99 CENTS ONLY
STORES
STANDARD MULTI-TENANT FORM
LEASE
The Gardens Center, Hawaiian
Gardens, CA
THIS LEASE (this "Lease") is made and executed
this 8th day of February, 1995 by and between Hawaiian Gardens
Redevelopment Agency, a California Governmental Entity (the
"Landlord"), and 99 cents Only Stores, a California corporation
(the "Tenant"), who agree as follows:
This Article One contains the Basic Terms of
this Lease between the Landlord and Tenant named below. Other
Articles, Sections and Paragraphs of the Lease referred to in this
Article One explain and define the Basic Terms and are to be read
in conjunction with the Basic Terms. In the event of any conflict
or contradiction between this Article One and such other Articles,
Sections and Paragraphs of the Lease, such other Articles, Sections
and Paragraphs shall control and supersede the provisions of this
Article One in regards to such conflict or
contradiction.
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Section
1.01.
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Landlord's Address:
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Hawaiian
Gardens, CA 90716-1299
Telephone:
(310) 420-2641 Fax: (310) 496-3708
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Section
1.02.
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Tenant's Address:
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4000 East Union
Pacific Avenue
City of
Commerce, CA 90023
Telephone:
(213) 980-8145 Fax: (213) 980-8160
ATTN: Real
Estate Department
Section 1.03.
Property: The demised premises (the "Property") is
part of Landlord's multi-tenant real property known as The Gardens
Center (the "Shopping Center"). The Shopping Center includes the
land, the buildings and all other improvements located on the land,
and the Common Areas described in Section 4.05(a). The Property is
commonly known as 12123-12125 Carson Street, Hawaiian Gardens
California and is more specifically shown on the site plan attached
to this Lease as Exhibit "A" comprising approximately 15,042 square
feet of ground floor area.
Section 1.04.
Lease Term: Approximately seven (7) years
beginning on the date that Landlord delivers possession of the
Property to Tenant in the condition specified in Section 6.01 and
ending on January 31, 2002 unless sooner terminated in accordance
with this Lease (the "Initial Lease Term"). Tenant shall have the
option to extend the Lease Term beyond the Initial Lease Term as
set forth in Section 2.02.
Section 1.05.
Permitted Uses: General retail store use only as
more particularly described in Article 5 hereof.
Section 1.06.
Prepaid Base Rent: Eighteen Thousand Dollars
($18,000) (the "Prepaid Base Rent") payable upon execution of this
Lease and to be applied in accordance with Section 3.01.
Section 1.08.
Brokers: None.
Section 1.09.
Rent and Other Charges Payable by
Tenant:
(a)
BASE RENT: Beginning on the Rent Commencement Date
(as defined in Section 3.01), Tenant shall pay the sum of Nine
Thousand Dollars ($9,000) per month (the "Base Rent") as rent for
the Property. The Base Rent shall be subject to adjustment as set
forth in Section 3.03.
(b)
OTHER PERIODIC PAYMENTS: (i) Property Taxes (See
Section 4.02); (ii) Utilities (See Section 4.03); (iii) Insurance
Premiums (See Section 4.04); (iv) Maintenance, Repairs and
Alterations (See Article Six).
Section 1.10.
Riders: The following Riders are attached to and
made a part of this Lease: None.
Section 2.01.
Lease of Property For Lease Term . Landlord leases
the Property to Tenant and Tenant leases the Property from Landlord
for the Lease Term. The Lease Term is for the period stated in
Section 1.04 above and shall begin and end on the dates specified
in Section 1.04 above, unless the beginning or end of the Lease
Term is changed under any provision of this Lease. The
"Commencement Date" shall be the date specified in Section 1.04
above for the beginning of the Lease Term, unless advanced or
delayed under any provision of this Lease.
Section 2.02.
Right to Extend Lease Term. Tenant shall have the
right to extend the Lease Term, on the terms and provisions set
forth in this Lease, for an additional five (5)-year period ("First
Extended Term") following expiration of the Initial Lease Term by
giving written notice of exercise to Landlord at least one hundred
eighty (180) days prior to the expiration of the Initial Lease
Term. Tenant shall have the right to extend the Lease Term, on the
terms and provisions set forth in this Lease, for an additional
five (5)-year period ("Second Extended Term") following expiration
of the First Extended Term by giving written notice of exercