies holding a general policy holders rating of at least A plus, or such other rating as may be required by the Club and the City. No policy shall be cancelable or subject to reduction in coverage or other modification except after thirty (30) days prior written notice to Club. EC Services shall not do or permit to be done anything which will invalidate any insurance policies required in this Section 6. All policies of insurance shall name Club and City (and at Club's option any additional parties designated by Club) as an additional insured. The limits of the insurance shall not, however, limit the liability of EC Services hereunder. Certificate of Insurance and such policy showing Club and the City as an additional insured shall be provided to Club and the City within ten (10) days of execution of this Sublease and each time said policy is renewed. 6.1.2 EC Services' Failure to Obtain Insurance. If EC Services fails to procure and maintain any insurance required by Section 6.1.1, Club may, but shall not be required to, procure and maintain such insurance. EC Services shall immediately reimburse Club for all costs therefor together with interest thereon at the maximum rate then allowed by law. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 10 6.1.3 Increase of Insurance. EC Services shall not operate, occupy, maintain, or use the leased portions of the Property in such a manner as to result in cancellation of the Club's insurance or results in an increase of the Club's liability and/or property damage insurance. In the event that the Club's insurance is increased solely by reason of EC Services' use, occupancy, maintenance, or operation of the leased premises, then EC Services shall promptly reimburse the Club for such increased cost upon demand by the Club. EC Services acknowledges that it shall have the sole responsibility for maintaining property damage insurance on its fixtures and equipment and other personal property located at the Premises. 6.1.4 Club's Insurance. Club at its sole cost and expense shall procure and maintain during the Term, commercial General Liability Insurance in an amount not less than $2,000,000 per occurrence. Coverage shall include but shall not be limited to coverage for bodily injury, loss of life or property damage occurring in or about the Building, the Common Area or the Premises. The policy shall name EC Services as an additional insured and shall cover Club's indemnity obligations under Section 6.2.2 below. The Club shall deliver a copy of such policy with in ten (10) days of execution of this Sublease and each time said policy is renewed. 6.2 Indemnity. 6.2.1 EC Sevices' Indemnity.EC Services shall indemnify and hold the Club and the City harmless from and against any and all claims arising from EC Services' use of the Premises, or from the conduct of EC Services' business or from any activity, work or thing done, permitted or suffered by EC Services in or about the Premises and the Property. EC Services shall further indemnify and hold Club and the City harmless from and against any and all claims arising from any breach or default in the performance of any obligation of EC Services under this Sublease or arising from any negligence of the EC Services or any of EC Services' agents, contractors or employees and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claim or any action or proceeding brought thereon. If any action or proceeding is brought against Club by reason of any such claim, EC Services, upon notice from Club, shall defend the same at EC Services' expense by counsel satisfactory to Club. EC Services, as a material part of the consideration to Club, hereby assumes all risk of damage to property or injury to persons in, upon or about the Premises arising from any cause and EC Services hereby waives all claims in respect thereof against Club. The indemnification provisions contained herein shall survive the termination of this Sublease with respect to any claim or liability occurring prior to such termination. 6.2.2 Club's Indemnity. Club hereby indemnifies and agrees to hold EC Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 11 Services harmless from, and to defend EC Services against any and all claims of liability for any injury or damage to any person or property occurring as a result of gross negligence or willful misconduct on the part of the Club, its agents, contractors or employees. The indemnification provisions contained herein shall survive the termination of this Sublease with respect to any claim or liability occurring prior to such termination. 6.3 Exemption of Club from Liability. EC Services hereby agrees that the Club and the City shall not be liable for injury to EC Services' business or for any loss of income therefrom or for damage to the goods, wares, merchandise or other property of EC Services, EC Services' employees, invitees, customers or any other person in or about the Premises and the Property. Further, the Club and the City shall not be liable for any injury to EC Services, EC Services' employees, agents or contractors whether such damage or injury is caused by or results from fire, steam, electricity, gas, water or rain or from breakage, leakage, obstruction or other defects of pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures, or from any other cause, whether the damage or injury results from conditions arising upon the Premises or upon other portions of the Property or from other sources or places and regardless of whether the cause of damage or injury or the means of repairing the same is inaccessible to EC Services. Club shall not be liable for any damages arising from any act or neglect of any other Subtenants of the Property. 7. Damage or Destruction. 7.1 Partial or Total Damage or Destruction of Premises. 7.1.1 Notwithstanding anything herein to the contrary, and subject to the cost requirements and City approval requirements under the Term of the Lease, in the event that the Premises or the Building are partially or totally damaged or destroyed, from any cause whatsoever, except through fault of EC Services, whether or not such damage or destruction is covered by the insurance required under Section 6, then Club may, at Club's sole option, either: 1) restore the Premises, Building, or improvements to the condition existing immediately prior to such damage or destruction and this Sublease shall remain in full force and effect; or 2) terminate this Sublease immediately; provided, however, that if the cost of restoration of the damage or destruction is Ten Thousand Dollars ($10,000.00) or Tess and insurance proceeds are available for such restoration, Club shall repair the Premises or Building to their condition existing immediately prior to the damage or destruction. 7.1.2 Any damage caused through fault of the EC Services shall be repaired and restored to the condition existing immediately prior to such damage or destruction at the sole cost and expense of the EC Services; provided, however, in no event shall the obligation of EC Services with respect to such cost and expense exceed $500,000.00. EC Services agrees that Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 12 preliminary steps toward performing repairs, restoration or replacement shall be commenced within thirty (30) days, and the required repairs, restoration, or replacement shall be completed within a reasonable time thereafter in a manner acceptable to Club, in Club's sole discretion. 7.2 Abatement of Rent. If the Premises are partially or totally damaged or destroyed, and if Club restores the Premises under the provisions of Section 7.1, monthly rent shall be abated proportionately with the degree to which EC Services' use of the Premises is impaired commencing from the date of damage or destruction and continuing during the period of such restoration until the restoration is completed so that EC Services may use the Premises for EC Services' usual business. 7.3 Waiver. EC Services waives the provisions of any statutes which relate to termination of leases when the thing leased is destroyed and agrees that such event shall be governed by the terms of this Sublease. 7.4 Waiver of Subrogation. The parties agree to have their respective property damage insurance carriers waive any right to subrogation that such companies may have against the Club or EC Services, as the case may be, so long a the insurance is not invalidated thereby. EC Services shall be responsible for and shall pay any increase in the Club's insurance premiums resulting from any loss or damage caused by EC Services, its officers, directors, employees, agents, guests, participants, invitees and the like, resulting from this waiver. EC Services shall pay said increase on an annual basis for a period of ten (10) years after such increase premium, if any, is charged to the Club. This obligation shall survive termination or expiration of this Sublease and any extension thereof. 8. Intentionally Left Blank. 9. Licenses and Permits. It shall be the sole and full responsibility of EC Services, at its cost, to obtain all permits and licenses as are necessary to the use, operation, occupancy and/or maintenance of the Premises. The City has informed the Club that no Conditional Use Permit ("CUP") is required to operate the subject Head Start Program. However, should any CUP be required in the future to operate the EC Services' head Start Program the cost of said CUP shall be paid for by the Club. The Club makes no representation or guarantee that a CUP can or will be obtained if required in the future. However, in no event shall the Club be responsible for any damages to EC Services in connection with the failure or inability to obtain the CUP in the event one is required. 10. Hours of Operation. Subject to the written consent of the City, if required, EC Services shall conduct its operation of the Head Start Program on the Premises during the following hours: Monday through Friday, except holidays, 7:00 a.m. to 6:00 p.m. during the Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 13 Head Start school year applicable to the Head Start Program operated at the Premises ("Operating Hours") and occasional evening or weekend use for Parent and/or Staff Meetings. Subject to the Lease and to any requirement by the City and/or the Club, EC Services may, in its reasonable discretion change the Operating Hours from time to time upon (i) two (2) weeks) written notice to the Club if such change is temporary or infrequent (e.g. special events, parent meetings, and other events not occurring regularly each month, or (ii) upon thirty (30) days written notice to Club if EC Services intends such change to be permanent or to last for more than one consecutive month. 11. Default. 11.1 EC Services's Default. The occurrence of any of the following shall constitute a default by EC Services: 11.1.1 Failure to pay rent or other sums when due. 11.1.2 Abandonment and vacation of the Premises (failure to occupy and operate the Premises for four (4) consecutive weeks, except for scheduled holidays or breaks shall be deemed an abandonment and vacation). 11.1.3 Failure to perform any other provision of this Sublease (a non - monetary default) if the failure to perform is not cured within thirty (30) days after notice has been given to EC Services. If the default cannot reasonably be cured within thirty (30) days, EC Services shall not be in default of this Sublease if EC Services commences to cure the default within the thirty (30) day period and diligently and in good faith continues to cure the default. Notices given under this Section 11.1.3 shall specify the alleged default and the applicable Sublease provisions, and shall demand that EC Services perform the provisions of this Sublease or pay the rent that is in arrears, as the case may be, within the applicable period of time, or quit the Premises. No such notice shall be deemed a forfeiture or a termination of this Sublease unless Club so elects in the notice. The purpose of the notice requirements set forth in this paragraph is to extend the notice requirements of the unlawful detainer statutes of California. No notices shall be required to be given under Section 11.1.1 or 11.1.2. 11.1.4 Violation by EC Services of any provisions of covenants, conditions and restrictions ("CC&Rs") and/or any other recorded documents affecting the Premises. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCI-I 14 11.1.5 No interest of EC Services in this Sublease shall be assignable by operation of law. Each of the following acts shall be considered an involuntary assignment and a default hereunder: 11.1.5.1 If EC Services is or becomes bankrupt or insolvent or is unable to pay EC Services's debts as they become due, makes an assignment for the benefit of creditors, or institutes a proceeding under the Bankruptcy Act in which EC Services is the bankrupt; or, if EC Services is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; 11.1.5.2 If a writ of attachment or execution is levied on this Sublease; 11.1.5.3 If in any proceeding or action to which EC Services is a party, a receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by EC Services and Club shall have the right to elect to terminate this Sublease, in which case this Sublease shall not be treated as an asset of EC Services. 12. Termination. This Sublease may be terminated as follows: 12.1 In the event that during the term of this Sublease, governmental funding is either eliminated or reduced to a point so as to render continued operation of the Head Start Program impractical or impossible, EC Services may terminate this Sublease upon ninety (90) days' written notice to the Club. 12.2 By Club, for EC Services's breach of any term, covenant or condition contained in this Sublease which is not cured within thirty (30) days immediately following written notice from the Club of such alleged breach. 12.3 By mutual agreement of the Parties hereto. 12.4 By Club in the event the Lease between the City and Club is terminated for any reason. 12.5 By the Club in the event EC Services fails to pay any monetary obligation under this Sublease within 30 days of the date due. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 15 12.6 By the Club in the event the Club finds it is practicably unable to continue operation of the Club at this Property and/or Premises. 12.7 Exception to Termination. Notwithstanding the above provisions regarding termination, this Sublease shall not be terminated by EC Services prior to June 30 in any year for which EC Services has received funding for its Head Start Program. 12.8 EC Services acknowledges and agrees that the Property is located on public parkland and therefore certain uses are not permitted. EC Services further acknowledges and agrees that this it shall not obtain any long term property interest in the Property or the Premises. EC Services further agrees that in the event there is any successful challenge to the use by EC Services, nothwithstanding any other provision of this Sublease, the City may cause EC Services to vacate the Premises and this Sublease shall be terminated. 12.9 Surrender; Termination. Upon termination of this Sublease. EC Services shall surrender the Premises to Landlord in the same condition as received, ordinary wear and tear excepted, clean and free of debris. EC Services shall repair any damage to the Premises occasioned by the installation or removal of its trade fixtures, furnishings and equipment. Unless Landlord requests the removal all alterations, improvements and additions shall become the property of the Club and remain upon and be surrendered with the Premises at the expiration of the Term. Provided, however, EC Services shall have the right to remove any improvements, alterations or restorations purchased or constructed by EC Services using federal or other grant funding (collectively, "EC Services -Retained Improvements"), unless Club elects no later than 10 days before the expiration of the Sublease term, at Club's sole discretion, to purchase any such EC Services Retained Improvements from EC Services for a price that shall not be less than the depreciated book value of the EC Services -Retained Improvements to be acquired by the Club. The sale of any EC Services -Retained Improvements to Club, and the price to be paid by Club, shall be subject to the approval, at the time of sale, of the federal agency or other grantor of the funds. In the absence of such an election by Club and approval by the grantor of the funds, EC Services shall be entitled to remove the EC Services -Retained Improvements at the expiration or earlier termination of the Sublease and shall be responsible for restoration of the Premises to a condition, less reasonable wear and tear, prior to the occupation by EC Services. 12.10 In the event the Head Start Program is terminated hereunder, EC Services shall, subject to and upon the written consent of the parents or guardians of the children then enrolled in the program, provide to the Club a record of all students then participating in the program, which record shall include each student's name, the name of the student's parent(s) or guardian(s), address and telephone number. The purpose for providing said records shall be to allow the Club, in its sole discretion, to continue providing service similar in nature to the Head Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 16 Start Program to said students. 12.11 Holding Over. Any holding over by EC Services after the expiration of the Term of this Sublease or any extension thereof, shall create a month -to -month tenancy, upon the same terms and conditions herein contained; provided, however, that so long as EC Services continues to pay all rent due under this Sublease and comply with all other covenants, terms and conditions, Club shall not terminate such tenancy during the period from September 1 through June 30, except for such other termination rights expressly provided in this Sublease. 13. Late Charges. EC Services hereby acknowledges that late payment by EC Services to the Club of rent and other sums due under this Sublease will cause the Club to incur costs not contemplated by this Sublease, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges and late charges which may be imposed on the Club by the terms of any mortgage or trust deed covering the Premises or charge by the City. Accordingly, if any installment of rent or any other sum due from EC Services is not received by the Club within ten (10) days after such amount is due then EC Services shall immediately pay to Club a late charge equal to six percent (6%) of the overdue amount. The parties agree that such late charge represents a fair and reasonable estimate of the costs the Club will incur by reason of late payment by EC Services. Acceptance of the late charge by the Club shall in no event constitute a waiver of EC Services's default with respect to such overdue amount, nor prevent the Club from exercising any of the other rights and remedies granted under this Sublease. If a late charge is payable hereunder, whether or not collected, for three (3) installments of rent, then rent shall automatically become due and payable quarterly in advance, rather than monthly, not withstanding any other provision of this Sublease to the contrary. 14. Condemnation. 14.1 Definitions. "Condemnation" means: (a) the exercise of any governmental power, whether by legal proceedings or otherwise, by a condemnor; or (b) a voluntary sale or transfer by Club to any condemnor, either under threat of condemnation or while legal proceedings for condemnation are pending. "Date of Taking" means the date the condemnor has the right to possession of the property being condemned. "Award" means all compensation, sums, or anything of value awarded, paid or received on a total or partial condemnation. "Condemnor" means any public or quasi -public authority, or private corporation Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 17 or individual, having the power of condemnation. If, during the Term or during the period of time between the execution of this Sublease and the date the Term commences, there is a taking of all or any part of the Premises, Building, other improvements or real property of which the Premises are a part or of any interest in this Sublease by condemnation, the rights and obligations of the parties shall be determined pursuant to this Section. 14.2 Total Taking. If all of the square footage in the Premises is taken by Condemnation, this Sublease shall terminate on the Date of Taking. 14.3 Partial Taking. If a portion of the square footage but less than all of the square footage of the Premises or of the Building or the real property of which the Premises are a part, is taken by condemnation, Landlord, within sixty (60) days after the Date of Taking, may terminate this Sublease as of a date specified in a written notice given to EC Services by Landlord within that sixty (60) day period. If Landlord does not give notice of termination to EC Services within that sixty (60) day period, then this Sublease shall continue in full force and effect; provided, however, that if a portion of the square footage but less than all of the square footage in the Premises is taken, monthly rent shall be reduced by an amount that is in the same ratio to monthly rent as the total square footage in the Premises taken bears to the total square footage in the Premises immediately before that Date of Taking. 14.4 Waiver of California Code of Civil Procedure Section 1265.130. EC Services waives the provisions of Code of Civil Procedure Section 1265.130 allowing a party to petition the superior court to terminate this Sublease in the event of a partial taking of the Premises. 14.5 Restoration of Premises. If there is a partial taking of the Premises and this Sublease remains in full force and effect EC Services at its cost shall accomplish all necessary restoration with no abatement of rent. 14.6 Award. The entire award shall belong to and be paid to Landlord except that EC Services shall receive from the award a sum attributable to EC Services's improvements or alterations made to the Premises by EC Services in accordance with this Sublease which EC Services has the right to remove from the Premises pursuant to the provisions of this Sublease but elects not to remove. 15. No Broker. EC Services represents that neither the Premises, nor any portion of the Building, was presented to it or to any person representing it by any broker or finder and that no broker or finder was involved in the leasing of the Premises. EC Services warrants that no claim for commission for the leasing shall be presented to Landlord. Further, EC Services agrees to Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 18 indemnify and defend Landlord in the event of any such claims. 16. Assignment. 16.1 No Assignment. EC Services shall not voluntarily assign or encumber its interest in this Sublease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity to occupy or use all or any part of the Premises, without first obtaining Landlord's and the City's prior written consent which consent shall not be unreasonably withheld. Any assignment, encumbrance, or sublease without Landlord's prior written consent shall be voidable and, at Landlord's election, shall constitute a material default of this Sublease. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. 16.2 If Consent is Given. If Landlord consents to a sublease or assignment of this Sublease, EC Services immediately and irrevocably assigns to Landlord, as security for EC Services's obligations under this Sublease, all rent from any subletting of all or any part of the Premises as permitted by this Sublease, and Landlord, as assignee and as attorney -in -fact for EC Services, may collect such rent and apply it towards EC Services's obligations under this Sublease; except that, until the occurrence of an act of default by EC Services, EC Services shall have the right to collect such rent. All rent received by EC Services from its sublease in excess of the rent payable by EC Services to Landlord under this Sublease shall be paid to Landlord, or any sums to be paid by an assignee to EC Services in consideration of the assignment of this Sublease shall be paid to Landlord if Landlord consents to a sublease or assignment. If EC Services requests Landlord to consent to a proposed assignment or subletting, EC Services shall pay to Landlord, whether or not consent is ultimately given, Landlord's reasonable attorney's fees incurred in connection with each such request. 16.3 Assignment by Operation of Law. No interest of EC Services in this Sublease shall be assignable by operation of law. Each of the following acts shall be considered an involuntary assignment: 16.3.1 If Subtenant is or becomes bankrupt or insolvent, makes an assignment for the benefit of creditors or institutes a proceeding under the Bankruptcy Act in which Subtenant is the bankrupt; or, if Subtenant is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; 16.3.2 If a writ of attachment or execution is levied on this Sublease; 16.3.3 If, in any proceeding or action to which Subtenant is a party, a Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 19 receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by Subtenant and Landlord shall have the right to elect to terminate this Sublease, in which case this Sublease shall not be treated as an asset of EC Services. 17. Estoppel Certificate. Subtenant shall at any time and from time to time, upon not less than ten (10) days prior written notice from Landlord, execute, acknowledge, and deliver to Landlord a statement in writing certifying certain facts including, without limitation, that this Sublease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Sublease, as so modified, is in full force and effect) and the dates to which the rental, the security deposit, and other charges, if any, are paid in advance, and acknowledging that there are not, to Subtenant's knowledge, any uncured defaults on the part of Landlord hereunder, and no events or conditions then in existence which, with the passage of time or notice or both, would constitute a default on the part of Landlord hereunder, or specifying such defaults, events, or conditions, if any are claimed. It is expressly understood and agreed that any prospective purchaser or encumbrancer of all or any portion of the Premises or the Building or of the real property of which they are a part shall be entitled to rely upon any such statement. Subtenant's failure to deliver such statement within such time shall, at the option of Landlord, constitute a breach or default under this Sublease. If such option is not so exercised by Landlord, Subtenant's failure shall be conclusive upon Subtenant that (I) this Sublease is in full force and effect without modification except as may be represented by Landlord; (ii) that there are no uncured defaults in Landlord's performance; and (iii) that not more than one (1) months' rental has been paid in advance. If Subtenant fails to deliver the certificate within ten (10) days of delivery of notice, Subtenant irrevocably constitutes and appoints Landlord as its special attorney -in -fact to execute and deliver the certificate to a third party. 18. Subordination. Subtenant agrees upon request of Landlord to subordinate this Sublease and its rights hereunder to the lien of any mortgage, deed of trust or other encumbrance, together with any conditions, renewals, extensions, or replacements thereof, now or hereafter placed, charged or enforced against the Landlord's interest in this Sublease and the leasehold estate thereby created, the Premises, the Building or improvements included therein or the real property of which the Premises are a part, and deliver at any time and from time to time upon demand by Landlord any documents required to effectuate such subordination. In the event that Subtenant fails, neglects or refuses to execute and deliver any such document within ten (10) days after receipt of written notice to do so and the receipt by Subtenant of the document to be executed by it, Subtenant hereby appoints Landlord, its successors and assigns, the special attorney -in -fact of Subtenant irrevocably to execute and deliver any and all such documents for and on behalf of Subtenant; provided, however, that Subtenant shall not be required to effectuate such subordination, nor shall Landlord be authorized to effect such subordination on behalf of Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 20 Subtenant, unless the mortgagee or beneficiary named in such mortgage, deed of trust or other encumbrance shall first agree in writing, for the benefit of Subtenant, that so long as Subtenant is not in default under any of the provisions, covenants or conditions of this Sublease on the part of Subtenant to be kept and performed, that Subtenant's quiet enjoyment of the Premises will not be disturbed or interfered with by any trustee's sale or by any action or proceeding to foreclose said mortgage, deed of trust or other encumbrance. In the event that the mortgagee or beneficiary of any such mortgage or deed of trust elects to have this Sublease a prior lien to its mortgage or deed of trust, then and in such event upon such mortgagee or beneficiary giving written notice to Subtenant to that effect, this Sublease shall be deemed a prior lien to such mortgage or deed of trust whether this Sublease is dated or recorded prior to or subsequent to the date of recordation of such mortgage or deed of trust. 19. City's Liability. The City shall mean only the owner or owners, at the time in question, of the fee interest in the Premises. In the event of any transfer of such fee interest, City shall be relieved from and after the date of such transfer of all liability under this Sublease provided that any funds in the hands of City at the time of such transfer, in which Subtenant has an interest, shall be delivered to the grantee. The obligations in this Sublease to be performed by City, if any shall be binding on City's successors and assigns only during their respective periods of ownership. 20. Interest on Past Due Obligations. Except as expressly herein provided, any amount due to a party and not paid when due shall bear interest at 10% from the date due until paid. 21. Notices. Any notice, demand, request, consent, approval or communication that either party desires or is required to give to the other or any other person shall be in writing and either served personally or sent by prepaid certified mail, first class, and shall be addressed to the other party at the address set forth under its name on the signature page of this Sublease. Either party may change its address by notifying the other party of the change of address in accordance with this Section. Notice shall be deemed effective upon receipt if personally delivered or seventy- two (72) hours from the date of mailing if mailed as provided in this Section. 22. Signs. Subtenant shall not place any sign upon the Premises, the Building or any improvements or the real property of which the Premises are a part without the Club's and the City's prior written consent. 23. Recording/Quitclaim Deed. This Sublease shall not be recorded without City's and Landlord's prior written consent. Subtenant shall execute and deliver to Landlord on the expiration or termination of this Sublease, immediately on Landlord's request, a quitclaim deed Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 21 to the Premises, in recordable form, designating Landlord as transferee. 24. Intentionally left blank. 25. Landlord's Right of Entry. Landlord, Landlord's agents and City shall have the right to enter the Premises at reasonable times for the purpose of inspecting the same, showing the Premises to prospective purchasers, lenders or Subtenants and making such alterations, repairs, improvements, or additions to the Premises or the Building as Landlord may deem necessary or desirable. City may at any time place on or about the Premises any ordinary "for sale" signs and Landlord may at any time during the last one hundred and eighty (180) days of the Term of the Sublease place on or about the Premises "For Lease" signs. 26. Attorney's Fees. If either party brings an action to enforce the terms of this Sublease or declare rights hereunder, the prevailing party in such action, arbitration or trial or appeal, shall be entitled to its reasonable attorney's fees and costs to be paid by the losing party as fixed by the court. 27. Security Measures. Subtenant hereby acknowledges that the rent payable to Landlord hereunder does not include the cost of guard service or other security measures and that Landlord shall have no obligation whatsoever to provide the same. Subtenant assumes all responsibility for the protection of Subtenant, its agents and invitees from acts of third parties. 28. Landlord's Right to Effect Performance. If Subtenant at any time fails to perform any covenant, term or condition of this Sublease, Landlord may after providing EC Services the notice and period for cure specified in Section 11.1.3, perform the same for the account of Subtenant, and any monies paid by Landlord on account thereof shall be deemed to be additional rent due under this Sublease, shall be immediately due and payable to Landlord and shall bear interest at the maximum rate allowable by law until paid by Subtenant to Landlord. 29. Intentionally left blank. 30. Miscellaneous. 30.1 Time of Essence. Time is of the essence to this Sublease. 30.2 Amendments. This Sublease contains all agreements of the parties with respect to any matter mentioned herein. No prior agreement or understanding pertaining to any such matter shall be effective. This Sublease may be modified only in a writing signed by all parties hereto. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 22 30.3 Severability. The invalidity of any provision of this Sublease as determined by a court of competent jurisdiction, shall in no way affect the validity of any other provision hereof and it shall remain in full force and effect. 30.4 Waiver. No delay or omission in the exercise of any right or remedy of Landlord on any default by Subtenant shall impair such right or remedy or be construed as a waiver. No act or conduct of Landlord, including, without limitation, the acceptance of the keys to the Premises, shall constitute an acceptance of the surrender of the Premises by Subtenant before the expiration of the Term. Only a written notice from Landlord to Subtenant shall constitute an acceptance of the surrender of the Premises and accomplish a termination of the Sublease. Landlord's consent to or approval of any act by Subtenant requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent act by Subtenant. Any waiver by Landlord of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Sublease. 30.5 Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 30.6 Covenants and Conditions. Each provision of this Sublease to be performed by Subtenant shall be deemed both a covenant and a condition. 30.7 Governing Law. This Sublease shall be governed by the laws of the State of California. 30.8 Heirs, Successors and Assigns. Subject to the provisions restricting assignment or subletting by EC Services, or other provisions of this Sublease, this Sublease shall be binding on the parties, their respective heirs, personal representatives, successors and assigns. 30.9 Authority. Each individual executing this Sublease on behalf of such entity represents and warrants that he or she is duly authorized to execute and deliver this Sublease on behalf of that entity. Each party shall provide the other party with evidence of such authority satisfactory to Landlord. 30.10 Written Notice or Consent of Parties. Whenever a notice, consent or approval of either party is required, the notice, consent or approval shall be in writing. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 23 30.11 Captions. The captions of this Sublease shall have no effect on its interpretation. 30.12 Construction. As used in this Sublease, the masculine, feminine or neuter gender and the singular or plural numbers shall each be deemed to include the other whenever the context so indicates. This Sublease shall be construed in accordance with its fair meaning, the captions being for the convenience of the parties only and not intended to describe or define the provisions in the portions of the Sublease to which they pertain. The terms of this Sublease have been freely negotiated by the parties and this Sublease shall not be construed against the drafter. 30.13 Mediation, Arbitration and Attorney's Fees. 30.13.1 Mediation of Disputes. Except as otherwise provided herein, the parties agree to mediate any dispute or claim arising between them out of this Agreement, or any resulting transaction, before resorting to arbitration. Mediation fees, if any, shall be divided equally among the parties involved. If, for any dispute or claim to which this paragraph applies, any party commences arbitration without first attempting to resolve the matter through mediation, or refuses to mediate after a request has been made, then that party shall not be entitled to recover attorney's fees, even if they would otherwise be available to that party in any such arbitration. 30.13.2 Arbitration of Disputes. Except as otherwise provided herein, any action to enforce or interpret this instrument or to resolve disputes between the parties regarding this instrument, shall be settled by binding arbitration in accordance with California law. Any party may commence arbitration by sending a written demand for arbitration to the other parties. Such demand shall set forth the nature of the matter to be resolved by arbitration. Arbitration shall be conducted at San Diego, California. The substantive law of the State of California shall be applied by the arbitrator to the resolution of the dispute. The parties shall share equally all initial costs of arbitration. The prevailing party shall be entitled to reimbursement of attorney fees, costs, and expenses incurred in connection with the arbitration. All decisions of the arbitrator shall be final, binding, and conclusive on all parties. Judgment may be entered upon any such decision in accordance with applicable law in any court having jurisdiction thereof. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 24 30.13.3 Exclusions from Mediation and Arbitration. The following matters are excluded from mediation and arbitration: (1) a judicial or non judicial foreclosure or other action or proceeding to enforce a deed of trust, mortgage or installment land sale contract as defined in California Civil Code §2985; (2) an unlawful detainer action; (3) the filing or enforcement of a mechanic's lien; and (4) any matter that is within the jurisdiction of a probate, small claims or bankruptcy court. The filing of a court action to enable the recording of a notice of pending action, for order of attachment, receivership, injunction, or other provisional remedies, shall not constitute a waiver of the mediation and arbitration provisions. Any party may commence arbitration by sending a written demand for arbitration to the other parties. Such demand shall set forth the nature of the matter to be resolved by arbitration. Arbitration shall be conducted at San Diego, California. The parties shall share equally all initial costs of arbitration. The prevailing party shall be entitled to reimbursement of attorney fees, costs, and expenses incurred in connection with the arbitration. All decisions of the arbitrator shall be final, binding, and conclusive on all parties. "NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE `ARBITRATION OF DISPUTES' PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE `ARBITRATION OF DISPUTES' PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY." WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE `ARBITRATION OF DISPUTES' PROVISION TO NEUT' sly.' TITRATION. INITIALS: (yin 30.14 Incorporation of Recitals. Recital provisions set forth above are an integral part of this Agreement and are by this reference incorporated herein as though set forth in full. Sublease -BOYS' AND GIRLS' CLUBS AND FC SERVICES NATIONAL CITY BRANCH 25 30.15 Counterparts. This Sublease may be executed in one or more counterparts, each of which shall be considered an original of this Agreement. LANDLOR►>J : I / AND GIRLS CLUB OF GREATER SAN DIEGO By: Da erlock, CEO Ads ss: P.O. Box 178569 San Diego, CA 92177 Tel. #: 858-866-0591 Facsimile: 858-866-0595 E-mail: dsherlock@sdyouth.org Subtenant: EC Services By: Christopher Address: Tel. #: Facsimile: E-mail: ics, Chief Administrative Officer 40 Mile of Cars Way, Suite 350 National City, CA 91950 619-228-2800 619-228-2801 cmarics a�ecscalifornia.org APPROVED AS TO FORM AND CONTENT CITY OF N By: Ron Morrison, Mayor (print name and title) ONAL CITY \`,wbsbslclient files \LBB\real estate\Boys' and Girls' Club\Episcopal Community Servicos \Sublease -revised 7-14-14wpd Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCI I 26 EXHIBIT "A" That portion of Blocks 3 and 4 per Map No, 552, Records of San Diego County, California, November 4, 1914, together with closed and vacated to public use portions of 14`h Street, 15'h Street and C Avenue, described as follows: COMMENCING at the Southeast corner of said Block 4; Thence along the Southerly prolongation of the Easterly line of said Block 4, South 17°47'04" East, 4.24 feet to the POINT OF BEGINNING; 1. Thence leaving said line, South 71 ° 56' 15" West, 249.51 feet; 2. Thence South 28° 47' 57" West, 16.17 feet; 3. Thence North 79° 32' 30" West, 9.76 feet; 4. Thence North 88° 10' 29" West, 10.10 feet; 5. Thence South 81 ° 39' 55" West, 10.18 feet; 6. Thence South 68° 32' 00" West, 48.87 feet; 7. Thence North 71 ° 20' 52" West, 29.69 feet; 8. Thence North 67° 43' 17' West, 19.80 feet; 9. Thence North 61 ° 15' 54" West, 39.52 feet; 10. Thence North 30° 13' 16" West, 15,13 feet; 11. Thence North 23° 22' 20" East, 37.88 feet; 12. Thence North 37° 26' 19' East, 69.13 feet; 13. Thence North 43° 43' 42" East, 79.18 feet; 14. Thence North 51 ° 18' 19" East, 19.29 feet; 15. Thence North 60° 34' 10" East, 128.19 feet; 16. Thence North 16° 40' 03' West, 41.65 feet; 17. Thence North 34° 52' 24' East, 27.92 feet; 18. Thence North 71 ° 34' 26" East, 89.80 feet to the Northerly prolongation of Easterly line of said Block 4; 19. Thence along said line, South 17° 47' 04" East, 266.11 feet to the POINT OF BEGINNING. Said land contains 75, 760 S.F., more or less. This legal description has been prepared by me, or under my direction, in conformance with the Professional and urveyors Act. Signature: Jo n R. Berggren, L.S. 6000 Lic-nse Expires 12/31/2010 Date: January 4, 2009 n LINE TABLE LINE BEARING DISTANCE LINE BEARING DISTANCE Li S71'56'15'W 249.51' L11 S23'22'20"W 37.88' L2 S 28'47'57"W 16.17' L12 N37'26'19'E 69.13' L3 S7932'30"E 9.76' L13 N43'43'42'E 79.18' L4 588'10'29"E 10.10' L14 N51'18'19"E 19.28' L5 N81'39'55"E 10.18' L15 56034'10'W 128.19' L6 I N68'32'001 48.87' L16 S16'40'03"E 41.65' L7 S71'20'52'E 29.69' L17 534'52'24'W 27.92' L8 1\167'43'17"W 19,80' L18 S71'34'26"W 89.80' LB 1 N61'15'54"W 39.52' L19 S17'47'04"E 266,11' L10 S30'13'16"E 15.13' A/IAP 552 BLOCK 3 L10 i / n X 7 + 1 '`. !, G . •L4 5 POINT OF COMMENCEMENT CURRENT SOUTHEAST LEASE CORNER OF AREA BLOCK 4 L3 L2 NEW LEASE \18 v 0 r m, G o BLOCK 4 , \ 4,24' L` POINT OF BEGINNING AREA = 75,670 SF SCALE 1'= 100' `1 IN ASSOCIATION WITH: TETRA.TECH 3EGGREN & ASSOCIATES LAND SURVEYING AND RIGHT OF WAY MAPPING 6045 CORNERSTONE COURT WEST j#116 SAN DIEGO, CALIFORNIA 92121 (858) 824-0934 / (858) 824-0036 EXHIBIT "B" (Copy of the Club's Lease with the City of National City) Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 28 Ifa tflntni 111(1 L41em 11 ?- Ai? :q ♦e 11=1' 0• 47twCOWS IW1P OFFS SIVA 1015 "a 51010O A SIu1, FiTk r.1 a I G[ 0 n ...oft A• r l-. 1 1 ra• 1 1.1 / A:Y. 4- -7,1, k-i--i ILJ' rl trq lr). I ql �\ �\I � rfi, 'tP�L3�r{{<e C ti%vV P E.OIlt.Ien FL6JiFPL MOGI S.F. VL=una 1e11,11, aal. AI11n Ia.. 1 1nu t11, (3 Exhibit C FIIICO Il111IL,R ,TJ51 J.C1C " c 1551 al ➢Ifr_c 'OIL L'i<M u,Ilt [ obzt4, n1 CO.M[?1-�[}1 Youth Center Area within outline only ( vS/]T ti 5,4 Z - I 1 r,OALSH 1Et F1OOI/USE I. O011[ Cr4111 RL tflf Ilt/ c1 1 K�ert }R •I {�eni wnc v 00; 11K ur q} IPA' 4lR[ M1Cf..tl f RIII\¢'I mf 'IIISn! [Ip0ES u1:L/xtl ru:0t E LII] _Lsno It ! iy1/ •. 'or lleer ia L •q o- ratM1l �1101.1 R'+u'v L .w 1 muK ..Iya,IJ 4�6 vltlIRu u( lu4 """ .0 Cimuuov {m u..c ., '. C6L"Nut 'rJ' lit tic flv 11110.1R] U1' Im It= pl( u1111.10 P, nl .'1[',. u'LL Lana, • Wm. 33.11 ti 1C1:a111. 411N1'�i1113 3Xi1P OId INJ, lull 1 Iet1AlO1 u' Mena vv<I ewe a [, (JJJ'J • Yl01l1,,t,"gIdr411;1'"0P ill lulel,w,l.fuertf. n1z1 � 1' tom +u u . 1 L IJ fixevlol. • eP .,u nLv'i 1 u e . 1 11 I P011 P'1u1a 1v', x t wwlm.44.11r. eel lulct v lua_ PC;EPI L. mit111 Aia ArnRr[ri] 1,1 1 1,11 ,.. .: ':vl.:a u.rst. 11111 411111G IXI. lell 11f1t1e10: 11$'JI CMG cvKIP N .1m1 11u 17 11 / 11 1, lu/.+.1 J. [u CLIL nw ret l4ulS V lve. h 1, 1. 11.0awYul[ tomes 4 eann11 qqa I1W3 4[fl 1 locum[llll(t16. . }111.4Eb VC.i Ii,10m11frl.l�:IIt?c rlJtIL nat F..3' .-wr.nsts. Gafn ; 33 t1.401Cir Ylµ.4¢':la;'➢e-E("L1'A111•�1110 tt4r:0 1.7. {plll.l'A :[f IIYEIK IYX 1 QCi.'NI::1:.F' aC[11 1 11_ 3I123111-e1Ill MIN.IttI. '1[ V11111'1. CS.. 'lt tl,rmla M1te111o¢ :1[,1]0, 1' 1[e/i 11IIlic.R1^n,A 1':_11n [L1u: tt.+ 11, GI. $iw[I 4.1.11 • Il. lll[([iry [nA 111. il[ �1 . al. .lin 0r :u114R1 <GS ¢[ ILL•11Uo. [1K1 Waste [staff, [1[ 41pIW Wt. 11. Tt.., 114. ml act,. tv• CIC, 0,1c. 11, L1 1110 ll10RS 1r [MII. [i l LLt[IAI[4. (1 11.1' 0414 [1Wt1+. q (Unpl. 31 1e 1 14 1 IZ.�. >FF1'b• vav�l 4144., 140 lltluo • 19t YID. 1wp1[a. 1.4 C1G, St. [Urn. rIEF[1114Cy.44RM.!. CIAI.1 P.111. RI.LH:. •W. 010¢1t.. 0011into. e1.1.10.4 u.le, A. Pl..... [ll 10.41e1Nt, 1G o01.4, 1G Ps,!IC nA. 10114, ta- 0.1 ILilatul, Ct1rtNsan.rnI1141 n 1,1,.3 r- [1att,v: 01o'' nlr.en11 CIIa 4, Ms.,s ]I. 41 bal,ttle1K M1ul epl441,12 v, Pa1. f2:11iUC h=n nitlw lE111,r]. _,. (, �14t1-1U RItIv.RW 111.' RIt11RIt.i1G L� 4[I1.4�11[4PU¢ GlFi11[g1 YI0.'u11A111P111. �::J, FLGCR PLAN MOTES �Il CLOG ❑:'II 101R 1411_,C1 SIRS: EO!S A110 Cin.9 Cl'.9 Cl- llnlnnrt rnl Iu11u1IC1 II7IC FLOOR KAII Si., Msg.., ACORD TN CERTIFICATE OF LIABILITY INSURANCE Date (MMIDD/YR) JJJ I/ IY THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies require an endorsement. A statement on this certificate does not confer rights to the certificate holder in Ileu of such endorsement(s). PRODUCER Heffernan Insurance Brokers 1350 Carlback Avenue Walnut Creek, CA 94596 CA License #0564249 CONTACT Ann McCants NAME: ac No,EXt): 925-934-8500 No). 925-934-8278 EMAIL ADDRESS: AnnM@heffins.com INSURERS AFFORDING COVERAGE NAIC # INSURED Episcopal Community Services 401 Mile of Cars Way, Ste. 350 National City, CA 91950 n.wrnai.rn ..�—.—.�.� ..... .•••� INSURER A: Nonprofits Insurance Alliance of CA 11845 INSURER B: Travelers Casualty & Surety 31194 INSURER C: INSURER D: INSURER E: INSURER F: • THIS 15 NOTWITHSTANDING ISSUED SUCH TO CERTIFY THAT POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 15 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. SR LNTRR TYPE OF INSURANCE ADDL INSR SUER WVD POLICY NUMBER POLICYEFF (AR.WD/YYYYI POLICY EX (MMIDDMYY) LIMITS GENERAL L LIABILITY EACH OCCURRENCE $ 1000,000 DAMAGE TO RENTED A X — COMMERCIAL GENERAL LIABILITY r� X 201401946NP0 02/28/2014 02/28/2015 PREMISES (Ea eeeurnrce) $ 500.000 — CLAIMs.MADE ) J(I OCCUR I I MED DU, (Any ono person) 8 20,000 X Professional $1 M Occur/53M Agg. PERSONAL 3 ADv NJURY $ 1.000.000 X Sexual Misconduct 51M Occr/$1MAgg. GENERAL AGGREGATE $3.000,000 GERI. AGGREGATE umrr APPLIES PER PRODUCTS - COMP/OP POLICY nf" �� PROJECT I ^ 1 LOC AGG 13,000,WO EMPLOYEE BENEFITS $ 1,000,000 A AUTOMO&LE LIABILITY X 201401946NPO 02/28/2014 02/28/2015 COMBINEDa N) SINGLE LIMIT S 1000 000 X ANY AUTO BODILY INJURY (Par person) $ OWNED AUTOS SC.HALL- AUTOS CEO BODILY INJURY (Par welder* $ X HIRED AUTOS )( NON-OWNEDPROPERTY DAMAGE AUTOS (Per accident) $ $ A X UMBRELLA UAB X OCCUR 201401946UMBNPO 02/282014 02/28/2015 EACH OCCURRENCE $10,000,000 EXCESS LIAR CLAIMS -MADE AGGREGATE 510,000000 DED X RETENTION Sexual Misconduct $5.000,000 $10000 Directors & °facers $1,000,000 WORKERS AND COMPENSATION EMPLOYERS' LIABILITY YIN WC STATII- TORY LIMITS DTHFJ2 ANY PROPRIETORPARTNdLD0:CUTIVE1 EL EACH ACCIDENT S OFFICER IeIOER OCCLUDED? ❑ WA EL DISEASE - EA IMalmtxy M N.H.) I deserts under DESORPTION OF EMPLOYEE $ Yes, OPERATIONS tacw EL DISEASE - POUCY LIMIT $ S Crime/Employee Theft 105751828 02/28/2014 02/28/2015UPI' $ +,000,000 Deductible: $ 25,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Rerearits Schedule, If more space Is required) Re: 1430 'D" Avenue, National City, CA 91950. City of National City is named as additional insured on General Liability and Automobile Liability policies par the attaelted endmsemenrs. Umbrella policy follows over General Liability and Automobile Liability coverages, as per form on file with company. CAmrllation notice for the General Liability and Automobile Liability policies are attached. City of National City Housing, Grants & Asset Management 140 East 12th Street, Suite B National City, CA 91950 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATNE ACORD 25 (2010105) C1-8.2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy Number: 201401946NPO COMMERCIAL GENERAL LIABILITY CG 20 26 07 04 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following; COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Any person or organization that you are required to add as an additional insured on this policy, under a written contract or agreement currently in effect, or becoming effective during the term of this policy, and for which a certificate of insurance naming such person or organization as additional insured has been issued, but only with respect to their liability arising out of their requirements for certain perform- ance placed upon you, as a nonprofit organization, in consideration for funding or financial contribu- tions you receive from them. The additional insured status will not be afforded with respect to liability arising out of or related to your activities as a real estate manager for that person or organization. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or organi- zation(s) shown in the Schedule, but only with respect to iabifty for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or In part, by your acts or omissions or the acts or omis- sions of those acting on your behalf: A. In the performance of your ongoing operations; or B. In connection with your premises owned by or rented to you. CG20260704 0 ISO Properties, Inc„ 2004 Page 1 of 1 ❑ Policy Number: 201401946NPO Nonprofits' Insurance Alliance of California •MKI$WMOVCl ... AearIpl IG-N7d5 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the follom ing: BUSINESS AUTO COVERAGE ONLY In consideration of the premium charged. it is understood and agreed that the following is added as an additional insured: (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) But only as respects a legally enforceable contractual agreement with the Named Insured and only for liability arising out of the Named lnsured's negligence and only for occurrences of coverages not otherwise excluded in the policy to which this endorsement applies. It is fiuther understood and agreed that irrespective of the number of entities named as insureds under this policy. in no event shall the company's limits of liability exceed the occurrence or aggregate limits as applicable by policy definition or endorsement. NIAC-A 1 (3/91) Policy Number: 201401946NPO IL02700912 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CALIFORNIA CHANGES - CANCELLATION AND NONRENEWAL This endorsement modes insurance provided under the following: CAPITAL ASSETS PROGRAM (OUTPUT POLICY) COVERAGE PART COMMERCIAL AUTOMOBILE COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART EMPLOYMENT -RELATED PRACTICES LIABILITY COVERAGE PART EQUIPMENT BREAKDOWN COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART MEDICAL PROFESSIONAL LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART A. Paragraphs 2. and 3. of the Cancellation Common Policy Condition are replaced by the following: 2. All Policies In Effect For 60 Days Or Less If this policy has been in effect for 60 days or less, and is not a renewal of a policy we have previously issued, we may cancel this policy by mailing or delivering to the first Named Insured, at the mailing address shown in the policy, and to the producer of record, advance written notice of cancellation, stating the reason for cancellation, at least: a. 10 days before the effective date of cancellation if we cancel for: (1) Nonpayment of premium; or (2) Discovery of fraud by: (a) Any insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. b. 30 days before the effective date of cancellation if we cancel for any other reason. 3. All Policies In Effect For More Than 60 Days a. If this policy has been in effect for more than 60 days, or is a renewal of a policy we issued, we may cancel this policy only upon the occurrence, after the effective date of the policy, of one or more of the following: (1) Nonpayment of premium, including payment due on a prior policy we issued and due during the current policy term covering the same risks. (2) Discovery of fraud or material misrepresentation by: (a) Any insured or his or her representative in obtaining this insurance; or (b) You or your representative in pursuing a claim under this policy. (3) A judgment by a court or an administrative tribunal that you have violated a California or Federal law, having as one of its necessary elements an act which materially increases any of the risks insured against. IL 02 70 09 12 © Insurance Services Office, Inc., 2012 Page 1 of 4 (4) Discovery of willful or grossly negligent acts or omissions, or of any violations of state laws or regulations establishing safety standards, by you or your representative, which materially increase any of the risks insured against Failure by you or your representative to implement reasonable loss control requirements, agreed to by you as a condition of policy issuance, or which were conditions precedent to our use of a particular rate or rating plan, if that failure materially increases any of the risks insured against. (6) A determination by the Commissioner of Insurance that the: (a) Loss of, or changes in, our reinsurance covering all or part of the risk would threaten our financial integrity or solvency; or (b) Continuation of the policy coverage would: (I) Place us in violation of Califomia law or the laws of the state where we are domiciled; or (ii) Threaten our solvency. (7) A change by you or your representative in the activities or property of the commercial or industrial enterprise, which results in a materially added, increased or changed risk, unless the added, increased or changed risk is included in the policy. b. We will mail or deliver advance written notice of cancellation, stating the reason for cancellation, to the first Named Insured, at the mating address shown in the policy, and to the producer of record, at least: (1) 10 days before the effective date of cancellation if we cancel for nonpayment of premium or discovery of fraud; or (2) 30 days before the effective date of cancellation if we cancel for any other reason listed in Paragraph 3.a. (5) Page 2 of d B. The following provision is added to the Cancellation Common Policy Condition: 7. Residential Property This provision applies to coverage on real property which is used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household personal property in a residential unit, if such coverage is written under one of the following: Commercial Property Coverage Part Fame Coverage Part — Faun Property — Farm Dwellings, Appurtenant Structures And Household Personal Property Coverage Form a. If such coverage has been in effect for 60 days or less, and is not a renewal of coverage we previously issued, we may cancel this coverage for any reason, except as provided in b. and c. below. b. We may not cancel this policy solely because the first Named Insured has: (1) Accepted an offer of earthquake coverage; or (2) Cancelled or did not renew a policy issued by the California Earthquake Authority (CEA) that included an earthquake policy premium surcharge. However, we shall cancel this policy if the first Named Insured has accepted a new or renewal policy issued by the CEA that includes an earthquake policy premium surcharge but fails to pay the earthquake policy premium surcharge authorized by the CEA. c. We may not cancel such coverage solely because corrosive soil conditions exist on the premises. This restriction (c.) applies only if coverage is subject to one of the following, which exclude loss or damage caused by or resulting from corrosive soil conditions: (1) Commercial Property Coverage Part — Causes Of Loss — Special Form; or (2) Farm Coverage Part — Causes Of Loss Fomi — Farm Property, Paragraph D. Covered Causes Of Loss — Special. © Insurance Services Office, Inc., 2012 IL 02 70 0912 C. The following is added and supersedes any provisions to the contrary: NonrenewaI 1. Subject to the provisions of Paragraphs C.2. and C.3. below, if we elect not to renew this policy, we wilt mail or deliver written notice, stating the reason for nonrenewal, to the first Named Insured shown in the Declarations, and to the producer of record, at least 60 days, but not more than 120 days, before the expiration or anniversary date. We will mail or deliver our notice to the first Named Insured, and to the producer of record, at the mailing address shown in the policy. 2. Residential Property This provision applies to coverage on real property used predominantly for residential purposes and consisting of not more than four dwelling units, and to coverage on tenants' household property contained in a residential unit, if such coverage is written under one of the following: Commercial Property Coverage Part Farm Coverage Part — Famt Property — Farm Dwellings, Appurtenant Structures And Household Personal Property Coverage Form a. We may elect not to renew such coverage for any reason, except as provided in b., c. and d. below. b. We will not refuse to renew such coverage solely because the first Named Insured has accepted an offer of earthquake coverage. However, the following applies only to insurers who are associate participating insurers as established by Cal. Ins. Code Section 10089.16. We may elect not to renew such coverage after the first Named Insured has accepted an offer of earthquake coverage, if one or more of the following reasons applies: (1) The nonrenewal is based on sound underwriting principles that relate to the coverages provided by this policy and that are consistent with the approved rating plan and related documents filed with the Department of Insurance as required by existing law; IL 02 70 0912 (2) The Commissioner of Insurance finds that the exposure to potential losses will threaten our solvency or place us in a hazardous condition. A hazardous condition includes, but is not limited to, a condition in which we make claims payments for losses resulting from an earthquake that occurred within the preceding two years and that required a reduction in policyholder surplus of at least 25% for payment of those daims; or (3) We have: (a) Lost or experienced a substantial reduction in the availability or scope of reinsurance coverage; or (b) Experienced a substantial increase in the premium charged for reinsurance coverage of our residential property insurance policies; and the Commissioner has approved a plan for the nonrenewals that is fair and equitable, and that is responsive to the changes in our reinsurance position. c. We will not refuse to renew such coverage solely because the first Named Insured has cancelled or did not renew a policy, issued by the California Earthquake Authority, that included an earthquake policy premium surcharge. d. We will not refuse to renew such coverage solely because corrosive soil conditions exist on the premises. This restriction (d.) applies only if coverage is subject to one of the following, which exclude loss or damage caused by or resulting from corrosive soil conditions: (1) Commercial Property Coverage Part — Causes Of Loss — Special Form; or (2) Farm Coverage Part — Causes Of Loss Fonn — Farm Property, Paragraph D. Covered Causes Of Loss — Special. 3. We are not required to send notice of nonrenewal in the following situations: a. If the transfer or renewal of a policy, without any changes in terms, conditions or rates, is between us and a member of our insurance group. © Insurance Services Office, Inc., 2012 Page 3 of 4 b. If the policy has been extended for 90 days or less, provided that notice has been given in accordance with Paragraph C.1. c. If you have obtained replacement coverage, or if the first Named Insured has agreed, in writing, within 60 days of the termination of the policy, to obtain that coverage. d. If the policy is for a period of no more than 60 days and you are notified at the time of issuance that it will not be renewed. e. If the first Named Insured requests a change in the terms or conditions or risks covered by the policy within 60 days of the end of the policy period. f. If we have made a written offer to the first Named Insured, in accordance with the timeframes shown in Paragraph C.1., to renew the policy under changed terms or conditions or at an increased premium rate, when the increase exceeds 25%. Page 4 of 4 © Insurance Services Office, Inc., 2012 IL 02 70 0912 HEFFERNAN INSURANCE BROKERS 1350 CARLBACK AVE. STE 200 WALNUT CREEK, CA 94596 CITY OF NATIONAL CITY HOUSING, GRANTS & ASSET MANAGEMENT STE B 140 E 12TH ST NATIONAL CITY CA 91950-3323 RESOLUTION NO. 2014 — 112 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE THE SECOND AMENDMENT TO THE LEASE BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE BOYS AND GIRLS CLUB OF GREATER SAN DIEGO, INC., CONSENTING TO A SUBLEASE AGREEMENT BETWEEN THE BOYS AND GIRLS CLUB AND INTEGRITY CHARTER SCHOOL, AND A SUBLEASE BETWEEN THE BOYS AND GIRLS CLUB AND EPISCOPAL COMMUNITY SERVICES FOR THE CITY -OWNED LAND AND BUILDING LOCATED AT 1430 "D" AVENUE WHEREAS, on August 16, 2011, the City Council adopted Resolution No. 2011- 183, approving a Lease with the Boys and Girls Clubs of Greater San Diego, Inc., ("Boys and Girls Club"); and WHEREAS, pursuant to this Lease, Boys and Girls Club is leasing from the City certain real property, including a building and other improvements, located at 1430 "D" Avenue (the "Property") for the purpose of maintaining a clubhouse thereon, and for promoting the physical, mental, and moral well-being of the boys and girls of the City of National City, and for boys and girls in the immediate vicinity; and WHEREAS, Section Six of the Lease requires that any subletting requires the City's prior written consent. The Boys and Girls Club desires to sublease to two new subtenants, Integrity Charter School ("Integrity") and Episcopal Community Services ("ECS"). Both Integrity and ECS would share the land and building located at 1430 "D" Avenue; and WHEREAS, Boys and Girls Club and the City seek to enter this Second Amendment to the Lease to allow for subletting; and WHEREAS, Integrity and the City are now desirous of entering into a sublease for the Property for the purpose of allowing Integrity to use six classrooms, bathrooms, computer labs, and the gymnasium for kindergarten through second grade; and WHEREAS, the term of the Integrity sublease will be for two years with a monthly payment to the Boys and Girls Club of $5,000. In addition, Integrity will pay to the Boys & Girls Club $30 for every non after -school program eligible student; and WHEREAS, ECS and the City are now desirous of entering into a sublease for the Property for the purpose of allowing ECS to use the Youth Center, Youth Office, storage, restrooms, and common areas to operate a Head State Program, which is a comprehensive child development program serving children from birth to five years old; and WHEREAS, the term of the ECS sublease will be for five years with a monthly payment to the Boys and Girls Club of $3,534.30. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of National City hereby authorizes the Mayor to execute the Second Amendment to the Lease by and between the City of National City and the Boys and Girls Clubs of Greater San Diego, Inc., allowing subletting of the land and building located at 1430 "D" Avenue. BE IT FURTHER RESOLVED, that the City Council of the City of National City hereby authorizes the Mayor to execute the Sublease with Integrity Charter School for the land and building located at 1430 "D" Avenue; and Resolution No. 2014 — 112 Page Two BE IT FURTHER RESOLVED, that the City Council of the City of National City hereby authorizes the Mayor to execute the Sublease with Integrity Charter School for the land and building located at 1430 "D" Avenue; and BE IT FURTHER RESOLVED, that the City Council of the City of National City hereby authorizes the Mayor to execute a sublease with Episcopal Community Services for the land and building located at 1430 "D" Avenue. PASSED and ADOPTED this 5th day of August, ATTEST: /i Mic ael R. Della, CitClerk ROVED AS TO FORM: va City Attorn on Morrison, Mayor Passed and adopted by the Council of the City of National City, California, on August 5, 2014 by the following vote, to -wit: Ayes: Councilmembers Cano, Morrison, Natividad, Rios. Nays: Councilmember Sotelo-Solis. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California City erk of the City of t` tional City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2014-112 of the City of National City, California, passed and adopted by the Council of said City on August 5, 2014. City Clerk of the City of National City, California By: Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT MEETING DATE: August 5, 2014 AGENDA ITEM NO. 26 ITEM TITLE: Resolution of the City Council of the City of National City authorizing the Mayor to execute the Second Amendment to the Lease by and between the City and the Boys and Girls Club of Greater San Diego, Inc., consenting to a Sublease Agreement between the Boys and Girls Club and Integrity Charter School and a Sublease between the Boys and Girls Club and Episcopal Community Services for the city -owned land and building located at 1430 "D" Avenue (Housing, Grants, and Asset Management) PREPARED BY: .lo Alejandro DEPARTMENT: Housing, Grants, & Asset Management PHONE: 619 336-4266 EXPLANATION: (Please see attached background report). APPROVED BY: - FINANCIAL STATEMENT: APPROVED: Finance ACCOUNT NO. APPROVED: MIS There are no direct financial impacts to the City. ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: FINAL ADOPTION: STAFF RECOMMENDATION: Approve the resolution. BOARD / COMMISSION RECOMMENDATION: ATTACHMENTS: 1. .Background Report 2. Amended Lease Agreement 3. Episcopal Community Services Sublease Agreement 4. Integrity Charter School Sublease Agreement Attachment 1 Background Report In 2011, the City of National City and the Boys and Girls Club (BAGC) entered into a 20-year lease agreement for use of the City -owned land and building located at 1430 D Avenue for the purposes of maintaining a clubhouse and promoting the physical, mental, and moral well-being of the boys and girls of the City of National City, and for boys and girls in the immediate vicinity. On August 16th, 2011 the City Council adopted Resolution 2011-183, which approved the 20-year lease agreement with the Boys and Girls Club. The BAGC pay $1 per year for rent. In order to assist the Boys and Girls Club with their operating costs, the City is willing to allow two (2) temporary and non-exclusive sublessees, Integrity Chart School (Integrity) and Episcopal Community Service (ECS) onto the city -owned land and building located at 1430 D Avenue. Both Integrity and ECS would share the land and facility with the BAGC. According to section six of the 20-year lease agreement, any subletting requires the City's prior written consent. Integrity, and ECS's monthly rent would be paid directly to the BAGC. The City is entitled to the net income, if any, up to the amount of the two subleases. Moreover, the City shall have the option to require the BAGC to operate and maintain the future Kimball Park Skate Park. If exercised, the City shall construct the Kimball Park Skate Park at its own cost and coordinate with the BAGC to develop a secure facility, which would allow the BAGC to control access. Second Amendment to 20-Year Lease Agreement The Second Amendment would allow subletting the city -owned land and building located at 1430 D Avenue to two (2) sublessees — Integrity Charter School and Episcopal Community Services. Both sublessees would share the land and building with the BAGC. Any revenue that exceeds the BAGC's annual operating costs shall be paid to the City. Integrity Chart School Sublease Agreement Terms The Sublease is for a two (2) year term with a one (1) year option to extend. Integrity will use six (6) identified classrooms for kindergarten through second grade. Furthermore, Integrity will have access to the BAGC's bathrooms, computer lab, and gymnasium. The base monthly rent is $5,000 per month for the ten (10) months they are using the site, which would conform as closely as possible to the school schedule of the National City School District. In addition to the monthly rent, Integrity will pay the BAGC $30 per student for those students who are not eligible in the after -school program. Summary of lease terms: • $5,000 per month to the BAGC • 2 years with a 1 year option • $30 to the BAGC for every non after -school program eligible student Episcopal Community Services Sublease Agreement Terms )j The Sublease is for a five (5) year term with an additional five (5) year option to extend. ECS will use the Youth Center, Youth Office, storage and restrooms, and common areas in order to operate a Head Start Program, which is a comprehensive child development program serving children from birth to five years old. The base monthly rent is $3,534.30. Summary of lease terms: • $3,534.30 per month to the BAGC • 5 year term with a 5 year option Recommendation Staff recommends approving the following: the second amendment to the 20-year lease agreement, which would allow subleasing; the sublease agreement with Integrity Charter School; and the sublease agreement with Episcopal Community Services. Attachment 2 SECOND AMENDMENT TO LEASE BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, INC. THIS SECOND AMENDMENT OF LEASE BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, INC. ("Second Amendment") is made as of this 5th day of August, 2014 by and between the CITY OF NATIONAL CITY ("Lessor") and the BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, a California nonprofit corporation ("Lessee" or the "Club"). Recitals A. Lessor is the owner of certain real property located at 1430 "D" Avenue, National City, situated in San Diego County, State of California (the "Property"). B. Lessor and Lessee executed a lease on effective August 16, 2011 (the "Lease"). Said Lease was amended by a First Amendment dated May 6, 2013. C. Pursuant to Section 3 of the Lease, the Leased Premises was leased to the Club to operate a Boys & Girls Club, and to promote the physical, mental, and moral well-being of the boys and girls of the City of National City and territory adjacent thereto, and to provide such means of education, wholesome recreation and proper guidance as may seem most likely and desirable for the accomplishment of the purposes set forth in the Lease. D. The Club now desires to sublease portions of the Leased Premises for use by a public Head Start Program open to the children of National City, at times and/or in areas the Club is not using for Club purposes. The public Head Start Program extends services to pre-school age children of National City who are currently not being served by the Club. E. The Club also desires to sublease portions of the Leased Premises for use by a public Charter School open to the children of National City, at times and/or places when the Club is not using the Leased Premises for Club purposes. F. Section 6 of the Lease permits subletting of the Leased Premises only with the prior written consent of the Lessor. G. Lessor and Lessee now desire to clarify the terms and conditions of use of the Leased Premises and to modify the Lease so that the two (2) subleases referenced in Recitals D and E can be entered into. NOW, THEREFORE, in consideration of the mutual promises and covenants of the respective parties hereto, it is mutually agreed as follows: Page 1 of 6 1. Section 3. Section 3 of the Lease shall be amended by the addition of the following: "3.1 The Club acknowledges and agrees that the Property is located on public parkland, and as such the Property may or may not be used for certain purposes. 3.2 The City hereby consents to Lessee's sublease (attached as Exhibit A) of a portion of the Premises for the operation of a public Episcopal Community Services Head Start Program conditioned upon the understanding and agreement of the Club that the sublessee's use is temporary, non-exclusive, operates at such times as the Club does not offer programming in certain areas of the Leased Premises and is consistent with and complementary to the primary purpose stated in Section 3 of the Lease. 3.3 The City hereby consents to Lessee's sublease and first amendment (both attached as Exhibit B) of a portion of the Premises for the operation of a public Integrity Charter School conditioned upon the understanding and. agreement of the Club that the sublessee's use is temporary, non-exclusive, operates at such times as the Club does not offer programming in certain areas of the Leased Premises and is consistent with and complementary to the primary purpose stated in Section 3 of the Lease. 3.4 In the event there is any successful interim or final order entered by a court of competent jurisdiction relating to a challenge of the use of the Premises by either or both sublessees, Lessee shall cause the sublessee(s) to vacate the premises within a reasonable amount of time or as otherwise provided by court order. 3.5 In the event any possessory interest taxes are assessed against the Lessee or the sublessee(s), the City shall not be responsible for the payment thereof and the Club and/or the sublessee(s) all be responsible for the tax assessment, if any. This provision is in addition to Lessee's obligation under Section 28 of the Lease." 2. Section 5. Section 5 shall be amended to add the following: "In the event the Lessee sublets the premises with the written consent of Lessor, Lessor shall be entitled to the net income, if any, up to the amount of the sublease. A certified annual income report, in the form approved by the City, and payment, if any, shall be due no more than 90 days from the City selected 12 Page 2 of 6 Attachment 2 month fiscal reporting period." 3. Section 11. Section 11 shall be amended by the addition of subsection a. as follows: "a. National City Skate Park. The Lessor currently operates and maintains a temporary skate board part located in Kimball Park. The Lessor anticipates a permanent skateboard park to be constructed and located in Kimball Park ("Kimball Park Skate Park"). Lessee agrees to operate and maintain all or a portion of the Kimball Park Skate Park, at the Lessor's option, subject to the terms and conditions of an amendment to the Lease as discussed below. If Lessor exercises this option, Lessor shall construct and pay for the construction of the skateboard part facility and work with the Lessee to build a secure facility allowing Lessee the ability to control access to the Kimball Park Skate Park. Lessee's operation and maintenance of the Kimball Park Skate Park shall be subject to a maintenance and operation amendment to the Lease." 4. Section 13. Section 13 shall be amended by the addition of a new Subsection b.iii. as follows: "iii. Any and all liability, obligations, damages, penalties, claims, liens, costs, charges, losses and expenses, including without limitation, reasonable fees and expenses of attorneys, expert witnesses and consultants, which may arise out of or be in any way connected with Lessee's sublease of the Premises or sublessee's use of the Premises. Lessee understands and agrees that this obligation is in addition to the indemnity obligations in Section 13.b.i. and is to be construed as a broad indemnity provision in favor of the indemnitees." In all other regards, the Lease dated August 16, 2011 as amended by the First Amendment dated May 6, 2013 shall continue in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to Lease to be executed as of the date specified above. Lessor: The City of National City By: Ron Morrison, Mayor Lessee: Boys & Girls Clubs of Greater San Diego, Inc. Page 3 of 6 By: Danny Sherlock, President and CEO By: Board Chairman APPROVED AS TO FORM: Claudia G. Silva, City Attorney Q:\LBA\real estatelBoys' and Girls' Clu6Wational City\Lease Second Amendment -revised 7-29-14-2.wpd Page 4 of 6 Attachment 3 SUBLEASE This Sublease ("Sublease") is dated May 1, 2014 and is effective as of the latter of the signature dates below ("Effective Date") between the BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, a California nonprofit corporation (the "Club" or "Landlord") and EPISCOPAL COMMUNITY SERVICES, a California nonprofit corporation ("EC Services" or "Subtenant") (each a "party" and collectively the "parties"). Recitals A. The Club leases the real property located at 1430 "D" Avenue, National City, California 91950, County of San Diego, State of California (the "Property" sometimes referred to as the "Payne Family Branch"), as more particularly described in Exhibit "A" attached hereto and incorporated herein by reference, from the City of National City ("City"), which property is improved with a "Building". A true and correct copy of said Lease between the Club and the City of National City is attached hereto as Exhibit "B" and incorporated herein by reference. B. Pursuant to the Lease between the City and the Club dated August 15, 2011, Club is granted the right to sublet a portion of the Property, including the Building on the Property, only with the prior written consent of the City. Therefore, the effectiveness of this Sublease is expressly made contingent upon the Club's receipt of the City's written consent, if written consent is required by the City, as set forth below. C. -EC Services desires to sublease a portion of the Property (the "Premises" as defined below) for the purpose of operating a Head Start Program but may not begin operating the Head Start Program until (i) certain improvements have been made to outfit the Premises for the Head Start Program, including the installation of' a partition between the classrooms in the Premises and a door to provide access between the kitchen and the classrooms, as depicted on the Floor Plan attached hereto as Exhibit "C" ("Front -End Improvements") and (ii) all permits and licenses required to lawfully use the Premises for the head Startogram ("Program Approvals") have been obtained and are in force or waived by EC Services. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 1 Attachment 3 D. The parties intend that EC Services have access to the Premises after the Effective Date of this Sublease to begin obtaining Program Approvals and readying the Premises for operation of the Head Start Program, but that Rent will not be payable or begin to accrue until the Commencement Date. E. The Club desires to sublease a portion of the Property to EC Services for said purpose. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. ,Subleased Premises, 1.1 Sublease Contingent Upon and Subject to Approval by City. Subject to the written approval of this Sublease by the City, the written consent hereto by the City and to the provisions of the Lease between the City and the Club, the Club hereby subleases to EC Services and EC Services subleases from the Club, upon all of the terms and conditions set forth in this Sublease, exclusive use of the Youth Center, Youth Office, storage and restrooms as listed and/or depicted on the Floor Plan attached hereto as Exhibit "C" and incorporated herein by reference (the "Premises") as well as non-exclusive use of the common areas as described below. EC Services shall have no right of possession of any remaining portions of the real property or improvements located thereon. This Sublease subordinates to the applicable covenants and conditions of the Lease, as amended from time to time, between the City and the Club. In the event of conflict between the provisions of this Sublease and those of the Lease, as amended between the City and Club, the Lease, as amended between the City and the Club shall control. 1.2 Sublease Contingent Upon and Subject to EC Service's Ability_ to Obtain, Required Licenses and Approvals. The effectiveness of this Sublease is contingent upon the ability of EC Services to obtain the required license and environmental approvals, clearances and certifications at the sole cost and expense of EC Services. In the event EC Services does not, after good faith attempts, obtain all required licences, environmental approvals, clearances and certifications, any rent payments made shall be reimbursed to EC Services and no further payments shall be required. Except, any modifications or alterations made to the Premises in anticipation of occupation by EC Services shall returned to the condition prior to the modification or alteration, at the sole and absolute discretion of the Club. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 2 Attachment 3 1.2 Acceptance of Premises, 1.2.1 By signing this Sublease, EC Services represents and warrants that is has independently inspected the Premises and made or will make all tests, investigations, and observations necessary to satisfy itself of the condition of the real property. EC Services agrees it is relying solely an such independent inspection, tests, investigations, and observations in making this Sublease. EC Services further acknowledges that the Premises is in the condition called for by this Sublease and EC Services does not hold Club responsible for any defects in the real property. EC Services acknowledges that neither Landlord nor Landlord's agent, if any, has made any representation or warranty as to the present or future suitability of the Premises or the building for the conduct of EC Services' business, 1.2.2 California Civil Code Section 1983 Disclosure. EC Services further acknowledges that the Property has not been inspected by a Certified Access Specialist (CASp) and it has not been determined or reported whether the Property is in compliance with California Civil Code Section 55.53 to meet all applicable construction related access standards. The Property has not been reviewed for any ecologically sensitive areas including but not limited to wetlands, flood plains, aquifers or conservation areas. 2. Term: Commencement Date 2.1 The term ("Term") of this Sublease is for a period of fifty-nine (59) months and shall commence on the commencement Date defined in Paragraph 2.2 below and shall expire on June 30, 2019 unless sooner terminated under the terms of this Sublease. 2.2 Commencement Date. The Commencement Date of this Sublease shall be the earlier of completion of the Front -End Improvements and Program Approvals or the date the Premises is delivered to EC Services, but in no event later than August 11, 2014. 2.3 Option to Extend Term, As long as EC Services is not in default of any material term or condition of this Sublease, upon written approval of both parties, EC is granted the option to extend the Term of this Sublease for an additional term of five (5) years ("Extended Term"), on the same terms and conditions as protided in this Sublease. EC Services shall exercise its option to extnd, if at all, by delivering written notice to Club of such election ("Notice of Election") n later than December 31, 2018. The Extended Term shall become effective upon the written approval by the Club. In addition, the Extended Term shall be subject to renewal of the charter petition, which is controlled by the San Diego Unified School District. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 3 Attachment 3 3. Rent. Rent and Additional Costs paid to the Club by EC Services shall be referred to as Monthly Consideration. 3.1$ase Rent. EC Services shall pay to Club a Base Rent as minimum monthly rent, without deduction, setoff, prior notice, or demand the sum of $3,534.30 per month ("Base Rent"). Monthly installments of Base Rent shall be payable monthly, in advance, on the first day of each month. The first month's rent shall be paid upon execution of this Sublease. The rent for any partial month shall be prorated on the basis of a thirty (30) day month. Rent shall be paid in lawful money of the United States to Club at the address set forth on the signature page of this Sublease or to such other person or at such other place as Club may designate in writing. 3.2 Rent Increase. The Base Rent shall be increased annually on the anniversary of the Commencement Date according to the All Urban Consumer Price Index for San Diego County, published by the United States Department of Labor, Bureau of Labor Statistics ("Index"), which is published for the date nearest the date of the anniversary of the Commencement Date of this Sublease as compared to the date immediately preceding the month in which the term of this Sublease commenced ("Beginning Index"). The Rent shall in no event ever decease below the prior year's Base Rent. 3.3 Additional Costs. In addition to the Base Rent, EC Services shall pay to the Club the following additional costs: 3.3.1 Utilities. EC Services shall pay to the Club 15% of the costs of the utilities, including water, gas and electrical for the Property. 3.3.2 Other Upkeep EC Services shall pay to the club 18%of the cost of security, exterminator expenses and landscaping costs for the Property. 3.3.3 payment of Additional Costa. Unless otherwise agreed in writing, EC Services shall pay all Additional Costs then due with the next monthly Rent installment. Additional Costs shall be estimated from the prior year's average monthly costs based on the Club's fiscal year which runs from July 1 through June 30 of each year ("Fiscal Year"). The difference between the estimated actual cost of utilities and the estimated paid per month will be reconciled by the Club quarterly and paid by or credit to EC Services on a quarterly basis, within thirty (30) days of the date of said bill. EC Sery ces acknowledges and agrees that the Additional Costs after the Commencement Date may i crease from the prior year's costs as the Premises where the Head Start Program will be operated may not have been used to the extent anticipated by this Sublease. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 4 Attachment 3 3.3.4 EC Services shall be responsible for reimbursing the Club for the first $5,000 charged to the Club for architectural costs associated with redesigning plumbing for and the construction/replacement cost of the adult toilets with child toilets. 4. Use and Obligations of Parties. 4.1 jag, EC Services shall use those portion of the Club's Property subleased to EC Services herein solely for EC Services' Head Start Program, with a maximum limit of forty-five (45) pre-school children, located on the subleased Premises at any one time, and for no other purpose. 4.2 Compliance With Law: Rules and Regulationst 4.2.1 Compliance with Law. EC Services shall comply with and observe all statutes, ordinances, regulations, orders and decrees of federal, state and city governments, or any departments, bureaus or agencies thereof and all covenants and restrictions and requirements regulating the use of the Premises, whether now in force or promulgated in the future. Any and all expense resulting from such compliance shall be born by EC Services. EC Services shall not use nor permit the use of the Premises in any manner which will tend to create waste or a nuisance or shall tend to disturb any other Subtenants in the building in which the Premises is located (the "Building"). 4.2.2 Mules and Regulations. EC Services agrees that it will abide by, keep and observe all reasonable rules and regulations which the Club may make from time to time for the management, safety, care and cleanliness of the Premises, the Building and the surrounding areas as well as for the convenience of other occupants and Subtenants of the Building, if any. The violation of any such rules and regulations shall be deemed a material breach of this Agreement by EC Services. 43 Obligations of EC Services. 4.3.1 EC Services shall obtain all required regulatory certificates necessary for the operation of the Head Start Program on the Premises. 4.3.1.1 In addition to any other requirements hereunder, EC Services shall provide the Club with copies of all licenses, regulatory permits and the required documentation needed to maintain currency, including but not limited to proof of insurance and other documents reasonably required by the Club and/or by the City. Sublease -BOYS' AND GIRLS' CUBS AND EC SERVICES NATIONAL CITY BRANCH 5 Attachment 3 4.3.1.2 EC Services shall comply with the regulations, policies, guidelines and requirements, including OMB Circulars No. A-95, A-110 and FMC 74-4, as they relate to the application, acceptance and use of federal funds for federally assisted projects. 4.3.1.3 EC Services shall comply with E.O. 11246, "Equal Employment Opportunity", as amended by E.O. 11375, "Amending Executive Order 11246 to Equal Employment Opportunity", and as supplemented by regulations at 41 CFR Part 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor". 4.3.1.4 Any contractor and subcontractor hired by EC Services shall fully comply with Title VII of the Civil Rights Act of 1964, as amended, the California Fair Employment Practices Act, and any other Federal and State laws and regulations hereinafter enacted. 4.3.1.5 EC Services shall comply with the Copeland "Anti - Kickback" Act (18 U.S.C. 874), as supplemented by the Department of Labor Regulations (29 CFR Part 3, "Contractors and subcontractors on public building or public work financed in whole or in part by loans or grants from the United States"). 4.3.1.6 EC Services shall comply with the provisions of the Hatch Act, which limits the political activity of employees. 4.3.2 EC Services shall provide all staff, equipment and supplies, including educational curriculum, required to meet the specified requirements of the Head Start Program. 4.3.3 EC Services shall, at EC Services' sole expense, provide janitorial services to and keep in good order and condition the Premises and all parts thereof. EC Services shall not cause or permit any waste or injury to the Premises and shall keep the Premises free from any and all objectionable noises, odors, rubbish and debris inconsistent with the proper operation of the Head Start Program. 4.3.4 EC Services shall provide meals and/or snacks for Head Start children in accordance with the Child and Adult Care Food Programs (CACFP). 4.3.5 EC Services shall provide the program resources necessary to maintain compliance of the Premises with Community Care Licensing (Title XXII of the Health and Safety Code) and Head Start Performance Standards. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH Attachment 3 4.3.6 EC Services shall provide Head Start enrollment preference to the children or family of Club Members to the maximum extent allowed by the terms of its grants. 4.3.7 As a material condition of this Agreement, EC Services shall be subject to and abide by any requirements and provisions contained in the City Lease dated August 16, 2011. In addition, EC Services acknowledges that this Agreement is subject to the City's approval of the hours of operation of EC Services. 4.3.8 Taxes. 43.8.1 Taxes, Subtenant recognizes and understands that this Sublease may create a possessory interest subject to property taxation, and that Subtenant may be subject to the payment of real property taxes levied on such interest. EC Services further agrees to pay any and all property taxes assessed during the term of this Sublease, pursuant to Section 107 and 107.1 of the Revenue and Taxation Code, against Subtenant's possessory interest in the Premises. Provided, however, Subtenant shall have no obligation to pay taxes, whether real property or possessory interest, properly assessed to the owner of the Property, the Club or the Club's interest under the Lease. 4.3.8.2 Taxes. EC Services shall pay before delinquency all taxes, assessments, license fees, and other charges ("Taxes") that are levied and assessed against EC Services' personal property installed or located in or on the Premises, if any, and that become payable during the Term. EC Services shall furnish the Club with satisfactory evidence of these payments, if any. If any Taxes on EC Services' personal property are levied against the Club or the Club's property, or if the assessed value of the Premises or Building is increased by the inclusion of a value placed on EC Services' personal property, and if the Club pays the Taxes on any of these items or the Taxes based on the increased assessment of these items, EC Services, on demand, shall immediately reimburse the Club for the sum of the Taxes levied against the Club and attributable to EC Services' personal property. The Club shall have the right to pay these Taxes regardless of the validity of the levy. 4.4 Responsibilities of the Parties Collectively. 4.4.1 The Parties shall work together toward the mutual goal of increasing file growth and development of pre-school age youth. 4.4.2 The Parties shall be responsible to ensure that prior to their individual performance of this Agreement, the Parties' employees, contractors and/or agents assigned to work at the Property are fingerprinted al a California State recognized facility for fingerprint clearance, as required by Title 22, community Care Licensing, State of California. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 7 Attachment 3 The Parties agree not to place at the Property any of its employees, contractors or agents who have a conviction of a serious or violent felony, or sex offense, or controlled substance offense as defined by Title 22, Community Care Licensing, State of California. Upon request by either Party to the other, evidence of its compliance with this Section shall be provided in a commercially reasonable time frame. 4.4.3 Cooperate with the each other to ensure effective communication, optimum utilization of resources and the achievement of program goals and objectives. 4A.4 Each Party shall establish safeguards to prohibit employees from using their positions for a purpose that is or gives the appearance of being motivated by a desire for private gain for themselves or others, particularly those with whom they have family, business or other ties. 4.4.5 The Parties acknowledge and agree that they shall not publish or use each other's name in any advertising, sales, promotional or other publicity materials without the prior written consent of the other party. 5. iVfaintenance. Repair and Alteration of Premises. No material alterations, improvements, installations or modifications may be made to the Premises without the prior written consent of the Club and if required, by the City. 5.1 Club's Obltgatlons For Repair and Maintenance. Club shall repair and maintain in good condition those portions of the Premises as required by the Lease with the City of National City. To the fullest extent allowed by law, EC Services hereby expressly waives the benefits of any statute now or hereafter in effect including, but not limited to, Civil Code Sections 1941 and 1942, which would otherwise give EC Services the right to make repairs and deduct the cost thereof from rent or the right to terminate this Sublease because of Club's failure to keep the Premises in good order, condition and repair. 5.2 EC Services's Obligations For Repair and Maintenance. Subject to Club's obligations in Section 5.1 above and to the City's obligations under the Lease and ordinary wear and tear, damage due to casualty and condemnation as set forth below, at all times during the Term, EC Services' at $C Services' sole expense, keep in good order, condition and repair the Premises. All operatidn, maintenance, repair and replacement shall be made in compliance with all applicable laws and governmental regulations. If EC Services fails to perform EC Services' obligations under this Section 5.2 the Club may, at Club's sole option, enter the Premises and perform such obligations on EC Services' behalf and put the Premises or any part thereof in good repair. The cost therefor, together with interest thereon at the maximum rate then allowed by law, shall be immediately due and payable by EC Services to the Club. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 8 Attachment 3 5.3 Common Areas. Common areas ("Common Areas") means all areas and facilities outside the Premises and within the exterior boundaries of the real property on which the Building and Premises are Iocated and which are for the general use and convenience of EC Services and other Subtenants of the Building. Common Areas include, without limitation, sidewalks, entrance ways, service areas, patios, landscaped areas, hallways, public restrooms, stairways, parking areas, driveways, roadways, loading areas, elevators, and hallways. Club shall repair and maintain the Common Areas in good condition. Club may establish and enforce reasonable rules and regulations concerning the Common Areas. Further, Club may temporarily close any of the Common Areas for maintenance or repair purposes. Club may select a person or organization to maintain and operate any of the Common Areas. Club shall also have the right to make changes to the Common Areas including, without limitation, changes in the location of driveways, entrances, exits and parking spaces. 5.5 Alterations. Additions and Improvements. EC Services shall not make any alterations, additions or improvements to the Premises or the Building without the prior written consent of Club and the City, if required under the Lease. If such consent is granted, any such alteration, addition or improvement shall be made in accordance with all applicable federal, state and municipal laws, rules and regulations as well as all covenants and restrictions, This Section shall specifically include carpeting, window coverings, air lines, power panels, electrical distribution systems, lighting fixtures, space heaters, air conditioning, plumbing, cabinets and fencing. If Club grants such consent, Club may require EC Services to remove any and all such alterations, additions or improvements at the expiration of the Term and restore the Premises and/or the Building to its condition as of this commencement of this Sublease. If Club does not require such removal and restoration, all alterations, additions and improvements shall become the property of Club and remain upon and be surrendered with the Premises at the expiration of the Term. EC Services shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for EC Services at or for use in the Premises or the Building, which claims are or may be secured by any mechanic's or materialmen's lien against the Premises, Building or any interest therein. Club may also require EC Services to provide Club, at EC Services' sole cost and expense, a lien and completion bond in an amount equal to 1 1/2 times the estimated cost of such alterations, additions or improvements to insure Club against any liability for mechanic's and materialmen's liens and to insure completion of the work. IThe bond shall meet the requirements of Civil Code Section 3143. If EC Services shall, in god faith, contest the validity of any such claim, lien or demand, then EC Services shall, at its sole expense, defend itself and Club against the same and shall pay and satisfy any such adverse judgement that may be -rendered thereon before the enforcement thereof against the Club or the Premises, upon the condition that if Club shall require, EC Services shall furnish to Club a surety bond satisfactory to Club in an amount equal to such contested lien, claim or demand indemnifying Club against Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 9 Attachment 3 liability for the same and holding the Premises free from the effect of such lien, claim or demand. In addition, Club may require EC Services to pay Club's attorneys fees and costs of participating in such action, EC Services shall give Club not less than ninety (90) days written notice prior to the commencement of any work in the Premises, and Club shall have the right to post notices of nonresponsibility in the Premises. Any proposed alterations, additions or improvements shall be presented to Club in written form with detailed plans. If EC Services makes any alteration, addition or improvement without the prior written consent of Club and the City, the Club may require EC Services to remove any or all of the same. 6. Insurance and Indemnity. 6.1 insurance. 6.1.1 EC Services' Liability Insurance, EC Services shall, at EC Services' sole expense, obtain and keep in force during the Term of this Sublease a policy of public liability insurance including combined single limit bodily injury and property damage insurance insuring the Club, the City and EC Services against any liability arising out of the ownership, use, occupancy and maintenance of the Premises and all areas app trx a -- thereto, Such insurance shall be a combined single limit policy in an amount not less than Two Million Dollars ($2,000,000.00) per occurrence. The policy shall insure performance by EC Services of the indemnity provisions of Section 6.2.Insurance required hereunder shall be with companies holding a general policy holders rating of at least A plus, or such other rating as may be required by the Club and the City. No policy shall be cancelable or subject to reduction in coverage or other modification except after thirty (30) days prior written notice to Club. EC Services shall not do or permit to be done anything which will invalidate any insurance policies required in this Section 6. All policies of insurance shall name Club and City (and at Club's option any additional parties designated by Club) as an additional insured. The limits of the insurance shall not, however, limit the liability of EC Services hereunder. Certificate of Insurance and such policy showing Club and the City as an additional insured shall be provided to Club and the City within ten (10) days of execution of this Sublease and each time said policy is renewed. 6.1.2 EC Services' Failure to %tain Insurance. If EC Services fails to procure and maintain any insurance required by Section 6.1.1, Club may, but shall not be required to, procure and maintain such insurance. EC Services shall immediately reimburse Club for all costs therefor together with interest thereon at the maximum rate then allowed by law. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 10 Attachment 3 6.1.3 Increase of Insurance. EC Services shall not operate, occupy, maintain, or use the leased portions of the Property in such a manner as to result in cancellation of the Club's insurance or results in an increase of the Club's liability and/or property damage insurance. In the event that the Club's insurance is increased solely by reason of EC Services' use, occupancy, maintenance, or operation of the leased premises, then EC Services shall promptly reimburse the Club for such increased cost upon demand by the Club. EC Services acknowledges that it shall have the sole responsibility for maintaining property damage insurance on its fixtures and equipment and other personal property located at the Premises. - 6.1.4 Club's Insurance. Club at its sole cost and expense shall procure and maintain during the Term, commercial General Liability Insurance in an amount not less than $2,000,000 per occurrence. Coverage shall include but shall not be limited to coverage for bodily injury, loss of life or property damage occurring in or about the Building, the Common Area or the Premises. The policy shall name EC Services as an additional insured and shall cover Club's indemnity obligations under Section 6.2.2 below. The Club shall deliver a copy of such policy with in ten (10) days of execution of this Sublease and each time said policy is renewed. 6.2 Indemnity. 6.2.1 EC Sevices' Indemnity.EC Services shall indemnify and hold the Club and the City harmless from and against any and all claims arising from EC Services' use of the Premises, or from the conduct of EC Services' business or from any activity, work or thing done, permitted or suffered by EC Services in or about the Premises and the Property. EC Services shall further indemnify and hold Club and the City harmless from andagainst any and all claims arising from any breach or default in the performance of any obligation of EC Services under this Sublease or arising from any negligence of the EC Services or any of EC Services' agents, contractors or employees and from and against all costs, attorney's fees, expenses and liabilities incurred in the defense of any such claim or any action or proceeding brought thereon. If any action or proceeding is brought against Club by reason of any such claim, EC Services, upon notice from Club, shall defend the same at }',C Services' expense by counsel satisfactory to Club. EC Services, as a material part of the consideration to Club, hereby assumes all risk of damage to property or injury to persons in, upon or about the Premises arising from any cause and EC Services hereby waives all claims in respect thereof against Club. The indemnification provisions contained herein shall survive the termination of this Sublease with respect to any claim or liability occurring prior to such termination. 6.2.2 Club's Indemnity. Club hereby indemnifies and agrees to hold EC Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 11 Attachment 3 Services harmless from, and to defend EC Services against any and all claims of liability for any injury or damage to any person or property occurring as a result of gross negligence or willful misconduct onthe part of the Club, its agents, contractors or employees. The indemnification provisions contained herein shall survive the termination of this Sublease with respect to any claim or liability occurring prior to sueh termination. 6.3 Exemption of Club from Liability. EC Services hereby agrees that the Club and the City shall not be liable for injury to EC Services' business or for any Toss of income therefrom or for damage to the goods, wares, merchandise or other property of EC Services, EC Services' employees, invitees, customers or any other person in or about the Premises and the Property. Further, the Club and the City shall not be liable for any injury to EC Services, EC Services' employees, agents or contractors whether such damage or injury is caused by or results from fire, steam, electricity, gas, water or rain or from breakage, leakage, obstruction or other defects of pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures, or from any other cause, whether the damage or injury results from conditions arising upon the Premises or upon other portions of the Property or from other sources or places and regardless of whether the cause of damage or injury or the means of repairing the same is inaccessible to EC Services. Club shall not be liable for any damages arising from any act or neglect of any other Subtenants of the Property. 7. Damage or Destruction. 7.1 Partial or Total Damage or Destruction of Premises. 7.1.1 Notwithstanding anything herein to the contrary, and subject to the cost requirements and City approval requirements under the Term of the Lease, in the event that the Premises or the Building are partially or totally damaged or destroyed, from any cause whatsoever, except through fault of EC Services, whether or not such damage or destruction is covered by the insurance required under Section 6, then Club may, at Club's sole option, either: I) restore the Premises, Building, or improvements to the condition existing immediately prior to such damage or destruction and this Sublease shall remain in full force and effect; or 2) terminate this Sublease immediately; provided, however, that if the cost of restoration of the damage or destruction is Ten Thousand Dollars ($10,000.00) or less and insurance proceeds are available for such restoration, tub shall repair the Premises or Building to their condition existing immediately prior to th damage or destruction. 7.1.2 Any damage caused through fault of the EC Services shall be repaired and restored to the condition existing immediately prior to such damage or destruction at the sole cost and expense of the EC Services; provided, however, in no event shall the obligation of EC Services with respect to such cost and expense exceed $500,000.00. EC Services agrees that Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 12 Attachment 3 preliminary steps toward performing repairs, restoration or replacement shall be commenced within thirty (30) days, and the required repairs, restoration, or replacement shall be completed within a reasonable time thereafter in a manner acceptable to Club, in Club's sole discretion. 7.2 Abatement of Rent. If the Premises are partially or totally damaged or destroyed, and if Club restores the Premises under the provisions of Section 7.1, monthly rent shall be abated proportionately with the degree to which EC Services' use of the Premises is impaired commencing from the date of damage or destruction and continuing during the period of' such restoration until the restoration is completed so that EC Services may use the Premises for EC Services' usual business. 7.3 Waiver. EC Services waives the provisions of any statutes which relate to termination of leases when the thing leased is destroyed and agrees that such event shall be governed by the terms of this Sublease. 7.4 Waiver of Subrogation. The parties agree to have their respective property damage insurance carriers waive any right to subrogation that such companies may have against the Club or EC Services, as the case may be, so long a the insurance is not invalidated thereby. EC Services shall be responsible for and shall pay any increase in the Club's insurance premiums resulting from any loss or damage caused by EC Services, its officers, directors, employees, agents, guests, participants, invitees and the like, resulting from this waiver. EC Services shall pay said increase on an annual basis for a period of ten (10) years after such increase premium, if any, is charged to the Club. This obligation shall survive termination or expiration of this Sublease and any extension thereof. 8. Intentionally Left Blank. 9. Licenses and Permits. It shall be the sole and MI responsibility of EC Services, at its cost, to obtain all permits and licenses as are necessary to the use, operation, occupancy and/or maintenance of the Premises. The City has informed the Club that no Conditional Use Permit ("CUP") is required to operate the subject Head Start Program. However, should any CUP be required in the future to operate the EC Services' Head Start Program the cost of said CUP shall be paid for by the Club. The Club makes no representation or guarantee that a CUP can or will be 9btained if required in the future. However, in no event shall the Club�e responsible for any damages to EC Services in connection with the failure or inability to ob m the CUP in the event one is required. 10. Hours of Operation. Subject to the written consent of the City, if required, EC Services shall conduct its operation of the Head Start Program on the Premises during the following hours: Monday through Friday, except holidays, 7:00 a.m. to 6:00 p.m, during the Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 13 Attachment 3 Head Start school year applicable to the Head Start Program operated at the Premises ("Operating Hours") and occasional evening or weekend use for Parent and/or Staff Meetings. Subject to the Lease and to any requirement by the City and/or the Club, EC Services may, in its reasonable discretion change the Operating Hours from time to time upon (i) two (2) weeks) written notice to the Club if such change is temporary or infrequent (e.g. special events, parent meetings, and other events not occurring regularly each month, or (ii) upon thirty (30) days written notice to Club if EC Services intends such change to be permanent or to last for more than one consecutive month. 11. Default. 11.1 EC Services's Default. The occurrence of any of the following shall constitute a default by EC Services: 11.1.1 Fai lure to pay rent or other sums when due. 11.1.2 Abandonment and vacation of the Premises (failure to occupy and operate the Premises for four (4) consecutive weeks, except for scheduled holidays or breaks shall be deemed an abandonment and vacation). 11.1.3 Failure to perform any other provision of this Sublease (a non - monetary default) if the failure to perform is not cured within thirty (30) days after notice has been given to EC Services. If the default cannot reasonably be cured within thirty (30) days, EC Services shall not be in default of this Sublease if EC Services commences to cure the default within the thirty (30) day period and diligently and in good faith continues to cure the default. Notices given under this Section 11.1.3 shall specify the alleged default and the applicable Sublease provisions, and shall demand that EC Services perform the provisions of this Sublease or pay the rent that is in arrears, as the case may be, within the applicable period of time, or quit the Premises. No such notice shall be deemed a forfeiture or a termination of this Sublease unless Club so elects in the notice. The purpose of the notice requirements set forth in this paragraph is to extend the notice requirements of the unlawful detainer statutes of California. to no ices shall be required to be given under Section 11.1.1 or 11.1.2. 11.1.4 Violation by EC Services of any provisions of covenants, conditions and restrictions ("CC&Rs") and/or any other recorded documents affecting the Premises. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 14 Attachment 3 11.1.5 No interest of EC Services in this Sublease shall be assignable by operation of law. Each of the following acts shall be considered an involuntary assignment and a default hereunder: 11.1.5.1 if EC Services is or becomes bankrupt or insolvent or is unable to pay EC Services's debts as they become due, makes an assignment for the benefit of creditors, or institutes a proceeding under the Bankruptcy Act in which EC Services is the bankrupt or, if EC Services is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; 11.1.5.2 If a writ of attachment or execution is levied on this Sublease; 11.1.5.3 if in any proceeding or action to which EC Services is a party, a receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by EC Services and Club shall have the right to elect to terminate this Sublease, in which case this Sublease shall not be treated as an asset of EC Services. 12. Termination, This Sublease may be terminated as follows: 12.1 In the event that during the term of this Sublease, governmental funding is either eliminated or reduced to a point so as to render continued operation of the Head Start Program impractical or impossible, EC Services may terminate this Sublease upon ninety (90) days' written notice to the Club. 12.2 By Club, for EC Services's breach of any term, covenant or condition contained in this Sublease which is not cured within thirty (30) days immediately following written notice from the Club of such alleged breach. 12.3 By mutual agreement of the Parties hereto. 12.4 By Club in the event the Lease between the City and Cub is terminated for any reason. 12.5 By the Club in the event EC Services fails to pay any monetary obligation under this Sublease within 30 days of the date due. Sublease -BOYS' AND GIRLS' CUBS AND EC SERVICES NATIONAL CITY BRANCH 15 Attachment 3 12.6 By the Club in the event the Club finds it is practicably unable to continue operation of the Club at this Property and/or Premises. 12.7 Exception to Termination, Notwithstanding the above provisions regarding termination, this Sublease shall not be terminated by EC Services prior to June 30 in any year for which EC Services has received funding for its Head Start Program. 12.8 EC Services acknowledges and agrees that the Property is located on public parkland and therefore certain uses are not permitted. EC Services further acknowledges and agrees that this it shall not obtain any long term property interest in the Property or the Premises. EC Services further agrees that in the event there is any successful challenge to the use by EC Services, nothwithstanding any other provision of this Sublease, the City may cause EC Services to vacate the Premises and this Sublease shall be terminated. 12.9 ,Surrender; Termination. Upon termination of this Sublease, EC Services shall surrender the Premises to Landlord in the same condition as received, ordinary wear and tear excepted, clean and free of debris. EC Services shall repair any damage to the Premises occasioned by the installation or removal of its trade fixtures, furnishings and equipment. Unless Landlord requests the removal all alterations, improvements and additions shall become the property of the Club and remain upon and be surrendered with the Premises at the expiration of the Term. Provided, however, EC Services shall have the right to remove any improvements, alterations or restorations purchased or constructed by EC Services using federal or other grant funding (collectively, "EC Services -Retained Improvements"), unless Club elects no later than 10 days before the expiration of the Sublease term, at Club's sole discretion, to purchase any such EC Services Retained Improvements from EC Services for a price that shall not be less than the depreciated book value of' the EC Services -Retained Improvements to be acquired by the Club. The sale of any EC Services -Retained Improvements to Club, and the price to be paid by Club, shall be subject to the approval, at the time of sale, of the federal agency or other grantor of the funds. In the absence of such an election by Club and approval by the grantor of the funds, EC Services shall be entitled to remove the EC Services -Retained Improvements at the expiration or earlier termination of the Sublease and shall be responsible for restoration of the Premises to a condition, less reasonable wear and tear, prior to the occupation by EC Services. 12.10 In the event t4e Head Start Program is terminated hereunder, EC Services shall, subject to and upon the written consent of the parents or guardians of the children then enrolled in the program, provide to the Club a record of all students then participating in the program, which record shall include each student's name, the name of the student's parent(s) or guardian(s), address and telephone number. The purpose for providing said records shall be to allow the Club, in its sole discretion, to continue providing service similar in nature to the Head Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 16 Attachment 3 Start Program to said students. 12.11 if -Wilding Over. Any holding over by EC Services after the expiration of the Term of this Sublease of any extension thereof; shall create a month -to -month tenancy, upon the same terms and conditions herein contained; provided, however, that so long as EC Services continues to pay all rent due under this Subleaseand comply with all other covenants, terms and conditions, Club shall not terminate such tenancy during the period from September I through June 30, except for such other termination rights expressly provided in this Sublease. 13, Late Charges. EC Services hereby acknowledges that late payment by EC Services to the Club of rent and other sums due under this Sublease will cause the Club to incur costs not contemplated by this Sublease, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges and late charges which may be imposed on the Club by the terms of any mortgage or trust deed covering the Premises or charge by the City. Accordingly, if any installment of rent or any other sum due from EC Services is not received by the Club within ten (10) days after such amount is due then EC Services shall immediately pay to Club a late charge equal to six percent (6%) of the overdue amount, The parties agree that such late charge represents a fair and reasonable estimate of the costs the Club will incur by reason of late payment by EC Services. Acceptance of the late charge by the Club shall in no event constitute a waiver of EC Services's default with respect to such overdue amount, nor prevent the Club from exercising any of the other rights and remedies granted under this Sublease. If a late charge is payable hereunder, whether or not collected, for three (3) installments of rent, then rent shall automatically become due and payable quarterly in advance, rather than monthly, not withstanding any other provision of this Sublease to the contrary. 14. Condemnation, 14.1 Definitions. "Condemnation" means: (a) the exercise of any governmental power, whether by legal proceedings or otherwise, by a condemnor; or (b) a voluntary sale or transfer by Club to any condemnor, either under threat of condemnation or while legal proceedings for condemnation are pending. 'Date. of Taking" means the date the condemnor has the rightito possession of the property being condemned. "Award" means ail compensation, sums, or anything of value awarded, paid or received on a total or partial condemnation. "Condemnor" means any public or quasi -public authority, or private corporation Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 17 Attachment 3 or individual, having the power of condemnation. If, during the Term or during the period of time between the execution of this Sublease and the date the Term commences, there is a taking of all or any part of the Premises, Building, other improvements or real property of which the Premises are a part or of any interest in this Sublease by condemnation, the rights and obligations of the parties shall be determined pursuant to this Section. 14.2 Total Taking. If all of the square footage in the Premises is taken by Condemnation, this Sublease shall terminate on the Date of Taking. 14.3 Partial Taking. If a portion of the square footage but less than all of the square footage of the Premises or of the Building or the real property of which the Premises are a part, is taken by condemnation, Landlord, within sixty (60) days after the Date of Taking, may terminate this Sublease as of a date specified in a written notice given to EC Services by Landlord within that sixty (60) day period, if Landlord does not give notice of termination to EC Services within that sixty (60) day period, then this Sublease shall continue in full force and effect; provided, however, that if a portion of the square footage but less than all of the square footage in the Premises is taken, monthly rent shall be reduced by an amount that is in the same ratio to monthly rent as the total square footage in the Premises taken bears to the total square footage in the Premises immediately before that Date of Taking. 14.4 Waiver of California Code of Civl Procedure Section. 1265.130, EC Services waives the provisions of Code of Civil Procedure Section 1265.130 allowing a party to petition the superior court to terminate this Sublease in the event of a partial taking of the Premises. 14.5 Restoration of Premises. If there is a partial taking of the Premises and this Sublease remains in full force and effect EC Services at its cost shall acoomplish all necessary restoration with no abatement of rent. 14.6 Award. The entire award shall belong to and be paid to Landlord except that EC Services shall receive from the award a sum attributable to EC Services's improvements or alterations made to the Premises by EC Services in accordance with this Sublease which EC S ices has the right to remove from the Premises pursuant to the provisions of this Sublease lb u t elects not to remove. 15. No Broker. EC Services represents that neither the Premises, nor any portion of the Building, was presented to it or to any person representing it by any broker or finder and that no broker or finder was involved in the leasing of the Premises, EC Services warrants that no claim for commission for the leasing shall be presented to Landlord. Further, EC Services agrees to Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 18 Attachment 3 indemnify and defend Landlord in the event of any such claims. 16. Assignment. 16.1 No Assignment. EC Services shall not voluntarily assign or encumber its interest in this Sublease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity to occupy or use all or any part of the Premises, without first obtaining Landlord's and the City's prior written consent which consent shall not be unreasonably withheld. Any assignment, encumbrance, or sublease without Landlord's prior written consent shall be voidable and, at Landlord's election, shall constitute a material default of this Sublease. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. 16.2 jf Consent is Given. If Landlord consents to a sublease or assignment of this Sublease, EC Services immediately and irrevocably assigns to Landlord, as security for EC Services's obligations under this Sublease, all rent from any subletting of all or any part of the Premises as permitted by this Sublease, and Landlord, as assignee and as attorney -in -fact for EC Services, may collect such rent and apply it towards EC Services's obligations under this Sublease; except that, until the occurrence of an act of default by EC Services, EC Services shall have the right to collect such rent. All rent received by EC Services from its sublease in excess of the rent payable by EC Services to Landlord under this Sublease shall be paid to Landlord, or any sums to be paid by an assignee to EC Services m consideration of the assignment of this Sublease shall be paid to Landlord if Landlord consents to a sublease or assignment. If EC Services requests Landlord to consent to a proposed assignment or subletting, EC Services shall pay to Landlord, whether or not consent is ultimately given, Landlord's reasonable attorney's fees incurred in connection with each such request. 16.3 ,Assignment by Operation of Law, No interest of EC Services in this Sublease shall be assignable by operation of law. Each of the following acts shall be considered an involuntary assignment: 16.3.1 If Subtenant is or becomes bankrupt or insolvent, makes an assignment for the benefit of creditors or institutes a proceeding under the Bankruptcy Act in which Subtenant is the bankrupt; or, if Subtenant is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; 16.3.2 If a writ of attachment or execution is levied on this Sublease; 16.3.3 If, in any proceeding or action to which Subtenant is a party, a Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 19 Attachment 3 receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by Subtenant and Landlord shall have the right to elect to terminate this Sublease, in which case this Sublease shall not be treated as an asset of EC Services. 17. Estoppel Certificate, Subtenant shall at any time and from time to time, upon not less than ten (10) days prior written notice from Landlord, execute, acknowledge, and deliver to Landlord a statement in writing certifying certain facts including, without limitation, that this Sublease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Sublease, as so modified, is in full force and effect) and the dates to which the rental, the security deposit, and other charges, if any, are paid in advance, and acknowledging that there are not, to Subtenant's knowledge, any uncured defaults on the part of Landlord hereunder, and no events or conditions then in existence which, with the passage of time or notice or both, would constitute a default on the part of Landlord hereunder, or specifying such defaults, events, or conditions, if any are claimed. It is expressly understood and agreed that any prospective purchaser or encumbrancer of all or any portion of the Premises or the Building or of the real property of which they are a part shall be entitled to rely upon any such statement. Subtenant's failure to deliver such statement within such time shall, at the option of Landlord, constitute a breach or default under this Sublease. If such option is not so exercised by Landlord, Subtenant's failure shall be conclusive upon Subtenant that (I) this Sublease is in full force and effect without modification except as may be represented by Landlord; (ii) that there are no uncured defaults in Landlord's performance; and (iii) that not more than one (1) months' rental has been paid in advance. If Subtenant fails to deliver the certificate within ten (10) days of delivery of notice, Subtenant irrevocably constitutes and appoints Landlord as its special attorney -in -fact to execute and deliver the certificate to a third party. 18. ,$ubordination, Subtenant agrees upon request of Landlord to subordinate this Sublease and its rights hereunder to the lien of any mortgage, deed of trust or other encumbrance, together with any conditions, renewals, extensions, or replacements thereof, now or hereafter placed, charged or enforced against the Landlord's interest in this Sublease and the leasehold estate thereby created, the Premises, the Building or improvements included therein or the real property of which the Premises are a part, and deliver at any time and from time to time upon demand by Landlord any documents required to effectuate such subordination. In the event that Subtenant fails, neglects or refuses to execute and deliver any such document within ten (10) days after receipt of written notice to do so and the receipt by Subtenant of the document to be executed by it, Subtenant hereby appoints Landlord, its successors and assigns, the special attorney -in -fact of Subtenant irrevocably to execute and deliver any and all such documents for and on behalf of Subtenant; provided, however, that Subtenant shall not be required to effectuate such subordination, nor shall Landlord be authorized to effect such subordination on behalf of Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 20 Attachment 3 Subtenant, unless the mortgagee or beneficiary named in such mortgage, deed of trust or other encumbrance shall first agree in writing, for the benefit of Subtenant, that so long as Subtenant is not in default under any of the provisions, covenants or conditions of this Sublease on the part of Subtenant to be kept and performed, that Subtenant's quiet enjoyment of the Premises will not be disturbed or interfered with by any trustee's sale or by any action or proceeding to foreclose said mortgage, deed of trust or other encumbrance. In the event that the mortgagee or beneficiary of any such mortgage or deed of trust elects to have this Sublease a prior lien to its mortgage or deed of trust, then and in such event upon such mortgagee or beneficiary giving written notice to Subtenant to that effect, this Sublease shall be deemed a prior lien to such mortgage or deed of trust whether this Sublease is dated or recorded prior to or subsequent to the date of recordation of such mortgage or deed of trust. 19. city's Liability. The City shall mean only the owner or owners, at the time in question, of the fee interest in the Premises. In the event of any transfer of such fee interest, City shall be relieved from and after the date of such transfer of all liability under this Sublease provided that any funds in the hands of City at the time of such transfer, in which Subtenant has an interest, shall be delivered to the grantee. The obligations in this Sublease to be performed by City, if any shall be binding on City's successors and assigns only during their respective periods of ownership. 20. interest on Past Due Obligations, Except as expressly herein provided, any amount due to a party and not paid when due shall bear interest at 10% from the date due until paid. 21. Notices. Any notice, demand, request, consent, approval or communication that either party desires or is required to give to the other or any other person shall be in writing and either served personally or sent by prepaid certified mail, fast class, and shall be addressed to the other party at the address set forth under its name on the signature page of this Sublease. Either party may change its address by notifying the other party of the change of address in accordance with this Section. Notice shall be deemed effective upon receipt if personally delivered or seventy- two (72) hours from the date of mailing if mailed as provided in this Section. 22. •S btenant shall not place any sign upon the Premises, the Building or any improvemen o the real property of which the Premises are a part without the Club's and the City's prior written consent. 23. Recording/Ouitclaim Deed, This Sublease shall not be recorded without City's and Landlords prior written consent. Subtenant shall execute and deliver to Landlord on the expiration or termination of this Sublease, immediately on Landlord's request, a quitclaim deed Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 21 Attachment 3 to the Premises, in recordable form, designating Landlord as transferee. 24. Intentionally left blank. 25. Landlord's R(ght of Entry. Landlord, Landlord's agents and City shall have the right to enter the Premises at reasonable times for the purpose of inspecting the same, showing the Premises to prospective purchasers, lenders or Subtenants and making such alterations, repairs, improvements, or additions to the Premises or the Building as Landlord may deem necessary or desirable. City may at any time place on or about the Premises any ordinary "for sale" signs and Landlord may at any time during the last one hundred and eighty (180) days of the Term of the Sublease place on or about the Premises "For Lease" signs. 26. Attorney's Fees. If either party brings an action to enforce the terms of this Sublease or declare rights hereunder, the prevailing party in such action, arbitration or trial or appeal, shall be entitled to its reasonable attorney's fees and costs to be paid by the losing party as fixed by the court. 27. Security Measures. Subtenant hereby acknowledges that the rent payable to Landlord hereunder does not include the cost of guard service or other security measures and that Landlord shall have no obligation whatsoever to provide the same. Subtenant assumes all responsibility for the protection of Subtenant, its agents and invitees from acts of third parties. 28. Landlord's Right to Effect Performance. If Subtenant at any time fails to perform any covenant; term or condition of this Sublease, Landlord may after providing EC Services the notice and period for cure specified in Section 11.1.3, perform the same for the account of Subtenant, and any monies paid by Landlord on account thereof shall be deemed to be additional rent due under this Sublease, shall be immediately due and payable to Landlord and shall bear interest at the maximum rate allowable by law until paid by Subtenant to Landlord. 29. Intentionally left blank. 30. Miscellaneous, 30.I Time of Essence. Time is of the essence toithis Sublease. 30.2 Amendments. This Sublease contains all agreements of the parties with respect to any matter mentioned herein. No prior agreement or understanding pertaining to any such matter shall be effective, This Sublease may be modified only in a writing signed by all parties hereto. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 22 Attachment 3 30.3 ,$everability. The invalidity of any provision of this Sublease as determined by a court of competent jurisdiction, shall in no way affect the validity of any other provision hereof and it shall remain in full force and effect. 30.4 Waiver. No delay or omission in the exercise of any right or remedy of Landlord on any default by Subtenant shall impair such right or remedy or be construed as a waiver. No act or conduct of Landlord, including, without limitation, the acceptance of the keys to the Premises, shall constitute an acceptance of the surrender of the Premises by Subtenant before the expiration of the Term. Only a written notice from Landlord to Subtenant shall constitute an acceptance of the surrender of the Premises and accomplish a termination of the Sublease. Landlord's consent to or approval of any act by Subtenant requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent act by Subtenant. Any waiver by Landlord of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Sublease. 30.5 Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 30.6 Covenants and Conditions, Each provision of this Sublease to be performed by Subtenant shall be deemed both a covenant and acondition. 30.7 Governing Law. This Sublease shall be governed by the laws of the State of California. 30.8 Heirs. Successors and Assigns. Subject to the provisions restricting assignment or subletting by EC Services, or other provisions of this Sublease, this Sublease shall be binding on the parties, their respective heirs, personal representatives, successors and assigns. 30.9 Authority. Each individual executing this Sublease on behalf of such entity represents and warrants that he or she is duly authorized to execute and deliver this Sublease on behalf of that entity. Each party shall provide the other party with evidence of such authority satisfactory to Landlord. 30.10 Written Notice or Consent of Parties. Whenever a notice, consent or approval of either party is required, the notice, consent or approval shall be in writing. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 23 Attachment 3 30.11 Captions. The captions of this Sublease shall have no effect on its interpretation. 30.12 Constrnction. As used in this Sublease, the masculine, feminine or neuter gender and the singular or plural numbers shall each be deemed to include the other whenever the context so indicates. This Sublease shall be construed in accordance with its fair meaning, the captions being for the convenience of the parties only and not intended to describe or define the provisions in the portions of the Sublease to which they pertain. The terms of this Sublease have been freely negotiated by the parties and this Sublease shall not be construed against the drafter. 30.13 Mediation. Arbitration and Attorney's Fees. 30.13.1 Mediation of Disputes. Except as otherwise provided herein, the parties agree to mediate any dispute or claim arising between them out of this Agreement, or any resulting transaction, before resorting to arbitration. Mediation fees, if any, shall bedivided equally among the parties involved. If, for any dispute or claim to which this paragraph applies, any party conunences arbitration without first attempting to resolve the matter through mediation,, or refuses to mediate after a request has been made, then that party shall not be entitled to recover attorney's fees, even if they would otherwise be available to that party in any such arbitration. 30.13.2 Arbitration of Disputes. Except as otherwise provided herein, any action to enforce or interpret this instrument or to resolve disputes between the parties regarding this instrument, shall be settled by binding arbitration in accordance with California law. Any party may commence arbitration by sending a written demand for arbitration to the other parties. Such demand shall set forth the nature of the matter to be resolved by arbitration. Arbitration shall be conducted at San Diego, California. The substantive law of the State of California shall be applied by the arbitrator to the resolution of the dispute, The parties shall share equally all initial costs of arbitration. The prevailing party shall be entitled to reimbursement of attorney fees, costs, and expenses incurred in connection with the arbitration. All decisions of the arbitrator shall be final, binding, and conclusive on all parties. Judgment may be entered upon any such decision in accordance with applicable law in any court having jurisdiction thereof. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 24 Attachment 3 30.13.3 jccinsions from Mediation and Arbitration. The following matters are excluded from mediation and arbitration: (1) a judicial or non -judicial foreclosure or other action or proceeding to enforce a deed of trust, mortgage or installment land sale contract as defined in California Civil Code §2985; (2) an unlawful detainer action; (3) the filing or enforcement of a mechanic's lien; and (4) any matter that is within the jurisdiction of a probate, small claims or bankruptcy court. The filing of a court action to enable the recording of a notice of pending action, for order of attachment, receivership, injunction, or other provisional remedies, shall not constitute a waiver of the mediation and arbitration provisions. Any party may commence arbitration by sending a written demand for arbitration to the other parties. Such demand shall set forth the nature of the matter to be resolved by arbitration. Arbitration shall be conducted at San Diego, California. The parties shall share equally all initial costs of arbitration. The prevailing party shall be entitled to reimbursement of attorney fees, costs, and expenses incurred in connection with the arbitration. All decisions of the arbitrator shall be final, binding, and conclusive on all parties. "NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MA 1 ['ERS INCLUDED IN THE `ARBITRATION OF DISPUTES' PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE `ARBITRATION OF DISPUTES' PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY" WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE `ARBITRATION OF DISPUTES' PROVISION TO NEi;f��ITRATION. INITIALS: J 39.14 Incorporation of Recitals. Recital provisions set forth abive are an integral part of this Agreement and are by this reference incorporated herein as though set forth in full. Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 25 Attachment 3 30.15 Counterparts, This Sublease may be executed in one or more counterparts, each of which shall be considered an original of this Agreement, LANDLORDQJYS�.'1Qt,S CLUB OF GREATER SAN DIEGO By: Danny lock, CEO Addr s: P.O. Box 178569 San Diego, CA 92177 Tel. #: 858-866-0591 Facsimile: 858-866-0595 E-mail: dsherlock@sdyouth.org Subtenant: EC Services By:Cif Christop er J. Marics, CI---Titninistrative Officer Address: 40 Mile of Cars Way, Suite 350 National City, CA 91950 Tel. #: 619-228-2800 Facsimile: 619-228-2801 E-mail: cmarics@eescalifornia.org APPROVED AS TO FORM AND CONTENT CITY OF NATIONAL CITY By: (print name and title) 1\wbsbsklicnt Lle1 LBB4oal etlaoe\Boy cod Geld CidblEpiswlo1 Cwaamdry Servicesl9dbleaso-rtr sed 1.14.14.wpd Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 26 EXHIBIT "A" Legal Description of the Property Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 27 Attachment 3 Attachment 3 EXHIBIT "A" That portion of Blocks 3 and 4 per Map No. 552, Records of San Diego County, California, November 4,1914, together with closed and vacated to public use portions of 14I' Street, 15th Street and C Avenue, described es follows: COMMENCING at the Southeast corner of said Block 4; Thence along the Southerly prolongation of the Easterly tine of said Block 4, South 17°47'04" East, 4.24 feet to the POINT OF BEGINNING; 1. Thence leaving said line, South 71° 66' 15" West, 249.51 feet; 2. Thence South 28° 47' 57" West, 16.17 feet 3. Thence North 79° 32' 30" West, 9.76 feet; 4. Thence North 88° 10' 29" West, 10.10 feet; 5. Thence South 81 ° 39' 65" West, 10.18 feet; 6. Thence South 68° 32' 00" West, 48.87 feet; 7. Thence North 71' 20' 52" West, 29.69 feet; 8, Thence North 67° 43' 17" West, 19.80 feet; 9. Thence North 61 ° 15' 54" West, 39.52 feet: 10. Thence North 30° 13' 18" West, 15.13 feet; 11. Thence North 23' 22' 20" East, 37.88 feet; 12. Thence North 37° 26' 19" East, 69.13 feet; 13. Thence North 43° 43' 42" East, 79.18 feet 14. Thence North 51 ° 18' 19" Easi, 19.29feet; 15. Thence North 60° 34' 10" East, 128.19 feet: 16. Thence North 16° 40' 03" West, 41.65 feet; 17. Thence North 34° 52' 24° East, 27.92 feet; 18. Thence North 71 ° 34' 26" East, 89.80 feet to the Northerly prolongation of Easterly fine of said Block 4; 19. Thence along said line, South 17° 47' 04" East, 266.11 feet to the POINT OF BEGINNING. Said land contains 75, 760 S.F., more or less. This legal description has been prepared by me, or under my direction, in Tonformance with the Professional l,.a7nd Surveyors Act. n Signature: Jo n R. Berggren, L.S. 6000 Li nse Expires 12/31/2010 Date: January 4, 2009 Attachment 3 LINE TABLE UNE BEARING DISTANCE LINE BEARING DISTANCE 1.1 S71'56'15'W 249.51' Lit $23'22'20"W 37.88' L2 S2817'57'W 16.17' L12 N3716'191 69.13' L3 S79'32'301 9.76' 113 N43'43'42`E 79.18' L4 S8810'29`E 10.10' L14 N5111349`E 19.28' L5 N8119'55"E 10.18' L15 S60 34'10"W 128.19' L8 N6812'00'E 48.87' L16 S16'40'031 41,65' L7 S71'20'521 29.69' 117 534 52'24"W 27.92' L8 N67'43'17'W 19.80' L18 57114'26*W 89.80' 0: N6115'54'W 39.52' L19 $17'47'04"E 266.11' 110 , S3O13'16°E 15.13' c MAP 5521 BLOCK 3 L10 v 19 1:6„, 6 L5 1• 01. s SCALE 1'= 100' L�5 - J L58 BLOCK 4 \J} POINT ti•S ,X T OF '- i VENT �7 C) \ CURRENT SOUTHEAST rz 7� \ LEASE CORNER DF `� ( rI.AREA BLOCK 4 4.24' \, 6 1 �..— t t Qt e.m i �� •� 1, Yi \\ .-i '� 1.\ POINT OF \\ • L4 �'G�'-- BEGINNING \ - s i Lt•� L2 .- .r NEW LEASE AREA = 75,670 SF IN ASSOCIATION WITH: TETRA TECH BERGGREN & ASSOCIATES LAND SURVEYING AND RIGHT Of WAY MAPPING 6046 CORNERSTONE COURT HEST 1116 SAN DIEGO, CALIFORNIA 92121 (858) 824-0034 / (858) 824-0036 EXHIBIT "B" (Copy of the Club's Lease with the City of National City) Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 28 Attachment 3 PLEASE COMPLE.E THIS INFORMATION RECORDING REQUESTED BY: CITY CLERK OF NATIONAL CITY 1243 National City Blvd National City, CA 91950 AND WHEN RECORDED MAIL TO: CITY CLERK OF NATIONAL CfTY 1243 National Cky Blvd National City, CA 91950 AftArhmanf D O C # 2011-0470285 INITIIIIIIIIIIIIIII i11111IIlIIIIINIIIIIWIIII1111 SEP 12, 2011 1:33 PM OFFICIAL RECORDS SAN DIEGO COUNTY RECORDER'S OFFICE EmeatJ. Dionenhutg, J1 . COUNTY RECORDER FEES: 0.00 PAGES: 60 111111111111111111111111111211111111111 fui SPACE FOR RECORDER'S USE ONLY 20-YEAR LEASE AGREEMENT: WITH THE BOYS' AND GIRLS' CLUB OF GREATER SAN DIEGO, INC., FOR THE CITY -OWNED LAND AND BUILDING LOCATED AT 1430 D AVENUE (Please fill in document title(s) on this line) THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION Altaohmont 2 LEASE BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, INC. This Lease is made and entered into this 16th day of August, 2011, (the "Commencement Date"), by and between the City of National City, a municipal corporation, hereinafter designated as "Lessor", and the Boys & Girls Clubs of Greater San Diego, Inc., hereinafter designated as "Lessee." RECITALS A Lessee is desirous of leasing from Lessor certain real property, including a building and other improvements, for the purpose of maintaining a clubhouse thereon, and for promoting the physical, mental, and moral well-being of the boys and girls of the City of National City, and for boys and girls in the inunediate vicinity thereof. B. Lessee has constructed and maintained the building and improvements on the Premises for many years with private funds raised from the community by the Boys' and Girls' Clubs. Said building and improvements, together with all appliances, fixtures, equipment and furniture (excluding the tables and chairs kept inside the building) were conveyed and transferred to Lessor on or about December 17, 2008. C. The use of said property for the purpose aforementioned will promote the general welfare of all the inhabitants of the City of National City. NOW, THEREFORE, the parties hereto agree as follows: 1. Leased Promises. Lessor does hereby lease, demise and let to Lessee the real property, building, and other improvements situated in the City of National City, County of San Diego, State of California, commonly known as 1430 "D" Avenue, as more specifically described in the attached Exhibit "A", and shown on the attached Exhibit "B", which are incorporated herein by reference (the "Leased Premises"). Lessee has constructed and maintained the building and improvements on the Premises for many years with private funds raised from the community by the Boys' and Girls' Clubs. Said building and improvements, together with all appliances, fixtures, equipment and fumiture (excluding the tables and hairs kept December 17, 2008.inside the building) were conveyed and transferred to Lessor on or about 2. Term. The Tenn of the Lease shall be for a period of twenty (20) years from the date first written above. 3. Ligg. The above described premises are leased to Lessee by Lessor for the purpose of maintaining a Boys and Girls Club, and to be used exclusively and for no other purpose than to maintain said Boys & Girls Club, and to promote the physical, mental, and moral well-being of the boys and girls of the City of National City and territory adjacent thereto, and to provide such means of 1 2011 lease Between City of National City and boys and Girls Clubs of°tgnv San Diego Mlnohmont 3 education, wholesome recreation, and proper guidance as may seem most likely and desirable for the accomplishment of the purposes herein set fortis. 4. Legal Status of Lease. Lessee warrants that it is a California nonprofit corporation. 5. Rent. Lessor and Lessee acknowledge that the consideration for this Lease and any option period shall be the annual sum of One Dollar ($ 1.00) and the mutual benefit to be derived from Lessee's uses of the Leased Premises, as specified herein. 6. Assignment and Subletting. This Lease shall not be assigned, sublet, hypothecated, leveraged, or transferred without the prior written consent of Lessor. 7. Repairs by Lessor. Lessor shall be required to make such repairs or replacements to the Leased Premises as may be required for normal maintenance and operation, which shall include the repairs and/or replacements to all structural portions of the building located on the Leased Premises, and all walls, floors, corridors, windows, HVAC, mechanical electrical, plumbing, paving and parking, exterior windows, and other structures and equipment within and serving the Leased Premises, and such additional maintenance as may be necessary because of damages by persons other than Lessee, its agents, employees, invitees, or visitors, all in accordance with standard practices for similar commercial buildings in the San Diego, California area. Lessor shall be responsible for extermination/pest control for the Leased Premises. Without limiting the foregoing, notwithstanding anything to the contrary set forth herein, if Lessor is required to make repairs to take other corrective action in the Leased Premises by reason of Lessee's negligent acts or negligent failure to act reasonably, Lessor shall have the right to recover from Lessee the reasonable cost of the repairs or other work. 8. Repairs by Lessee. Lessee agrees to repair or replace any damage or injury done to the Leased Premises, or any part thereof, caused by Lessee or Lessee's agents, employees, invitees, or visitors, at Lessee's own cost and expense within a reasonable time after 1.vrittnotice from Lessor. If Lessee fails to make such repairs or replacements wi i# 'n a reasonable time after wr4(ten notice, Lessor may, at its option, make such repairs or replacements, and Les shall repay the cost thereof to the Lessor as additional rent within ten (10) days of written demand. However, for any repair work, other than repair work in emergency situations, costing over Five Thousand and no/100 Dollars ($5,000.00) to be performed by Lessee or Lessee's agents, Lessee shall not perform such repair work without the prior written consent of Lessor's City Manager or designee. Any repairs or replacements in or to the Leased Premises, other than repair work in emergency situations, which would require an expenditure exceeding Five Thousand and no/I00 Dollars ($5,000.00) and which constitute a "public project" under Section 20161 of the California Public Contract Code, shall be contracted for/by Lessor and let to the lowest responsible bidder after notice, 2 2011 Lesse Between City of National City and Boys and Girds Clubs of Cleats San Diego Atiaohmont 3 9. Routine Maintenance by Lessee. From and after the Commencement Date and during the Tenn, Lessee shall, at its own cost and expense, make all repairs and replacements required by this Lease, reasonable wear and use excepted, and excepting those repairs to be made by Lessor as set forth in Section 7 above. 10. Waste. Lessee shall not commit waste (property abuse, destruction, or damage) beyond nomral wear and tear of the Leased Premises. 11. Improvements. Alterations. and Additions. Lessee shall not make or allow to be made any major alterations or physical additions in or to the Leased Premises which affect the structure or any other improvements and costing more than Five Thousand and no/100 Dollars ($5,000.00) without fast obtaining the prior written consent of Lessor's City Manager or designee, which consent shall not be unreasonably withheld. All work shall be done by contractors approved by Lessor. Any alterations or physical additions in or to the Leased Premise that would require an expenditure exceeding Five Thousand and no/100 Dollars ($5,000,00), and which constitute a "public project" under Section 20161 of the California Public Contract Code, shall be contracted for/by Lessor and let to the lowest responsible bidder after notice. Any and all such alterations, physical additions, or improvements, when made to the Leased Premises by Lessee, shall at once become the property of Lessor and shall be surrendered to Lessor upon the termination of this Lease by lapse of time or otherwise; provided, however, this clause shall not apply to trade fixtures, equipment, or fumiture owned by Lessee. Any Lessee improvements, alterations or additions shall comply with all government, local building code, permitting, and competitive bidding requirements. Lessee shall give Lessor written notice five (5) days prior to employing any laborer or contractor to perform major work on the Leased Premises so that Lessor may post a notice of non -responsibility, if allowed by law, Lessee shall not be required to remove alterations, physical additions, or improvements upon termination of this Lease 12. Utilities. Lessee will be responsible for payment of utilities, including but not limited to electric, as, telephone, security, fire alarm, sewer, trash, and water. Lessee understands that it is responsible for the proper disposal of debris in the designated trash receptacles provided by the Lessor. No trash is to be pl ced in front of or on the sides of the container nor should any trash be placed on top of the lids. Lessee Anther understands that it will be billed accordingly for not disposing of trash in the proper manner, which includes breaking down all boxes and containers prior to being placed in the trash bins. 13, Indemnity and Insurance. a. Disclaimer of Liability. Lessor shall not at any time be liable for injury or damage occurring to any person or property from any cause whatsoever arising out of Lessee's construction, maintenance, repair, use, operation, or dismantling of the Leased Premises except to the extent caused by Lessor's negligence or willful misconduct. 3 2011 LOX BaweeuCity ofNational City sod Boys ad aria Clubs of Omsk' San Dingo ntto hm rri a b. Indemni}icaition. Lessee shall, at its sole cost and expense, defend, indemnify, and hold harmless Lessor and its officials, boards, commissions, employees, agents, attorneys, and contractors (hereinafter referred to as "indemnitees"), from and against: i. Any and all liability, obligation, damages, penalties, claims, liens, costs, charges, losses and expenses, including without limitation, reasonable fees and expenses of attorneys, expert witnesses and consultants, which may arise out of or be in any way connected with Lessee's construction, maintenance, repair, use, operation, or dismantling of the Leased Premises or Lessee's failure to comply with any federal, state, or local statute, ordinance or regulation. ii. Lessee's obligations to indemnify indemnitees under this Lease shall not extend to claims, losses, and other matters covered hereunder to the extent such claims arise out of the negligence or willful misconduct of one or more indemnitees. c. Assumption ofRisk. Lessor warrants that it does not have knowledge that a dangerous condition exists at the Premises except as may be specifically set forth in this Lease. Lessee undertakes and assumes for its officers, agents, affiliates, contractors and subcontractors, and employees (collectively for the purpose of this section), all risks of unknown dangerous conditions, if any, on or about the Leased Premises, and Lessee hereby agrees to indemnify and hold harmless Lessor against and from any claim asserted or liability imposed upon the Indemnitiees for personal injury or property damage to any person (other than from Indemnitee's negligence or willful misconduct) arising out of Lessee's construction, maintenance, repair, use, operation or dismantling of the Leased Premises or Lessee's failure to comply with any federal, state, or local statute, ordinance or regulation. d. Defense of Lessor. In the event any action or proceeding shall be brought against Lessor by reason of any matter for which Lessor is indemnified hereunder, Lessee shall, upon notice from Lessor at Lessee's sole cost and expense, resist and defend the same with legal counsel mutually selected by Lessor and Lessee, provided however, that Lessee shall not admit liability in any such matter on behalf of Lessor without prior written consent of Lessor's City Manager or designee, which consent shall not be unreasonably withheld, and provided further that Lessee shall not admit liability for, nor enter into any compromise or settlement of, any claim for which it is indemnified hereunder, without the prior written consent of Lessor, which consent shall not be unreasonably withheld. e. Notice. Cooperation and Expenses. Lessee shall give Lessor prompt notice of the making of any claim or the commencement of any action, suit, or other proceeding covered by the provisions of this paragraph. Nothing herein shall be deemed to prevent Lessor from cooperating with 4 2011 Lau Between City of National City and Boys and Girls Clubs of (heater Sun Diego Attachment 2 Lessee and participating in the defense of any litigation by Lessor's own counsel. f. Insurance. During the term of the Lease, Lessee shall maintain, or cause to be maintained, in full force and effect and at its sole cost and expense, the following types and limits of insurance; i. Worker's compensation insurance meeting applicable statutory requirements. ii. Commercial general liability insurance with minimum limits of Two Million and no/100 Dollars (S2,000,000.00) as the combined single limit for each occurrence of bodily injury, personal injury, and property damage. it At the start of and during the period of any construction by Lessee, builders all-risk insurance, together with an installation floater or equivalent property coverage covering cables, materials, machinery, and supplies of any nature whatsoever which are to be used in or incidental to the installation of improvements. iv. All policies other than for Worker's Compensation shall be written on an occurrence and not on claims made basis. g. v. The coverage amounts set forth above may be met by a combination of underlying and umbrella policies so long as in combination the limits equal or exceed those stated. Lessee shall furnish certificates of insurance to Lessor before commencement of the Lease term. Named Insureds. All policies, except for worker's compensation policies, shall name Lessor and its officials, boards, commissions, employees, agents, and contractors, as their respective interests may appear, as additional insureds (herein referred to as the "Additional Insureds"), and a separate additional insured endo1ement shall be provided. h. Evidence of Insurance. Certificates of Insurance of each insurance policy required to be obtained by Lessee in compliance with this paragraph, along with written evidence of payment of required premiums shall be filled and maintained with Lessor annually during the term of the Lease. Lessee shall immediately advise Lessor of any claim or litigation that may result in liability to Lessor. i. Cancellation of Policies of Insurance. All insurance policies maintained pursuant to this Lease shall contain the following endorsement: 5 201 l lease Between City of National City and Boys and Girls Clubs of Greeter San Diego At+4079^4 At least thirty (30) days' prior written notice shall be given to Lessor by the insurer of any intention not to renew such policy or to cancel, replace, or materially alter same. j. insurance Companies. All insurance shall be affected under valid and enforceable policies, insured by insurers licensed to do business by the State of California or surplus carriers on the State of California Insurance Commissioner's approval list of companies qualified to do business in the State of California All insurance carriers and surplus line carriers shall be rated A+ or better by A.M. Best Company, or as otherwise approved by Lessor's Risk Manager. k. Deductibles. All insurance policies may be written with deductibles not to exceed S50,000 unless approved in advance by Lessor's Risk Manager. Lessee agrees to indemnify and save harmless Lessor, the indemnitees, and Additional insureds from and against the payment deductible and from the payment of any premium on any insurance policy required to be furnished by the Lease. I. Contractors. Lessee shall require that each and every one of its contractors and their subcontractors who perform work on the Leased Premises on behalf of Lessee to carry in full force and effect, workers' compensation, comprehensive commercial general liability, and automobile liability insurance coverages of the type which Lessee is required to obtain under the terms of this paragraph with appropriate limits of insurance. m. Responsibility after Termination. Upon termination of the Lease, each party shall remain responsible to the other for any and all liabilities, obligations, damages, penalties, claims, liens, costs, charges, losses, and expenses arising under the lease which arose out of the Lease and occurred prior to such date of termination. n. Review of Limits. Once during each calendar year during the term of the Lease, Lessor may review the insurance coverages to be carried by Lessee. If Lessor determines that higher limits of coverage are neemmty to protect the interests of Lessor or the Additional Insureds, Lessee shall be so notified, and shall obtain the additional limits of insurance, at its sole cost and expense. 14. ;inspection. Lessor, by and through its proper officers, reserves and shall always have the right, upon reasonable notice and at a reasonable time, to enter the Leased Premises for the purpose of viewing and ascertaining the conditions of the same and the operation and maintenance thereof. 6 2011 Lease Between City arNational City and Boys and Girls C1Wta of Grest¢r Sur Diego Mtoohmcnl 3 15. Removal of Personal Property. At the termination or expiration of this Lease or any renewal thereof, Lessee shall, within ninety (90) days of written request by Lessor, remove any and all personal property not owned by Lessor, placed or erected on the premises during the teen thereof, or any renewal thereof, and that all expense connected with such removal shall be borne by Lessee. Lessor shall have the right to sell, destroy, remove,, or otherwise dispose of any such personal property left on the premises longer than ninety (90) days after termination of this Agreement. The premises shall be left by Lessee in a clean, neat, and safe condition, and the exclusive possession and use of the property shall revert to Lessor. 16. Non -Discrimination. Lessee agrees that there shall be no discrimination against or segregation of any person or group of persons because of race, color, creed, national origin, sex, sexual orientation, ancestry, marital status, physical handicap, or medical condition in the use occupancy or enjoyment of the property, nor shall Lessee, or any person claiming under or through it, establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use, or occupancy of users of the property. 17. Waiver. The failure or omission of Lessor to terminate this Lease for any violations of any of its teens, conditions, or covenants shall in no way be deemed to be a consent by Lessor to such violation, and shall in no way bar, stop, or prevent Lessor from terminating this Lease thereafter, either for such or for any subsequent violation of any such term, condition, or covenant. 18. Signs. Lessee agrees that no sign, advertisement, or notices shall be inscribed, painted or affixed on or to any part or portion of the outside of the Leased Premises except to be of such type and color, size and style, and in such place as may be approved by Lessor. Any additional signage or changes to existing signage after the Commencement Date will require Lessee to pay for and obtain all regulatory approvals (pennits) for the Leased Premises. 19. Waiver of Relocation Assistance. In consideration for the execution of this Lease by Lessor, Lessee hereby waives any claim for relocation assistance benefits to which it May otherwise be entitled under federal, state, or local law or regulations, upon vacition of the Leased Premises. I 20. Americans with Disabilities Act. Upon commencement of this Lease, Lessee shall comply, at its sole cost, with requirements of ADA which provides for the removal of architectural barriers that prevent equal access to disabled persons on the interior of the Leased Premises. Through the duration of the Lease, Lessor shall comply, at its sole cost, with requirements of the ADA which provides for the removal of architectural barriers that prevent equal access to disabled persons on the exterior of the Leased Premises. Lessor warrants that the Premises will be ADA compliant at the time possession is delivered to Lessee. 7 2011 lease Between City of National City and Boys and Girls Clubs of Greater San Diego Attackmont 8 21. Compliance with Environmental and Other Laws. Lessee shall not engage in activities upon the Leased Premises, or any portion thereof, for the purpose of or anyway involving the handling, manufacturing, treatment, storage, use, transportation, spillage, Ieakage, dumping, discharge or disposal (whether legal or illegal, accidental or intentional), or any hazardous or toxic substances, materials or wastes, or any wastes regulated under any local, state, or federal law; provided, however, normal quantities and use of those hazardous or toxic substances or materials customarily used in the conduct of Lessee's permitted uses, such as paints, stains, solvents, and similar materials, may be used and stored by Lessee at the Leased Premises. Lessee shall be, and remain for the term of this Lease, in full compliance with all applicable laws governing the use and occupancy of the Leased Premises including, without limitation, the handling, manufacturing, treatment, storage, disposal, discharge, use, and transportation of hazardous or toxic substances, materials or wastes, and any wastes regulated under any local, state, or federal law. Lessee has been advised that no digging or excavation at the site will be authorized without appropriate environmental oversight. 22. Obstruction. Except as permitted by this Lease, and except for those materials customarily used in the conduct of Lessee's permitted uses, Lessee shall not place, install, maintain, or allow any combustible materials in buildings, structures, or other improvements upon the Leased Premises, and shall not cause or allow the surface elevation therein to be changed in any way whatsoever, without prior written approval of Lessor's City Manager or designee, 23. Lessee's Obligation to Ouit. Lessee shall, upon termination of this Lease, leave and peaceably and quietly surrender and deliver to Lessor the Leased Premises and all improvements, buildings, and fixtures hereon or constituting a part thereof, and any replacements or renewals thereof in a good condition, order, and repair as the same were at the Commencement Date or thereafter may have been put, reasonable wear and use excepted Notwithstanding the foregoing or anything in this Lease to the contrary, Lessee shall have the right at any time during this Lease to remove from the Leased Premises Lessee's trade fixtures, furniture, equipment, and personal property, provided that Lessc repairs any damage caused by such removal. I 24. Termination. This Lease may be terminated as follows: a. In the event that during the term of this Lease, funding to operate the Club is either eliminated or reduced to a point so as to render continued operation of the Club impractical or impossible, Lessee may terminate the Lease upon ninety (90) days' written notice to Lessor. b. By Lessor, in the event the Leased Premises must be reclaimed for public use due to the requirements of a governmental agency, such as the U.S. Army Corps of Engineers, upon one (1) year's notice. In the event the 8 2011 Lease Between City ofNational City and Buys and Olds Clubs of Greater Sao Diego Att..cM„cnt 3 Leased Premises are reclaimed for public use due to the requirements of a govemmental agency, Lessor will provide, to the extent it determines its resources will allow and without any financial obligation on Lessor's part, assistance to Lessee in the relocation of Lessee to an alternative site substantially the same as the Leased Premises end acceptable to the Lessee for the purposes and operation of the business of Lessee. c. By Lessor upon the occurrence of one or more of the following defaults ("Defaults"), and the failure of Lessee to cure any such Default within any applicable grace period. i. The failure of Lessee to provide reasonable evidence of insurance within thirty (30) days of the renewal of any policy required herein; d. ii. The failure of Lessee to fulfill any obligation of Lessee under this Lease which endangers or threatens life or property, where such failure continues for a period of five (5) business days following written notice from Lessor. iii. A failure by Lessee to perform any material obligation of Lessee (other than those described above), where such failure continues for a period of thirty (30) days after written notice from Lessor, provided, however, that if the nature of Lessee's failure to perform is such that more than thirty (30) days are reasonably required for its cure, then it shall not be deemed to be a Default if Lessee commences such cure within said thirty (30) day period, and thereafter diligently prosecutes such cure to completion. iv. The failure by Lessee in conducting its activities to adhere to the provisions of the Requirements for Membership as a Member Organization of the Boys and Girls Club of America, as amended from time to time, the current version of which is attached hereto as Exhibit "C" and incorporated herein by reference By Lessee, for Lessor's breach of any covenant, obligation, or condition contained in this Lease which is not cured within thirty (30) days immediately following written notice from the Lessee of such alleged breach, provided, however, that if the nature of Lessor's failure to perform is such that more than thirty (30) days are reasonably required for its cure, then it shall not be deemed to be a Default if Lessor commences such cure within said thirty (30) day period, and thereafter diligently prosecutes such cure to completion. e. By mutual agreement of the Parties hereto. f. By expiration of the Tenn. 9 2011 cease Bowan City of National City and Boys and Girls Clubs of Greater San Diego Attachment 8 Notwithstanding anything in this Lease to the contrary, upon termination of the Lease, neither Lessor nor Lessee shall have any further obligations or responsibilities under the Lease or relating to the Leased Premises, and each party shall be deemed to have released the other from any such further obligations or responsibilities without the need for further action. Notwithstanding the foregoing, each party shall remain responsible to the other for any obligations arising under the Lease which occurred prior to such date of termination. 25. Lessor )remedies upon a Lessee Default. If Lessee is in Default and has failed to cure such Default within any applicable grace period, Lessor may, at its option, perform such duty or obligation giving rise to the Default on behalf or Lessee, including but no limited to the obtaining of reasonably required insurance policies, or government licenses, permits, or approvals. The costs and expenses of any such performance by Lessor shall be due and payable by Lessee within ten (10) days of receipt of invoice therefore. If any check given to Lessee shall not be honored by the bank upon which it is drawn, Lessor, at its option, may require all future payments to be made by Lessee to be by cashier's cheek. In the event of a Default which Lessee has failed to cure within any applicable grace period, or undertaken reasonable action to cure within any applicable grace period, Lessor may, with or without future notice or demand, and without limiting Lessor in the exercise of any right or remedy which Lessor may have by reason of such Default, terminate the Lessee's right to possession of the Leased Premises by any lawful means; continue the Lease; and /or pursue any other remedy now or hereafter available under the laws or judicial decision of the State of California. 26. Lessee's Remedies Upon a Lessor Default. Lessor shall be in default under this Lease ("Lessor Default") if Lessor fails to perform any of the obligations of Lessor under this Lease, and such faihrre continues for a period of thirty (30) a days after written notice from Lessee; provided, however, that if the nature of Lessor's failure to perform is such that more than (30) days are reasonably required for its cure, then it shall not be deemed to be a Lessor Default if Lessor commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure tolcompletion. The rights and remedies of Lessee upon a Lessor Default shall be cumulative, and upon a Less4i Default Lessee may pursue any and all rights and remedies at law or in equity, w}h�ether at the same time or otherwise. 27, Hazardous Substances. Lessee shall indemnify, protect, and hold harmless Lessor and each of its respective subsidiaries from and against all costs and damages incurred by Lessor in connection with the presence, emanation, migration, disposal, release, or threatened release of any oil or other petroleum products or hazardous materials or substances on, within, or to or from the Leased Premises as a result of (i) the operations of Lessee after the Commencement Date, and (ii) the activities of third parties affiliated with Lessee or invited on the Leased Premises by Lessee after the Commencement Date and during the term of this l 0 2011 ruse Between City of National City and Boys and Girls Clubs of Greater San Diego Attoohmont 3 Lease. Each party agrees that such party will promptly give written notice to the other party of any investigation, claim, demand, lawsuit, or other action by any governmental or regulatory agency or private party involving the Leased Premises and any hazardous substance or environmental law of which such party has actual notice. 28. Taxes. Lessee recognizes and understands that this Lease may create a possessory interest subject to property taxation, and that Lessee may be subject to the payment of property taxes levied on such interest. Lessee further agrees to pay any and all property taxes, if any, assessed during the term ofthis Lease, pursuant to Section 107 and 107.1 of the Revenue and Taxation Code, against Lessee's possessory interest in the Leased Premises. 29. Representations and Warranties. The parties represent and warrant that they have powers adequate for the execution, delivery, and performance of their obligations under this Lease; they have taken all necessary actions required to make this Lease the valid and enforceable obligation it purports to be, and this Lease has been duly executed and delivered. 30. Severability: Choice of Law. If any provision of this Lease shall be declared to be void or unenforceable either by law or by a court of competent jurisdiction, the validity or enforceability of remaining provisions shall not thereby be affected 31. Brokers. Each party hereto represents and warrants to the other that it has not dealt with any broker in connection with the Leased Premises or this Lease. Each party hereto hereby indemnifies and holds the other harmless from and against any liability for commissions due any broker of finder with whom such party has dealt in connection with this Lease. 32. Mailines and No_ tog. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile, fax or email; and shall be deemed received upon the earli of (i) if personally delivered, the date of delivery to the address of the paw* to receive such notice; (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility; (iii) if mailed by registered, certified, or ordinary mail, three (3) days (five (5) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service; (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid; or (v) if given by telex, telecopy, facsimile, fax, or email, when sent. Any payment, notice, request, demand, direction, or other communication delivered or sent as specified above shall be directed to the following persons: 1 l 2011 lose Between City of National City and Boys and Gbh Clubs orGnater Sall Diego To the Lessor; Chris Zapata City Manager City of National City l 243 National City Boulevard National City, Califomia 91950-4301 Email: cztpata@nationalcityca.t>_ov Phone: 619-336-4240 Fax: 619-336-4327 To the Lessee: Danny Sherlock President Boys and Girls Clubs of Greater San Diego, Inc. 115 West Woodward Escondido, CA 92025 Email: dsherlock(alsdvouth,org Phone: 760-746-3315 Fax: 760-740-0240 GNBrhmnM With a copy to; Claudia G. Silva City Attorney City of National City 1243 National City Boulevard National City, California 91950-4301 Email: csilva(ationatettyca.gov Phone: 619-336-4220 Fax: 619-336-4327 With a copy to: Laura Bright, Esq. White and Bright, LLP 970 Canterbury Place Escondido, CA 92025 Email: lbrieht@whiteandbright.com Phone: 760-747-3200 Fax: 760-747-5574 33. jrntire Agreement. This Lease supersedes any prior agreements, negotiations, and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent, or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. 34. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength; (ii) each party has actively participated in the drafting, preparation and negotiation of this Lease; (ili) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional ac visors as such party has deemed appropriate, relative to any and all matters contemplated under this Lease; (iv) each party and such party's counsel and advisors have reviewed this Lease; (v) each party has agreed to enter into this I PIMP following such review and the rendering of such advice; and (vi) any rule or construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Lease, or any portions hereof, or any amendments hereto. 35. No Agency. Nothing in this Lease Agreement shall cause or imply any agency relationship or duty between Lessor and Lessee. 36. Counterparts. This I ease may be signed in counterparts. 12 2011 rase Between City of National City and Bays and Girls Ctubs of Greater San Diego Attnehrp-Pt 9 37. Recordation. This Lease may be recorded by either party hereto. IN WITNESS WHEREOF, the parties hereto have caused this Lease Agreement to be executed by their duly authorized officers or representatives as of the day and year first above written. CITY OF NATIONAL CITY By: Ron Morrison, Mayor OVED AS TO FORM: audia e.ilva City A,. iey THE BOYS & G r CLUBS OF GREATER SAN DIE (coipmad ydreurl �i /anny Sherlock President and CEO By 4144ar 4244- Robert Burson Board Chairmen 13 2011 rase Botweeo City of National City and Boys and Girls Qubfl of Grater San Diego Aft,ehrruarit CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California ) County of San Diego ) On August 22, 2011, before me, Virginia Miller, Notary Public, personally appeared Ron Morrison, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. • `mot • , t44—_ Sig' of Notary lic MAGMA MILLER Co mwatloa a WOW Notary Public - Saibarala San Maim jaCswaly Place Notary Seal Above CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Sr,441 1l4P+je on 7-A7 - /t before me, personally appeared -ban t1 } Attachment 3 Y'Kt. 44 , Rotary Public i Ne . s.. Name and The re Mow ia-r"ta 0 0.100180110101 LAUM 8. WSW Co wnission ! 1824911 Notary PebIle ten obis Calagr Soliferets Comm, DeK E,t81@ PIa= Natoy Seal AOow who proved to me on the basis of satisfactory evidence to be the personJ}whose namejorie/esx- subscribed tote within instrument and acknowledged to me that heiggeflher executed the same in hlslpeWPoieir authorized capeaty(iei$, and that by histerrigslir signaturejs5 on the instrument the personf), or the entity upon behalf of which the person(*) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal Signature: OPTIONAL Though the information below is not required by law, R may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached D nt Title or Type of Document: I-0 Document Date: Number of Pages: /3 Signarls) Other Than Named Above: Cepaclty(les) Claimed by Signer(s) Signer's Name: _ —001.,r1' y -g(q ❑ Corporate Officer — Tltle(s): rl Individual CJ Partner — 0 Limited General O Attorney in Fact D Trustee • Guardian or Conservator Other: SpaWle or Notary Peak Signer Is Representing: RIi�1l l lYI_II; IS! Signer's Name: i Corporate Officer — Title(s): ❑ Individual ❑ Partner — LJ Limited ❑ General r Attorney in Fact C Trustee f1 Guardian or Conservator n Other: Signer Is Representing: 00009 nation Amoy Aemooimlpn • NaeorWNc4 y.ory • 1•1100e5 ROTARY I1 I00-V6i6271 1:1,r1+1 r11J.71.1 lop d thurnD here Item NSW • Attachment 3 CALIFORNIA ALL PURPOSE ACKNOWLEDGMENT State of California County of t•• bl in T»era 1 On rJV+L 1 ( before me, 'ii'Y�tl� t-Aun NO J 42I�j Rib t.C. personally appeared 12-41 .Fe---V 1U N "� 1 Y COMM. 01938258 Notary Public - California San County - Comm. 20 N15 Place Notary Seat Maas who proved to me on the basis of satisfactory evidence to be the persona) whose nameae') Isar subscribed to the within instrument and acknowledged to me that helshedilley executed the same in hialhenfilleir authorized capecitycies), and that by hi.s/hentheir signatures) on the instrument the person(e), or the entity upon behalf of which the person(er acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and corned. WITNESS my hand and official seal. , Signature �.( OPTIONAL Though the Ndtxrratdon below is not required by law It may prose valuable to persons relying on the document and coal prevent fraudulent removal and reattachment of this form fo another document. Description of Attached Document Tile or Type of Document: Document Date: Numbs ges: Slgner(s) Other Than Named Above: Capacity(les) Claimed by Signer(s) Signers Name: C Individual C Corporate Officer — Title(s): ❑ Partner — C Limited 0 n Allomey in Fact Cl Trustee D Guardian or Co for D Other. Signer Is epreserking• C0007 Naar* 't51'1:iI11; Tap or thumb boat Asodion•4350 0. Sob 004., P.O.O* Signer's Name: 0 Individual 0 Corporate Oftioer—Title(s): ❑ Partner — D United U General D Attorney in Fact D Trustee D Guardian or Conservator D Other. Signer Is Representing. -cneb ,Ch e+8ta-24102. `I :NT T1, It.1r,' f:Tt Top a thumb here imoN,4ayay tram anal aooder:Csrsl l-.eo0a76ee27 a 1 1 Attachment 3 EXHIBIT "A' That portion of Blocks 3 and 4 per Map No. 552, Records of San Diego County, California, November 4,1914, together with closed and vacated to public use portions of 14h Street, 15I' Street end C Avenue, described as follows: COMMENCING at the Southeast corner of said Block 4; Thence along the Southerly prolongation of the Easterly line of said Block 4, South 1r47'04" East, 4.24 feet to the POINT OF BEGINNING; 1. Thence leaving said Ilne, South 71° 56' 15" West, 249.51 feet; 2. Thence South 28° 4T 57" West, 18.17 feet; 3. Thence North 79' 32' 30" West, 9.76 feet; 4. Thence North 88° 10' 29" West, 10.10 feet; 5. Thence South 81 ° 39' 55" West, 10.18 feet 6. Thence South 68° 32' 00" West, 48.87 feet 7. Thence North 71' 20' 52" West, 29.69 feet 8. Thence North 67' 43' 17" West, 19.80 feet; 9. Thence North 61° 16' 64" West, 39.62 feet; 10. Thence North 30° 13' 16" West, 15.13 feet; 11. Thence North 23° 22' 20" East, 37.88 feet; 12. Thence North 37° 26' 19" East, 69.13 feet; 13. Thence North 43° 43' 42" East, 79.18 feet; 14. Thence North 51° 18' 19" East, 19.29 feet 15. Thence North 60° 34' 10" East, 128.19 feet; 16. Thence North 16° 40' 03" West, 41,65 feet 17. Thence North 34° 52' 24" East, 27.92 feet 18. Thence North 71 ° 34' 28" East, 89.80 feet to the Northerly prolongation of Easterly line of said Block 4; 19. Thence along said fine, South 17" 47' 04" East, 266.11 feet to the POINT OF BEGINNING. Said land contains 75, 760 S.F., more or less. This legal description has been prepared by me, or under my direction, in conformance with the Professional I;andr5urveyors Act. Signature: Jon Ft. Berggren, L.S. 6000 U nse Expires 12131/2010 Date: January 4, 2009 Attachment 3 UNE TABLE LINE BEARING DISTANCE UNE BEARING DISTANCE Li S7116'15'W 249.51' lit S23'22'20"W 37.88' L2 S28'47'57.W 16.17' L12 N37'26'19"E 69.13' L3 S79'32'30"E 9.76' L13 N4343'42"E 79.18' L4 S8810'291 10.10' 114 N511 8'19'E 19,28' L5 N8119'55"E 10.18' L15 S6034'10"W 128,19' L6 N6832'00'E 48.87' L16 LS16'4b'03"E 41.65' L7 S71'20'527 29.69' 117 S3412`24"W 27.92' L8 N67'431714/ 19.80' L18 S71'34.26'W 89.80' L9 N6115'54"W 39.52' L19 S17'47'04"E 266.11' L10 S3013.161 15.13' BLOCK J L10 19 52 i \ _~� \ Q r 1 L18 yit'' .. - BLOCK 4 +,) �X POINT OF i t CrWuENCEUF-NT n 1` CURRENT SOUTHEAST OF V,1 yG 1 SASE BLOCK 4 4.24' ;\ \ �� t �-- � .r 1 t '� ��-'� 1.", POINT OF \\ \, • L4 --'G'�.--- 1BEGINNING '''L3 - ti6 L5. L2 ✓ •-• NEW LEASE AREA = 75,570 SF SCALE 1`= 100' IN ASSOCIATION WITH: TETRA TECH BERGGREN & ASSOCIATES LAND SURVEYING AND RIGHT OF WAY MAPPING 6046 CORNERSTONE COURT !VEST 1116 SAN DIEGO, CALIFORNIA 92121 (858) 824-0034 / (858) 824-0036 EXHIBIT "C" Depiction of the Premises Club hereby Subleases to EC Services that portion of the Club's Facility as follows: Sublease -BOYS' AND GIRLS' CLUBS AND EC SERVICES NATIONAL CITY BRANCH 29 Attachment 3 Os. - 07- • Q . if 2:1 • 1, i 0 ett a i 0 FLOUR PLAN 111301. is. ROO. MM. Mal, *MOW t.11 • s101.4 . r • •Eki ,L111111111,111Mi 0,41 UAW! . _ •Ia. .1111 VIM .0] UMO9 a f•-•0 rr• r, • Lit,r 1 '111 W ••••••••••••• Exhibit C - Youth Center Area within outline only • .; r 7 ktr e_ 0. A. • 101WSPliWg...nlk 4•04 400 1.10ja*04,104.04•61...1101.14 40 MN us•••;.:•. •••ts...., /to •••strk oft volr. W. 101 0410 011000.0 40.1. ..17•40 wet 4004 riseser_ima rt.. ers •4044 trZe=l' 11*. 0000 in • 10 44•44 rie VP L WI 09 405441,40 19. .sr, W names .1. NO WM ▪ 1,14 174071t 11177:71! 0.010.10. 0.11417.119.9. Mr as MI 09 • 100 00 WI .1..ragy 5. oit goo WU toiro021""6 9..77.77,71k 01 $74.10.1004 1 '10 WM 9*1.1140400 01 I'. rani 0044. 00000 01.1.41•10 S . 10•11.200 040 4004 ' Ipor1 •MW.IM:417tose..7.7701. larpree. eileil71:0711014P7•01pe Migiltremn 77.7.!. Km Ia. WNW MT 0.80000001 9 OM I 410. 0401 1,19, 1= 0010 0040 a. itialanAgtill• era 79.99. 0 UMW A1401 IL 000 0/04. OW leS*741. 04 441400 0 400- 14 00404 640}: NI 000 M. 0.00 01 ir/ 0001. 99949,94 VW • •10.1• Jr. - v.. woe •70, a 70 a.. 41.4 0. 0 00 meneiremen. KUM, •01. 0040 /00 01 99. 0 • daykr.i.ro•rept 01110 ..istiffra:00.10•0440 4.= ATTLY0:1.2". • • 11444 01.1104300.14 100 001 -. 04 MS 00414 • SG 04 *gamma .4••••• dr g:t•t•••• ••••••••1 OW tont. 0114000. 0100 10. ram* rot =run rim 0. ;•- • ."-digehoreamMer,••- -,•a...warraaktorgw.7„...,... KA:kik PLAN 1.11#1th ". 1 1:11477.1aelt • • A. IL01 t05 • P flIell State Rie Mg an° ci,•- or *Mot tit. Ana tine FLDOil PLOT 0. 44 PPIL • • •••‘. A2. Attachment 4 SUBLEASE This Sublease ("Sublease") is effective ,) u I ) 2014, ("Effective Date")between the BOYS & GIRLS CLUBS OF GREATER SAN DIWGO, a California nonprofit corporation (the "Club" or "Landlord") and INTEGRITY CHARTER SCHOOL ("Integrity" or "Tenant") (each a "party" and collectively. the "parties"). RECITALS A. The Club leases the real property located at 1430 "D" Avenue, National City, California 91950, County of San Diego, State of California (the "Property" sometimes referred to as the "Payne Family Branch"), as more particularly described in Exhibit "A" attached hereto and incorporated herein by reference, from the City of National City ("City"). A true and correct copy of said Lease between the Club and the City of National City is attached hereto as Exhibit "B" and incorporated herein by reference. B. Pursuant to the Lease between the City, Club is granted the right to sublet the Premises only with the prior written consent of the City. Therefore, the effectiveness of this Sublease is expressly made contingent upon the Club's receipt of the City's written consent as set forth below. C. Integrity desires to sublease a portion of the Property as defined below for the purpose of operating a Charter School for grades kindergarten through second grade and the Club desires to sublease a portion of the Property to Integrity for said purpose. NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows: 1. Subleased Premises. Subject to the written approval of this Sublease by the City, the written consent he to by the City and to the provisions of the Lease between the City and the Club, the Club hereby bleases to Integrity and Integrity subleases from the Club, upon all of the terms and conditions se forth in this Sublease, a portion of the Property including six (6) identified classrooms for kindergarten through second grade, use of the boys' and girls' bathrooms, use of the computer lab, and use of the gymnasium, as shown on the attached Exhibit "C" incorporated herein by reference (the "Premises") as well as non-exclusive use of the common areas as described below. Integrity shall have no right of possession of any remaining portions of the real property or improvements located thereon. This Sublease subordinates to the applicable covenants and conditions of the Lease between the City and the Club. In the event of conflict between the Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 1 Attachment 4 provisions of this Sublease and those of the Lease between the City and Club, the Lease between the City and the Club shall control. Portions of the Property are subject to shared use by Integrity, the Club and other users, including but not limited to the gymnasium, computer lab, bathrooms and common access ways ("Common Areas") (collectively "Shared Use Space"). The specific hours of use of portions of the Premises are more particularly set forth in Section 4.5 below. For all additional or incidental use, if any, the parties shall use their best efforts to cooperate with the scheduling and shared use. 2. Term. 2.1 Unless sooner terminated under the terms of this Agreement, the term ("Term") of this Agreement is for a period of two (2) years commencing on July 14, 2014 ("Commencement Date") and terminating at the close of business on July 13, 2016. The parties agree that each school year Term of this Agreement shall conform as closely as possible to that of the school schedule of the National City School District. 2.2 Extension/Renewal of Term. Integrity shall have one (1) option to extend the Term of this Sublease for aye' ��;;3: lone (1) year term ("Renewal Term"), which option must be exercis •y)� %+j�'g no latt' ' : all: Pt'Cernkr3i,, 2015. In the event no option is exercised in writing 44e'� , u:t1 '3I, 2015, the Club will assume that Integrity will not renew the agreement and may negotiate an agreement with another user. If this option is exercised, references in the Sublease to the Term shall include the Renewal Term. Upon exercise of the option to renew, the Term shall be extended through the expiration date of the renewal term on the same terms and conditions as contained herein. The option may not be exercised if Integrity is in default or in breach of any term in this Sublease, or if after exercise Integrity becomes in default or breach, the Extended Term will be of no force or effect. 2.3 Possession. Acceptance of Premises. By signing this Agreement, Integrity represents and warrants that it has independently inspected all of the Premises and adjunct facilities and made all investigations, and observations necessary to satisfy itself of the condition of the Premises and adjunct facilities and accepts the Premises in an "as -is" condition. Integrity acknowledges and agrees that it is relying solely on such independent inspection, tests, investigations, and observations in making this Agreement. Integrity hrreby accepts the Premises in the condition existing as of the Sublease commencement date as set Borth herein, or the date that Tenant takes possession of the Premises, whichever is earlier, subject to all applicable zoning, municipal, county, state and federal laws, ordinances and regulations governing and regulating the use of the Premises and any covenants or restrictions. Integrity acknowledges that the Premises is in the condition called for by this Agreement and Integrity does not hold the Club responsible for any defects in the Property or the Premises. The Club is not aware whether the Property has or has not been determined, pursuant to a report prepared in compliance with Civil Code Section 55.53 to meet all applicable construction -related access standards. Nor is the Club aware whether there has Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH Attachment 4 been any review of the Property for any ecologically sensitive areas, including but not limited to wetlands, flood plains, aquifers or conservation areas. Further, Integrity acknowledges that neither Landlord nor Landlord's agent, if any, has made any representation or warranty as to the present or future suitability of the Premises for the conduct of Tenant's business. 3. Rent. 3.1 Base Rent. Tenant shall pay to Landlord Base Rent as minimum monthly rent, without deduction, setoff, prior notice, or demand the sum of $5,000 per month for the ten (10) months of this Sublease and school year. Monthly installments of Base Rent shall be payable monthly, in advance, on the first day of each month. The first month's rent shall be paid upon execution of this Sublease. The rent for any partial month, including but not limited to July, 2014, shall be prorated on the basis of a thirty (30) day month. Rent shall be paid in lawful money of the United States to the Club at the address set forth on the signature page of this Sublease or to such other person or at such other place as Landlord may designate in writing. 3.2 Membership Fees. The parties acknowledge that the Club is separately contracted to run the after -school program ("ASES") for students enrolled at Integrity in grades 1-8. In addition to the Base Rent, Integrity shall pay to the Club $30 per student for those students not eligible in ASES. Said Membership Fee shall be due and payable to the Club on date the first installment of Base Rent is due and thereafter on any date that a new student enrolls in Integrity without eligibility in ASES. 3.3 Conditional Use Permit. The Club shall use its best efforts to obtain a Conditional Use Permit for Integrity to operate at the. Premises, however the Club makes no representation or guarantee whether or when the City of National City will issue the permit. The Club shall be responsible for the costs associated with the acquisition of a new Conditional Us- Permit required for the operation of a charter school not to exceed the sum of $ /506, 00 = '� In the event the Club is unable to obtain the Conditional Use Permit, Integrity may terminate this r Sublease in writing with no liability to either party. 4. Use. 4.1 Use. Integrity shall use that portion of the Property subleased to Integrity only for Integrity's Charter School program Mondays through Fridays at the hours set forth in Section 4.5 below, with a maximum limit of one hundred (100) children, located on the Premises at any one time, and for no other purpose. 4.2 Compliance With Law. Tenant shall comply with and observe all statutes, ordinances, regulations, orders and decrees of federal, state and city governments, or any departments, bureaus or agencies thereof, and all covenants and restrictions and requirements regulating the use of the Premises, whether now in force or promulgated in the future. In addition, Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 3 Attachment 4 Integrity shall comply with and observe all rules and regulations of the City and the Club whether now in force or promulgated in the future. Any and all expense resulting from such compliance shall be born by Tenant. Tenant shall not use nor permit the use of the Premises in any manner which will tend to create waste or a nuisance or shall tend to disturb any other tenants in the building in which the Premises. 4.3 Integrity acknowledges and agrees that the Club's primary purpose is to provide after school and school break programs for the children of the community. If Integrity's schedule deviates from that of the local schools, Integrity acknowledges and agrees that the Club's programs will run as normal and that the space will be shared between the Club and Integrity for that time period, with the Club's use of primary' concern. The parties shall work together to review the calendar and develop a plan for days where both programs will be running simultaneously, if any. 4.4 Integrity may utilize existing Club furniture and equipment and may also furnish the Premises with additional items. However any furnishings provided by Integrity and their use within the Premises shall be approved in writing in advance by the Club. Integrity shall furnish all of its own materials and program supplies. 4.5 Hours of Use, Integrity shall have use of the following areas for the indicated time periods: Classroom Space Computer Lab and Gymnasium 8:00 a.m. until 3:00 p.m. 8:00 a.m. until 1:00 p.m. 8:00 a.m. until 2:00 p.m. 8:00 a.m. until noon 5. Maintenance, Repair and Alteration of Premises. Mondays through Thursdays Fridays Mondays through Thursdays Fridays 5.1 Landlord's Obligations For Repair and Maintenance. Landlord shall repair and maintain in good condition the Premises as required in the Lease between the City and the Club. To the fullest extent allowed by law, Tenant hereby expressly waives the benefits of any statute now or hereafter in effect including, but not limited to, Civil Code Sections 1941 and 1942, which would otherwise give Tenant the right to make repairs and deduct the cost thereof from rent or the right to terminate this Sublease Because of Landlord's failure to keep the Premises in good order, condition and repair. 5.2 Tenant's Obligations For Repair and Maintenance. Tenant shall, at Tenant's sole expense, keep in good order, condition and repair the Premises and all parts thereof (whether or not the damaged portion of the Premises or the means of repairing the same are reasonably or readily accessible to Tenant) including, without limitation, all glass, doors, frames, Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 4 Attachment 4 plumbing, heating, air conditioning, ventilating and electrical, systems, lighting facilities, fixtures, interior walls, interior surface of exterior walls, ceilings, glass and skylights, and all of Tenant's personal property within the Premises. All operation and maintenance, repair and replacement shall be make in compliance with all applicable laws and governmental regulations. If Tenant fails to perform Tenant's obligations under this Paragraph 5.2, Landlord may, at Landlord's sole option, enter the Premisesand perform such obligations on Tenant's behalf and put the Premises or any part thereof in good repair. The cost therefor, together with interest thereon at the maximum rate then allowed by law, shall be immediately due and payable as additional rent to Landlord. Tenant shall not cause or permit any waste or injury to the Premises and shall keep the Premises free from any and all objectionable noises, odors, rubbish and debris inconsistent with the proper operation of Tenant's usual business thereon. Tenant shall further conform to all rules and regulations now or hereafter established by Landlord for the general safety, care and cleanliness of the Premises, and the comfort, quiet and convenience of other tenants of the building, if any. Landlord shall not be responsible to Tenant for the nonobservance or violation of any such rules and regulations by any other tenants or users. 5.3 Common Areas. Common areas ("Common Areas") means all areas and facilities outside the Premises and within the exterior boundaries of the real property on which the Premises is located and which are for the general use and convenience of Tenant and other tenants, if any, of the building. Common Areas include, without limitation, sidewalks, entrance ways, service areas, patios, landscaped areas, hallways, public restrooms, stairways, parking areas, driveways, roadways, loading areas, elevators, and hallways. Landlord shall repair and maintain the Common Areas in good condition. Landlord may establish and enforce reasonable rules and regulations concerning the Common Areas. Further, Landlord may temporarily close any of the Common Areas for maintenance or repair purposes. Landlord may select a person or organization to maintain and operate any of the Common Areas. Landlord shall also have the right to make changes to the Common Areas including, without limitation, changes in the location of driveways, entrances, exits and parking spaces. 5.4 Alterations. Additions and Improvements. Tenant shall not make any alterations, additions or improvements to the Premises without the prior written consent of Landlord. If such consent is granted, any such alteration, addition or improvement shall be made in accordance with all applicable federal, state and municipal laws, rules and regulations as well as all covenants and restrictions. This paragraph shall specifically include carpeting, window cover' gs, air lines, power panels, electrical distribution systems, lighting fixtures, space heaters, air conditioning, plumbing, cabinets and fencing. If Landlord grants such consent, Landlord may require Tenant to remove any and all such alterations, additions or improvements at the expiration of the Term and restore the Premises to its condition as of this commencement of this Sublease. If Landlord does not require such removal and restoration, all alterations, additions and improvements shall become the property of Landlord and remain upon and be surrendered with the Premises at the expiration of the Term. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 5 Attachment 4 Tenant shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished to or for Tenant at or for use on the Premises, which claims are or may be secured by any mechanic's or materialmen's lien against the Premises or any interest therein. Landlord may also require Tenant to provide Landlord, at Tenant's sole cost and expense, a lien and completion bond in an amount equal to 1 1/2 times the estimated cost of such alterations, additions or improvements to insure Landlord against any liability for mechanic's and materialmen's liens and to insure completion of the work. The bond shall meet the requirements of Civil Code Section 3143. If Tenant shall, in good faith, contest the validity of any such claim, lien or demand, then Tenant shall, at its sole expense, defend itself and Landlord against the same and shall pay and satisfy any such adverse judgement that may be rendered thereon before the enforcement thereof against the Landlord or the Premises, upon the condition that if Landlord shall require, Tenant shall furnish to Landlord a surety bond satisfactory to Landlord in an amount equal to such contested lien, claim or demand indemnifying Landlord against liability for the same and holding the Premises free from the effect of such lien, claim or demand. In addition, Landlord may require Tenant to pay Landlord's attorneys fees and costs of participating in such action. Tenant shall give Landlord not less than fifteen (15) days written notice prior to the commencement of any work in the Premises, and Landlord shall have the right to post notices of nonresponsibility in the Premises. Any proposed alterations, additions or improvements shall be presented to Landlord in written form with detailed plans. If Tenant makes any alteration, addition or improvement without the prior written consent of Landlord, Landlord may require Tenant to remove any or all of the same. 6. Insurance and Indemnity. 6.1 Liability Insurance. Tenant shall, at Tenant's sole expense, obtain and keep in force during the Term of this Sublease a policy of public liability insurance including combined single limit bodily injury and property damage insurance insuring Landlord, Tenant, and City against any liability arising out of the ownership, use, occupancy and maintenance of the Premises and all areas appurtenant thereto. Such insurance shall be a combined single limit policy in an amount not Tess than Three Million Dollars ($3,000,000.00) per occurrence. The policy shall insure performance by Tenant of the indemnity provisions of paragraph 6.4. The limits of the insurance shall not, however, limit the liability of Tenant hereunder. Certificates of Insurance showing Landlord as an additional insured shall be provided to Landlord within ten (10) days of execution of this Sublease and each time said policy is renewed. In addition, Landlord may in Landlord's sole discretion, prohibit Tenant from taking possession of the Premises unless and until Tenant provides a valid Certificate of Insurance as set forth in Section 6.1 above. a. Tenant's Failure to Obtain Insurance. If Tenant fails to procure and maintain any insurance required by paragraph 6.1, Landlord may, but shall not be required to., Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 6 Attachment 4 procure and maintain such insurance. Tenant shall immediately reimburse Landlord for all costs therefor together with interest thereon at the maximum rate then allowed by law. b. Increase of Insurance. Tenant shall not operate, occupy, maintain,. or use the leased portions of the Property in such a manner as to result in cancellation of the Club's insurance or that results in an increase of the Club's liability and/or property damage insurance. In the event that the Club's insurance is increased solely by reason of Tenant's use, occupancy, maintenance, or operation of the leased premises, then Tenant shall promptly reimburse the Club for such increased cost upon demand by the Club. The Tenant acknowledges that it shall have the sole responsibility for maintaining property damage insurance on its fixtures and equipment and other personal property located at the Premises. c. Insurance Policies. Insurance required hereunder shall be with companies holding a general policy holders rating of at least A, or such other rating as may be required by a lender having a lien or the Premises, as set forth in the most current issue of Best's Insurance Guide. Tenant shall deliver to Landlord copies of the policies of insurance or certificates evidencing the type and amount of the insurance for all insurance required to be maintained by Tenant. No policy shall be cancelable or subject to reduction in coverage or other modification except after thirty (30) days prior written notice to Landlord. Tenant shall, at least thirty (30) days prior to the expiration of such po licy, furnish Landlord with renewals or binders thereof, or Landlord may order such insurance and charge the cost thereof to Tenant, which amount shall be payable by Tenant upon demand. Tenant shall not do or permit to be done anything which will invalidate any insurance policies required in this Section 6. All policies of insurance shall name Landlord (and at Landlord's option any additional parties designated by Landlord) and city as an additional insureds. 6.2 ,Indemnity. Tenant shall indemnify and hold Landlord harmless from and against any and all claims arising from or relating to Tenant's use of the Premises, or from the conduct of Tenant's business or from any activity, work or thing done, permitted or suffered by Tenant in or about the Premises or elsewhere on the Property. Tenant shall further indemnify and hold Landlord harmless from and against any and all claims arising from any breach or default in the performance of any obligation of Tenant under this Sublease or arising from any negligence of the Tenant or any of Tenant's agents, contractors or employees and from and against all .costs, attorney's fees, expenses and liabilities incurred in a defense of any such claim or any action or proceeding brought thereon. If any action or proceee ing is brought against Landlord by reason of any such claim, Tenant, upon notice from Landlord, shall defend the same at Tenant's expense by counsel satisfactory to Landlord. Tenant, as a material part of the consideration to Landlord, hereby assumes all risk of damage to property or injury to persons in, upon or about the Premises arising from any cause and Tenant hereby waives all claims in respect thereof against Landlord. 6.3. Exemption ofLandlord from Liability. Tenant hereby agrees that Landlord shall not be liable for injury to Tenant's business or for any loss of income therefrom or for damage Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 7 Attachment 4 to the goods, wares, merchandise or other property of Tenant, Tenant's employees, invitees, customers or any other person in or about the Premises. Further, Landlord shall not be liable for any injury to Tenant, Tenant's employees, agents or contractors whether such damage or injury is caused by or results from fire, steam, electricity, gas, water or rain or from breakage, leakage, obstruction or other defects of pipes, sprinklers, wires, appliances, plumbing, air conditioning or lighting fixtures, or from any other cause, whether the damage or injury results from conditions arising upon the Premises or upon other portions of the Building or from other sources or places and regardless of whether the cause of damage or injury or the means of repairing the same is inaccessible to Tenant. Landlord shall not be liable for any damages arising from any act or neglect of any other tenant of the Building. 7. Damage or Destruction. 7.1 Partial or Total Damage or Destruction of Premises, In the event that the Premises or any part of the Property used by Tenant is partially or totally damaged or destroyed, from any cause whatsoever, except through fault of Tenant, whether or not such damage or destruction is covered by the insurance required under paragraph 6, then Landlord may, at Landlords sole option, either: 1) restore the Premises or improvements on the Property to the condition existing immediately prior to such damage or destruction and this Sublease shall remain in full force and effect; or 2) terminate this Sublease immediately; provided, however, that if the cost of restoration of the damage or destruction is Ten Thousand Dollars ($10,000.00) or less and insurance proceeds are available for such restoration, Landlord shall repair the Premises to its condition existing immediately prior to the damage or destruction. Any damage caused through fault of the Tenant shall be repaired and restored to the condition existing immediately prior to such damage or destruction at the sole cost and expense of the Tenant. Tenant agrees that preliminary steps toward performing repairs, restoration or replacement shall be commenced within thirty (30) days, and the required repairs, restoration, or replacement shall be completed within a reasonable time thereafter in a manner acceptable to Landlord, in Landlords sole discretion. 7.2 Abatement of Rent. If the Premises are partially or totally damaged or destroyed, and if Landlord restores the Premises under the provisions of paragraph 7.1, monthly rent shall be abated proportionately with the degree to which Tenant's use of the Premises is impaired commencing from the date of damage or destruction and continuing during the period of such restoration until the restoration is completed so that Tenant may use the Premises for Tenant's usual business. 7.3 Waiver. Tenant waives the provisions of any statutes which relate to termination of Subleases or leases when the thing leased is destroyed and agrees that such event shall be governed by the terms of this Sublease. 8. Utilities. Tenant shall not be responsible for payment of utilities including, but not Limited to, water, gas, heat, electricity, power, sewer, garbage disposal and other services supplied Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 8 Attachment 4 to the Premises. The Club shall be responsible for payment of the telephone. 9. ,Licenses and Permits. It shall be the sole and full responsibility of Integrity, at its cost, to obtain all permits and licenses as are necessary to the use, operate, occupy and maintain the Premises for use by Integrity. 10. Default. 10.1 Tenant's Default. The occurrence of any of the following shall constitute a default by Tenant: 10.1.1 Failure to pay rent or other sums when due. 10.I.2 Abandonment and vacation of the Premises (failure to occupy and operate the Premises for ten (10) consecutive days, other than scheduled vacation days, shall be deemed an abandonment and vacation). 10.1.3 Failure to perform any other provision of this Sublease (a nonmonetary default) if the failure to perform is not cured within thirty (30) days after notice has been given to Tenant. If the default cannot reasonably be cured within thirty (30) days, Tenant shall not be in default of this Sublease if Tenant commences to cure the default within the thirty (30) day period and diligently and in good faith continues to cure the default. Notices given under this Section shall specify the alleged default and the applicable Sublease provisions, and shall demand that Tenant perform the provisions of this Sublease or pay the rent that is in arrears, as the case may be, within the applicable period of time, or quit the Premises. No such notice shall be deemed a forfeiture or a termination of this Sublease unless Landlord so elects in the notice. The purpose of the notice requirements set forth in this paragraph is to extend the notice requirements of the unlawful detainer statutes of California. 10.1.4 Violation by Tenant of any provisions of any recorded documents affecting the Premises. 10.1.5 No interest of Tenant in this Sublease shall be assignable by operation of law. Each of the Following acts shall be considered an involuntary assignment and a default hereunder: 10.1.5.1 If Tenant is or becomes bankrupt or insolvent or is unable to pay Tenant's debts as they become due, makes an assignment for the benefit of creditors, or institutes a proceeding under the Bankruptcy Act in which Tenant is the bankrupt; or, if Tenant is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 9 Attachment 4 of creditors; 10.1.5.2 If a writ of attachment or execution is levied on this Sublease; 10.1.5.3 If, any proceeding or action to which Tenant is aparty, a receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by Tenant and Landlord shall have the right to elect to terminate this Sublease, in which case this Sublease shall not be treated as an asset of Tenant. 11. Termination. This Sublease may be terminated as follows: 11.1 In the event that during the term of this Sublease, governmental funding is either eliminated or reduced to a point so as to render continued operation of the Integrity Charter School impractical or impossible, Integrity may terminate this Sublease upon ninety (90) days' written notice to the Club. In the event Integrity Charter School is terminated hereunder, Integrity shall, upon the written consent of the parents or guardians of the children then enrolled in the program, provide to the Club a record of all students then participating in the program, which record shall include each student's name, the name of the student's parent(s) or guardian(s), address and telephone number. The purpose for providing said records shall be to allow the Club, in its sole discretion, to continue providing Club services to said students; 11.2 By Club, for Integrity's breach of any non -monetary term, covenant or condition contained in this Sublease which is not cured within thirty (30) days immediately following written notice from the Club of such alleged breach; Sublease; 11.3 By the Club for the breach of any monetary term, covenant or condition of this 11.4 By mutual agreement of the Parties hereto; or 11.5 In the event that the Lease between the City of National City and the Club is terminated, for any reason, before the end of the Term of this Sublease, this Sublease shall terminate. 11.6 By Integrity in the event the Conditional Use Permit is not obtained. 11.7 Exception to Termination. Notwithstanding the above provisions regarding termination this Sublease shall not be terminated prior to June 30 in any year for which Integrity has Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 10 Attachment 4 received funding for its charter school. 11.8 Surrender: Termination. Immediately upon termination of this Sublease, Tenant shall surrender the Premises to Landlord in the same condition as received, ordinary wear and tear excepted, clean and free of debris. Tenant shall repair any damage to the Premises occasioned by the installation or removal of its trade fixtures, furnishings and equipment. Unless Landlord requests the removal of said fixtures, all alterations, improvements and additions shall become the property of Landlord and remain upon and be surrendered with the Premises at the expiration of the Term. 12. Late Charges. Tenant hereby acknowledges that late payment by Tenant to Landlord of rent and other sums due under this Sublease will cause Landlord to incur costs not contemplated by this Sublease, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges and late charges which may be imposed on Landlord by the terms of any mortgage or trust deed covering the Premises. Accordingly, if any installment of rent or any other sum due from Tenant is not received by Landlord within ten (10) days after such amount is due then Tenant shall immediately pay to Landlord a late charge equal to six percent (6%) of the overdue amount. The parties agree that such late charge represents a fair and reasonable estimate of the costs Landlord will incur by reason of late payment by Tenant. Acceptance of the late charge by Landlord shall in no event constitute a waiver of Tenant's default with respect to such overdue amount, nor prevent Landlord from exercising any of the other rights and remedies granted under this Sublease. If a late charge is payable hereunder, whether or not collected, for three (3) installments of rent, then rent shall automatically become due and payable quarterly in advance, rather than monthly, not withstanding any other provision of this Sublease to the contrary. 13. Condemnation. (1) Definitions. "Condemnation" means: (a) the exercise of any governmental power, whether by legal proceedings or otherwise, by a condemnor; and (b) a voluntary sale or transfer by Landlord to any condemnor, either under threat of condemnation or while legal proceedings for condemnation are pending. "Date of Taking" means the date the condemnor has the right to possession of the property being condemned. "Award" means all compensation, sums, or anything of value awarded, paid or received on a total or partial condemnation. "Condemnor" means any public or quasi -public authority, or private corporation or individual, having the power of condemnation. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 11 Attachment 4 If, during the Term or during the period of time between the Effective Date and the Commencement Date, there is a taking of all or any part of the Premises, Building, other improvements or real property of which the Premises are a part or of any interest in this Sublease by condemnation, the rights and obligations of the parties shall be determined pursuant to this Paragraph. (2) Total Taking. If all of the square footage in the Premises is taken by Condemnation, this Sublease shall terminate on the Date of Taking. (3) Partial Taking. If a portion of the square footage but less than all of the square footage of the Premises or of the Building or the real property of which the Premises are a part, is taken by condemnation, Landlord, within sixty (60) days after the Date of Taking, may terminate this Sublease as of a date specified in a written notice given to Tenant by Landlord within that sixty (60) day period. If Landlord does not give notice of termination to Tenant within that sixty (60) day period, then this Sublease shall continue in full force and effect; provided, however, that if a portion of the square footage but Tess than all of the square footage in the Premises is taken, monthly rent shall be reduced by an amount that is in the same ratio to monthly rent as the total square footage in the Premises taken bears to the total square footage in the Premises immediately before that Date of Taking. (4) Waiver of California Code of Civil Procedure Section 1265.130. Tenant waives the provisions of Code of Civil Procedure Section 1265.130 allowing a party to petition the superior court to terminate this Sublease in the event of a partial taking of the Premises. (5) Restoration of Premises. If there is a partial taking of the Premises and this Sublease remains in full force and effect Tenant at its cost shall accomplish all necessary restoration with no abatement of rent. (6) Award. The entire award shall belong to and be paid to Landlord except that Tenant shall receive from the award a sum attributable to Tenant's improvements or alterations made to the Premises by Tenant in accordance with this Sublease which Tenant has the right to remove from the Premises pursuant to the provisions of this Sublease but elects not to remove. 14. No Broker. Tenant represents that neither the Premises, nor any portion of the roperty, was presented to it or to any person representing it by any broker or finder and that no roker or finder was involved in the leasing of the Premises. Tenant warrants that no claim for commission for the leasing shall be presented to Landlord. Further, Tenant agrees to indemnify and defend Landlord in the event of any such claims. 15. Assignment. 15.1 No Assignment. Tenant shall not assign or encumber its interest in this Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 12 Attachment 4 Sublease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity to occupy or use all or any part of the Premises, without first obtaining Landlord's prior written consent, which consent may be withheld in Landlord's sole and absolute discretion. Any assignment, encumbrance, or sublease without Landlord's prior written consent shall be voidable and, at Landlord's election, shall constitute a material default of this Sublease. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. 15.2 It -Consent is Given. If Landlord consents to an assignment or encumbrance of sublease, Tenant immediately and irrevocably assigns to Landlord, as security for Tenant's obligations under this Sublease and shall immediately pay to Landlord all rent from any subletting of all or any part of the Premises as permitted by this Sublease, and Landlord, as assignee and as attorney -in -fact for Tenant, may collect such rent and apply it towards Tenant's obligations under this Sublease: All rent received by Tenant from any subtenants in excess of the rent payable by Tenant to Landlord under this Sublease shall be paid to Landlord, or any sums to be paid by an assignee to Tenant in consideration of the assignment of this Sublease shall be paid to Landlord if Landlord consents to a sublease or assignment. Tenant shall remain liable on the Sublease. If Tenant requests Landlord to consent to a proposed assignment or subletting, Tenant shall pay to Landlord, whether or not consent is ultimately given, Landlord's reasonable attorney's fees incurred in connection with each such request. 1.5.3 Assignment by Operation of Law. No interest of Tenant in this Sublease shall be assignable by operation of law. Each of the following acts shall be considered an involuntary assignment: I5.3.1 If Tenant is or becomes bankrupt or insolvent, makes an assignment for the benefit of creditors or institutes a proceeding under the Bankruptcy Act in which Tenant is the bankrupt; or, if Tenant is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors; 15.3.2 If a writ of attachment or execution is levied on this Sublease; 15.3.3 If, in any proceeding or action to which Tenant is a party, a receiver is appointed with authority to take possession of the Premises. An involuntary assignment shall constitute a default by Tenant and Landlord shall have the right to elect to terminate this Sublease, in which case this Sublease shall not be treated as an asset of Tenant. 16. Estoppel Certificate. Tenant shall at any time and from time to time, upon not less than ten (10) days prior written notice from Landlord, execute, acknowledge, and deliver to Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 13 Attachment 4 Landlord a statement in writing certifying certain facts including, without limitation, that this Sublease is unmodified and in full force and effect (or, if modified, stating the nature of such modification and certifying that this Sublease, as so modified, is in full force and effect) and the dates to which the rental, the security deposit, and other charges, if any, are paid in advance, and acknowledging that there are not, to Tenant's knowledge, any uncured defaults on the part of Landlord hereunder, and no events or conditions then in existence which, with the passage of time or notice or both, would constitute a default on the part of Landlord hereunder, or specifying such defaults, events, or conditions, if any are claimed. It is expressly understood and agreed that any prospective purchaser or encumbrancer of all or any portion of the Premises or the Building or of the real property of which they are a part shall be entitled to rely upon any such statement. Tenant's failure to deliver such statement within such time shall, at the option of Landlord, constitute a breach or default under this Sublease. If such option is not so exercised by Landlord, Tenant's failure shall be conclusive upon Tenant that (i) this Sublease is in full force and effect without modification except as may be represented by Landlord; (ii) that there are no uncured defaults in Landlord's performance; and (iii) that not more than one (1) months' rental has been paid in advance. If Tenant fails to deliver the certificate within ten (10) days, Tenant irrevocably constitutes and appoints Landlord as its special attorney -in -fact to execute and deliver the certificate to a third party. 17. Subordination. Tenant agrees upon request ofLandlord to subordinate this Sublease and its rights hereunder to the lien of any mortgage, deed of trust or other encumbrance, together with any conditions, renewals, extensions, or replacements thereof, now or hereafter placed, charged or enforced against the Landlord's interest in this Sublease and the leasehold estate thereby created, the Premises, the Building or improvements included therein or the real property of which the Premises are a part, and deliver at any time and from time to time upon demand by Landlord any documents required to effectuate such subordination. In the event that Tenant fails, neglects or refuses to execute and deliver any such document within ten (10) days after receipt of written notice to do so and the receipt by Tenant of the document to be executed by it, Tenant hereby appoints Landlord, its successors and assigns, the special attomey-in-fact of Tenant irrevocably to execute and deliver any and all such documents for and on behalf of Tenant; provided, however, that Tenant shall not be required to effectuate such subordination, nor shall Landlord be authorized to effect such subordination on behalf of Tenant, unless the mortgagee or beneficiary named in such mortgage, deed of trust or other encumbrance shall first agree in writing, for the benefit of Tenant, that so long as Tenant is not in default under any of the provisions, covenants or conditions of this Sublease on the part of Tenant to be ,cept and performed, that Tenant's quiet enjoyment of the Premises will not be disturbed or interfered with by any trustee's sale or by any action or proceeding to foreclose said mortgage, deed of trust or other encumbrance. In the event that the mortgagee or beneficiary of any such mortgage or deed of trust elects to have this Sublease a prior lien to its mortgage or deed of trust, then and in such event upon such mortgagee or beneficiary giving written notice to Tenant to that effect, this Sublease shall be deemed a prior lien to such mortgage or deed of trust whether this Sublease is dated or recorded prior to or subsequent to the date of recordation of such mortgage or deed of trust. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 14 Attachment 4 18. Intentionally left blank. 19. Interest on Past Due Obligations. Except as expressly herein provided, any amount due to Landlord not paid when due shall bear interest at the maximum rate then allowable by law from the date due until paid. 20. Notices. Any notice, demand, request, consent, approval or communication that either party desires or is required to give to the other or any other person shall be in writing and either served personally or sent by prepaid certified mail, first class, and shall be addressed to the other party at the address set forth under its name on the signature page of this Sublease. Either party may change its address by notifying the other party of the change of address in accordance with this Paragraph. Notice shall be deemed effective upon receipt if personally delivered or seventy-two (72) hours from the date of mailing if mailed as provided in this Paragraph. 21. Signs. Tenant shall not place any sign upon the Premises, the building or any improvements or the real property of which the Premises are a part without Landlord's prior written consent. 22. Recording/Ouitclaim Deed. This Sublease shall not be recorded without Landlord's prior written consent. Tenant shall execute and deliver to Landlord on the expiration or termination of this Sublease, immediately on Landlord's request, a quitclaim deed to the Premises, in recordable form, designating Landlord and City as transferee. 23. Holding Over. If Tenant, with Landlord's consent, remains in possession of the Premises or any part thereof after expiration of the Term of this Sublease, such occupancy shall be a tenancy from month to month upon all of the other provisions of this Sublease pertaining to the obligations of Tenant but all options and rights of first refusal, if any, granted under the terms of this Sublease shall be deemed terminated and be of no further effect during said month to month tenancy. 24. Landlord's Right of Entry, Landlord and Landlord's agents shall have the right to enter the Premises at reasonable times for the purpose of inspecting the same, showing the Premises to prospective purchasers, lenders or tenants and making such alterations, repairs, improvements, or additions to the Premises or the Building as Landlord may deem necessary or desirable. Landlord may at any time place on or about the Premises any ordinary "for sale" signs and Landlord may at any time during the last one hundred and eighty (180) days of the Term of the Sublease place on or about the Premises "For Lease" signs. 25. Attorney'sFees. If either party brings an action to enforce the terms of this Sublease or declare rights hereunder, the prevailing party in such action, on trial or appeal, shall be entitled to his reasonable attorney's fees to be paid by the losing party as fixed by the court. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 15 Attachment 4 26. Rules and Regulations. Tenant agrees that it will abide by, keep and observe all reasonable rules and regulations which Landlord may make from time to time for the management, safety, care and cleanliness of the Premises, the Building and the surrounding areas as well as for the convenience of other occupants and tenants of the Building. The violation of any such rules and regulations shall be deemed a material breach of this Sublease by Tenant. 27. Security Measures. Tenant hereby acknowledges that the rent payable to Landlord hereunder does not include the cost of guard service or other security measures and that Landlord shall have no obligation whatsoever to provide the same. Tenant assumes all responsibility for the protection of Tenant, it's agents and invitees from acts of third parties. 28. Easements. Landlord reserves the right from time to time to grant such easements, rights and dedications that Landlord may deem necessary or desirable and to cause the recordation ofparcel maps and restrictions so long as such easements, rights, dedications, maps and restrictions do not unreasonably interfere with the use of the Premises by Tenant. Tenant shall sign any of the aforementioned documents immediately upon request of Landlord and failure to do so shall constitute a material breach of this Sublease. 29. Landlord's Right to Effect Performance, If Tenant at any time fails to perform any covenant, tern or condition of this Sublease, Landlord may immediately, or at any time thereafter without notice, perform the same for the account of Tenant, and any monies paid by Landlord on account thereof shall be deemed to be additional rent due under this Sublease, shall be immediately due and payable to Landlord and shall bear interest at the maximum rate allowable by law until paid by Tenant to Landlord. 30. Commencement of Action. 30.1 Any claim, demand, right or defense of any kind by Tenant, which is based upon or arises in any connection with this Sublease or the negotiations prior to its execution, shall be barred unless Tenant commences an action thereon, or interposes in a legal proceeding a defense by reason thereof, within six (6) months after the date of the inaction or omission or the date of the occurrence of the event or of the action to which the claim, demand, right or defense relates, whichever applies. 30.2 Mediation. Arbitrailion and Attorney's Fees. 30.2.1 Mediation of Disputes. Except as otherwise provided herein, the parties agree to mediate any dispute or claim arising between them out of this Agreement, or any resulting transaction, before resorting to arbitration. Mediation fees, if any, shall be divided equally among the parties involved. If, for any dispute or claim to which this paragraph applies, any party commences arbitration without first attempting to resolve the matter through mediation, or refuses to mediate after a request has been made, then that party shall not be entitled to recover attorney's Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 16 Attachment 4 fees, even if they would otherwise be available to that party in any such arbitration. 30.2.2 Arbitration of Disputes. Except as otherwise provided herein, any action to enforce or interpret this instrument or to resolve disputes between the parties regarding this instrument, shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association. Any party may commence arbitration by sending a written demand for arbitration to the other parties. Such demand shall set forth the nature of the matter to be resolved by arbitration. Arbitration shall be conducted at San Diego, California. The substantive law of the State of California shall be applied by the arbitrator to the resolution of the dispute. The parties shall share equally all initial costs of arbitration. The prevailing party shall be entitled to reimbursement of attorney fees, costs, and expenses incurred in connection with the arbitration. All decisions of the arbitrator shall be fmal, binding, and conclusive on all parties. Judgment may be entered upon any such decision in accordance with applicable law in any court having jurisdiction thereof. "NOTICE: BY INITIALING IN THE SPACE BELOW YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION DECIDED BY NEUTRAL ARBITRATION AS PROVIDED BY CALIFORNIA LAW AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. BY INITIALING IN THE SPACE BELOW YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION, YOU MAY BE COMPELLED TO ARBITRATE UNDER THE AUTHORITY OF THE CALIFORNIA CODE OF CIVIL PROCEDURE. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY." WE HAVE READ AND UNDERSTAND THE FOREGOING AND AGREE TO SUBMIT DISPUTES ARISING OUT OF THE MATTERS INCLUDED IN THE 'ARBITRATION OF DISPUTES' PROVISION TO NEUTRAL ARBITRATION. INITIALS: 30.2.3 In the event of a dispute arising out of this Agreement, or the performance thereof it, the prevailing party shall recover all of his legal fees and expenses, whether or not the dispute is submitted to arbitration. 31. Miscellaneous. 31.1 Time of Essence. Time is of the essence to this Sublease. 31.2 Additional Rent. Any monetary obligation of Tenant to Landlord under the terms of this Sublease shall be deemed to be rent. 31.3 Amendments. This Sublease contains all agreements of the parties with Sublease -BOYS° AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 17 Attachment 4 respect to any matter mentioned herein. No prior agreement or understanding pertaining to any such matter shall be effective. This Sublease may be modified only in a writing signed by all parties hereto. 31.4 Severability. The invalidity of any provision of this Sublease as determined by a court of competent jurisdiction, shall in no way affect the validity of any other provision hereof and it shall remain in full force and effect. 31.5 Waiver. No delay or omission in the exercise of any right or remedy of Landlord on any default by Tenant shall impair such right or remedy or be construed as a waiver. No act or conduct of Landlord, including, without (imitation, the acceptance of the keys to the Premises, shall constitute an acceptance of the surrender of the Premises by Tenant before the expiration of the Term. Only a written notice from Landlord to Tenant shall constitute an acceptance of the surrender of the Premises and accomplish a termination of the Sublease. Landlord's consent to or approval of any act by Tenant requiring Landlord's consent or approval shall not be deemed to waive or render unnecessary Landlord's consent to or approval of any subsequent act by Tenant. Any waiver by Landlord of any default must be in writing and shall not be a waiver of any other default conceming the same or any other provision of this Sublease. 31.6 Cumulative Remedies. No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity. 31.7 Covenants and Conditions. Each provision of this Sublease to be performed by Tenant shall be deemed both a covenant and a condition. 31.8 Governing Law. This Sublease shall be governed by the laws of the State of California. 31.9 Heirs. Successors and Assigns. Subject to the provisions restricting assignment or subletting by Tenant, or other provisions of this Sublease, this Sublease shall be binding on the parties, their respective heirs, personal representatives, successors and assigns. 31.10 Authority. Each individual executing this Sublease on behalf of such entity represents and warrants that he or she is duly author' d to execute and deliver this Sublease on behalf of that entity. If Landlord requests, Tenant sh 111 provide Landlord with evidence of such authority satisfactory to Landlord. 31.11 Written Notice or Consent of Parties. Whenever a notice, consent or approval of either party is required, the notice, consent or approval shall be in writing. 31.12 Captions. The captions of this Sublease shall have no effect on its interpretation. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 18 Attachment 4 31.13 Construction. As used in this Sublease, the masculine, feminine or neuter gender and the singular or plural numbers shall each be deemed to include the other whenever the context so indicates. This Sublease shall be construed in accordance with its fair meaning, the captions being for the convenience of the parties only and not intended to describe or define the provisions in the portions of the Sublease to which they pertain. The terms of this Sublease have been freely negotiated by the parties and this Sublease shall not be construed against the drafter. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 19 Attachment 4 31.14 Joint and Several Obligations. If more than one (1) person is Tenant, the obligations imposed on Tenant are joint and several. LANDLORD: :. : ND GIRLS CLUB By: Addre P.O. Box 178569 San Deigo, CA 92177 TENANT: INTEGRITY CHARTER SCHOOL By: ,411..-4.A.3 Address: 7 D / /U44Unc<./ h MciJ cTairply e,� Peslge4--)1 1C c NWBSBS\CIient FiIes1LBBlreal estate\Boys'and Girls' Club Integrity Charter School -National City -Payne Branng1Sub1easolmegrity-mised 5-5-14 .wpd Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 20 EXHIBIT "A" Legal Description of the Property Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 21 Attachment 4 EXHIBIT "B" (Copy of the Club's Lease with the City of Poway) Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 22 Attachment 4 Attachment 4 EXHIBIT "C" Legal Description of the Premises Club hereby leases to Integrity that portion of the Club's Facility as follows: Both Integrity and Club using best efforts to cooperate with the other regarding said shared use. Integrity shall have no right of possession of the remaining portions of the real property or improvements located thereon. Sublease -BOYS' AND GIRLS' CLUBS AND INTEGRITY CHARTER SCHOOL NATIONAL CITY BRANCH 23 Attachment 4 EXHIBIT "A" That portion of Blocks 3 and 4 per Map No, 552, Records of San Diego County, California, November 4, 1914, together with dosed and vacated to public use portions of 14f6 Street, 15th Street and C Avenue, described as follows: COMMENCING at the Southeast corner of said Block 4; Thence along the Southerly prolongation of the Easterly line of said Block 4, South 17°47'04" East, 4.24 feet to the POINT OF BEGINNING; 1. Thence leaving said line, South 71 ° 56' 15" West, 249.51 feet; 2. Thence South 28° 47' 57" West, 16.17 feet; 3. Thence North 79° 32' 30" West, 9.76 feet; 4. Thence North 88° 10' 29" West, 10.10 feet; 5. Thence South 81° 39' 55" West, 10.18 feet; 6. Thence South 68° 32' 00" West, 4B.87 feet; 7. Thence North 71 ° 20' 52" West, 29.69 feet; 8. Thence North 67° 43' 17" West, 19.80 feet; 9. Thence North 61° 15' 54" West, 39.52 feet; 10. Thence North 30° 13' 16" West, 15.13 feet; 11. Thence North 23° 22' 20" East, 37.88 feet; 12. Thence North 37° 26' 19" East, 69.13 feet; 13. Thence North 43° 43' 42" East, 79.18 feet; 14. Thence North 51 ° 18' 19" East, 19.29 feet; 15. Thence North 60° 34' 10" East, 128,19 feet; 16. Thence North 16° 40' 03" West, 41.65 feet; 17. Thence North 34° 52' 24" East, 27.92 feet; 18. Thence North 71° 34' 26" East, 89.80 feet to the Northerly prolongation of Easterly line of said Block 4; 19. Thence along said line, South 17° 47' 04" East, 266.11 feet to the POINT OF BEGINNING. Said land contains 76, 760 S.F., more or less. This legal description has been prepared by me, or under my direction, in conformance with the Professional hand,Surveyors Act. Signature: Jo n R. Berggren, L.S. 6000 Lic nse Expires 12/31 /2010 Date: January 4, 2009 MAP 55 BLOCK 3 L10 \ - BLOCK 4 g X POINT OF 2 +' i,, COMMENCEMENT 0 \ CURRENT SOUTHEAST .3, X/ 2 7 \ LEASE CORNER OF (, vn G AREA BLOCK 4 4.24' 1 1, Y \ (g 1 Attachment 4 LINE TABLE LINE BEARING DISTANCE LINE BEARING DISTANCE LI S71'56'15'W 249.51' L11 S2322'20"W 37.88' L2 S28'47'57"W 16.17' L12 N37'26'19"E 69.13' L3 S79'32'30"E 9.76' L13 N43.4342"E 79.18' L4- S8810'29"E 10.10' L14 N5118'19"E 19.28' L5 1481'39'55"E 10.18' L 15 S60'34'10"W 128.19' L6 N68'32'00"E 48.87' L16 S16'40'03"E 41.65' 1.7 S71-20'52"E 29.69' 1_17 534'52'24"W 27.92' L8 N67'43'17"W 19.80' L18 S71'34'26"W 89.80' L9 N6115'54"W 39.52' L19 S17'4704"E 266.11' L10 S30'13'16"E 15.13' L2 POINT OF BEGINNING NEW LEASE AREA = 75,670 SF SCALE 1= 100' IN ASSOCIATION WITH: TETRA BERGGREN & ASSOCIATES LAND SURVEYING AND RIGHT OF WAY MAPPING 6046 CORNERSTONE COURT: WEST #116 SAN DIEGO, CALIFORNIA 92121 (658) 824-0034 f (858) 824-0036 to 0 1(ap- " + �C wTC J ' ✓., S. er --I W 71 Pa' f- F.• }.• FP .tq 1 14 I tP le. i •1' L P•• J •4• f ... ' J � . -tm. - F-_.__._..n. --_,-1_ • •------' xeauuur. .. _�citeu�. L1?t�Q, 1 a Y'� i (.l]i ro. nrr.^I y+ MICH.� Y. `{0 V lam.-. �I� i ' ni ) nr � 1•/' - r •� , } 1 a, ..... .or I` (042t{ �i�• M'u "tliEJn rat -i . �! Q \y� O k d ! -� . l 'i {. - I• 1 7 TEEN 1 17 m L : ' I o n, ^� . ° r'✓�`Ci ' mlti .-. �� cm111tam *- •� ‘n c'.I.E3S0lQJ�! oi L� 1 as t t w ��" eu'.:...�i Oj rl Ly � a. �' I QK ' +tr yr.: I ,w-...._ t -,t; .. ..__-IFyv.; 'P.'. ,.r._.... 4a, cn/BJ. 's 4Y'. 1.. ,1 Sl i- # ' .O ¢ J1ppC� !*• r ;1• .�. rill! .; iQ 1 ��a �1S]1 aijiA .i. �P1� \N C a .CI.i b � ® C/II © ��/�).:1• 41 Ili v:1:1 [.n .1..�.• uat.`I�J[ 1(-' El 0� 7 ir■l- . Y J MIN it l ,i j1 A . _ , io . UI 71 il IRyI Yrts. ,:•; (:l1Y.'% ' � YiY�iillllfiili'4tY fJC11 ym{' tat:, 1 0� 4 2 °. , if m �; Q-... 4' a1.�•..®T'1r Y. _ �� l VR �a��� lY'-• 1'"11lid N Z a y,,,,, �]. W ra " _ �t n t . tf� i1T •!' i n i •�� _ ®I car �Clj 01�IlllbIlilb q..ss Fll �i1,i�•�i -e__ M' } - t Gr3:t{7 1 - vT( :,,. m � 4. �j r.`'t • '- «1a:.j®_;° O-'.J P. a -- `[;:a -9,1• "la �, m .t ..r1Jai at ^"_ 14-'7rr�-,+S rr4st `R' ar..r. PPr-MTl W_i. y� -. !b �' I I i44l' . IJ', 1t . (� P: <r pm a. f4ROl1aU1V 1!a 9 '.a(oem. r K11 �'`. n. �,...r i>f i lY py Y� ttl ..� .. Le; i * �tll I' . � Sx. ]' min OI2� P' f�l,- I fr. t .J�i�yy� �T p tl £j2 ' r� .-rJ'tl i�R7. � a I 1, _ au. .a.�.Da%awn 1 .rtir.r IC...t .}� ;�111 PII ; IYii.,1 ; Iran } I ul ra 10 t _ ua aW .T' u .. ➢OUI p YO ! *Eif1EP 1 •1= 'AV' '. I ia.Y YIC faa %, -�. I PP )T .••, f .. _..... i i 1 r � •� �i; • `i •. , aacr _ -iFNa - -�. -M!'__.•? -� . I 1-� -• _ -- �• ,4 -.- I A Ai m EA 1, �n U� . �T.4 j I rS�!'imi 4.4V . _ i For,. Clo�i n y -� a , r � .� a w G __ ..... .....1 1 -._ .; .' ___.._•) 1 if: 4,. Dina 20, ., m - ' il'' I a.14 �cl. n-P 4• a 4.P a IM.•- . ` _ 1tII • .`_. •1~r- 4i�r,.. t: T1a _ �f..r . _Q--I_.___..!Li --fP 1 f .P _ M+a.' / f .-�_.� F' .-�1 } �f I'FLooA'PLaw 1 i JZwar a.4. 1L:rJI 411411 e.t,Wg1 ,..Y a•«.. W. y. • Exhibit C • 1•121W•2.1 ti', :ri'Iik '. )t111nOYO/ r wM 1.10 1. env 71, vau..,i Wtt3JWa 44m. OILUB e. 4IL11� {. gill�l4mne i. mnn«wuaW 1,111fl. - • L arta"r%arra1 *cant= flt Jll L..1111 !+ •4t141IL.a 11111 r.Lllla !lull* Mut +. yW1�I yaYY *�.y4 YULL Vt sda'•( L�-••'Ilillrp'I fl\ Yl.a- 1141 q'4 IG Yii Ilia ii dsNW L{% /Pl au 1. iW Ja(Wxn of vu•, yr' l.i nYn4 dl W\4Y. a1 viva 1a 1.1.111.21.112. tea 74Wdh:x P 'L.t . wau a.,w\ u.\w.mMa W4[ 4rniw. . ..11.Y1c,11 y1 d 4 4yaM ,.IM. FI M1 ms ah 1Y 0. • W I InaIn -j Y' 4RR.atalll14.1"IPaW\100. 10 fIIWe PIafOn P..alalPwL !a6 YMIY'\S VLM 1Vi•Y Ia�I � iP Y.IN PPi.1a0{YI I W11w...i.a .�a.� nI. 1Pwaurerc 101, ea ad.41 a*nz.ld Imo Wl I,.aLLaaag. 1>Il flla*Pal(•• 1. P[,M W"OV.:\ 41. 1.Y 141.1 1J n.ia a%'^'1 1.S. aly.nW,.d 1.LLaY WA, 1. Rn xp 1 1laa+: a.NYt 'oM WMbva ,. IIW4IPIPI YIMd6PNPM. 1,:4Lpp4aenU"T 11.•M/.L'f K•. OGf4la Gair rc I1.1WVtYW IYr{rLtanl,1 1 , f4E,Y. aUC N./Wt'Yula. WI Mamma 1101.111.111. 141Mw *CM a.aIIJn'.i®11 O" I IWI ad, Ia 1.11.1.141.. I.. rtrri Y, w Iwn.. ILLY/11.(I11f If1 n.14f iI4t1On.M41J''UG\M14f IP . NNtCJ n.4w411W44 4N1a(ra 1. "4PI11a/141. 14 �• _ 1a 11w .P1 cum parµal lac 4 Ammo.. 11..,V MWatu.141:al 141110 411.• U.II.WI1Y w11*4144. I U•\la All a P 4w nwa 1/ ncl. a141iw.Y• 11• 111,11.1. shot. IT 2114J 0.1 1p6.414 & tmgaa, ai. %/mut 1.M4. �G1i YT M1Ca1 Wtt.t'f l'YJ 111.0.Fq `.u. Waa. w 41i*h 411. 414. raw. aa, 1m44. YVi Galr a 4NR R.4mamma n ' h44 ..NY Ya.aa J4 L1ra. P4 rq11rl\1. ..1Y•4a•4 P.4P d.. U, YrarimI U YL91R1 T n . a tal ui 14041t nu, u, *min P1 i4. +a •-••b I1Y roc( nO= aU..a41 ri4.. 14ti1i. IW4faiN146lJ r�3ta I4liJ'. L, 41i�,�•1laM1OAY MWnQY4P.. 4WCU1•IIC4 4 dl W lit\0. rlYy-1414Y iL 6... n2 si; 95P 1.1. IPrt !lima. 1.0..lt'1 TIRO fl.d lalr,44d pa4{V.' nMl lq 4i4 4Yu.x Jl+ie-Iitww c4yawld'r%cu4tw4enJ, pa1L •rL119ti: PLAN uoYES - " vy,: Ali Program Areas except Youth Center Area which is outlined A2.-I Attachment 4 FIRST AMENDMENT TO SUBLEASE THIS FIRST AMENDMENT TO SUBLEASE is made effective July 1, 2014 by and between the BOYS & GIRLS CLUBS OF GREATER SAN DIEGO, a California nonprofit corporation (the "Club" or "Landlord") and INTEGRITY CHARTER SCHOOL ("Integrity" or "Tenant"). Recitals A. The Club entered into a Sublease with Integrity effective, July 1, 2014, subject to the written consent of the City of National City (the "City") to use a portion of the Premises located at 1430 "D" Avenue, National City, California (the "Property") as a public charter school. B. The Property is located on public parkland and therefore may or may not be used for certain purposes. C. Pursuant to requirements by the City and a Second Amendment of the Lease between the City and the Club, the Club and Integrity now agree to amend and modify the Sublease upon the terms and conditions set forth herein and as further provided in the amended Lease. NOW, THEREFORE, in consideration of the mutual promises and covenants of the respective parties hereto, it is mutually agreed as follows: 1. Section 1. Section 1 of the Sublease dated July 1, 2014 shall be amended to read as follows: 1. Subleased Premises. Subject to te written approval of this Sublease by the City, the written consent heretoby the City and to the provisions of the Lease between the City and the Club, as amended from time to time, the Club hereby subleases to Integrity and Integrity subleases from the Club, upon all of the terms and conditions set forth in this Sublease, a portion of the Property including six (6) identified classrooms for kindergarten through second grade, use of the boys' and girls' bathrooms, use of the computer lab, use of the gymnasium and the school -age children's playground as shown on the attached Exhibit "C" incorporated herein by reference (the "Premises") as well as non-exclusive use of the common areas as described below. Integrity shall have no right of possession of any remaining portions of the real property or improvements located thereon. This Sublease subordinates to the applicable covenants and Attachment 4 conditions of the Lease between the City and the Club. In the event of conflict between the provisions of this Sublease and those of the Lease between the City and Club, the Lease, as amended from time to time, between the City and the Club shall control. Portions of the Property are subject to shared use by Integrity, the Club and other users, including but not limited to the gymnasium, computer lab, bathrooms and common access ways ("Common Areas") (collectively "Shared Use Space"). The specific hours of use of portions of the Premises are more particularly set forth in Section 4.5 below. For all additional or incidental use, if any, the parties shall use their best efforts to cooperate with the scheduling and shared use. 2. Section 2.2: Section 2.2 of the Sublease shall be amended to add the following: Any Renewal Term of this Sublease shall require the written consent of the City. 3. In all other regards, the Sublease dated July 1, 2014 shall continue in full force and effect. IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to Sublease to be executed as of the date specified above. THE CLUB: By: Danny Sherlock, President and CEO INTEGRITY Susie Fahey, Director CONSENTED TO THE CITY OF NATIONAL CITY By: (print name and title) Attachment 4 APPROVED AS TO FORM AND CONTENT By: Claudia Silva, City Attorney Q:1LBBlreal estate\Boys' and Girls' Clubllntegnty Charter School -National City -Payne Brancg'Lease-First Amendment.doc RESOLUTION NO. 2014 — RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE THE SECOND AMENDMENT TO THE LEASE BY AND BETWEEN THE CITY OF NATIONAL CITY AND THE BOYS AND GIRLS CLUB OF GREATER SAN DIEGO, INC., CONSENTING TO A SUBLEASE AGREEMENT BETWEEN THE BOYS AND GIRLS CLUB AND INTEGRITY CHARTER SCHOOL, AND A SUBLEASE BETWEEN THE BOYS AND GIRLS CLUB AND EPISCOPAL COMMUNITY SERVICES FOR THE CITY -OWNED LAND AND BUILDING LOCATED AT 1430 "D" AVENUE WHEREAS, on August 16, 2011, the City Council adopted Resolution No. 2011- 183, approving a Lease with the Boys and Girls Clubs of Greater San Diego, Inc., ("Boys and Girls Club"); and WHEREAS, pursuant to this Lease, Boys and Girls Club is leasing from the City certain real property, including a building and other improvements, located at 1430 "D" Avenue (the "Property") for the purpose of maintaining a clubhouse thereon, and for promoting the physical, mental, and moral well-being of the boys and girls of the City of National City, and for boys and girls in the immediate vicinity; and WHEREAS, Section Six of the Lease requires that any subletting requires the City's prior written consent. The Boys and Girls Club desires to sublease to two new subtenants, Integrity Charter School ("Integrity") and Episcopal Community Services ("ECS"). Both Integrity and ECS would share the land and building located at 1430 "D" Avenue; and WHEREAS, Boys and Girls Club and the City seek to enter this Second Amendment to the Lease to allow for subletting; and WHEREAS, Integrity and the City are now desirous of entering into a sublease for the Property for the purpose of allowing Integrity to use six classrooms, bathrooms, computer labs, and the gymnasium for kindergarten through second grade; and WHEREAS, the term of the Integrity sublease will be for two years with a monthly payment to the Boys and Girls Club of $5,000. In addition, Integrity will pay to the Boys & Girls Club $30 for every non after -school program eligible student; and WHEREAS, ECS and the City are now desirous of entering into a sublease for the Property for the purpose of allowing ECS to use the Youth Center, Youth Office, storage, restrooms, and common areas to operate a Head State Program, which is a comprehensive child development program serving children from birth to five years old; and WHEREAS, the term of the ECS sublease will be for five years with a monthly payment to the Boys and Girls Club of $3,534.30. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of National City hereby authorizes the Mayor to execute the Second Amendment to the Lease by and between the City of National City and the Boys and Girls Clubs of Greater San Diego, Inc., allowing subletting of the land and building located at 1430 "D" Avenue. BE IT FURTHER RESOLVED, that the City Council of the City of National City hereby authorizes the Mayor to execute the Sublease with Integrity Charter School for the land and building located at 1430 "D" Avenue; and Resolution No. 2014 — 112 Page Two BE IT FURTHER RESOLVED, that the City Council of the City of National City hereby authorizes the Mayor to execute the Sublease with Integrity Charter School for the land and building located at 1430 "D" Avenue; and BE IT FURTHER RESOLVED, that the City Council of the City of National City hereby authorizes the Mayor to execute a sublease with Episcopal Community Services for the land and building located at 1430 "D" Avenue. PASSED and ADOPTED this 5th day of August, 2014. Ron Morrison, Mayor ATTEST: Michael R. Della, City Clerk APPROVED AS TO FORM: Claudia G. Silva City Attorney CITY OF NATIONAL CITY Office of the City Clerk 1243 National City Blvd., National City, California 91950 619-336-4228 phone / 619-336-4229 fax Michael R. Dalla, CMC - City Clerk BOYS AND GIRLS CLUB OF GREATER SAN DIEGO Amendment #2 to Lease between Boys & Girls Club and City of National City Sublease between Boys & Girls Club and Integrity Charter School Amendment #1 to Sublease between Boys & Girls Club and Integrity Charter School Sublease between Boys & Girls Club and Episcopal Community Services Jocker Alejandro (Housing & Grants) Forwarded Copy of Agreements to Boys & Girls Club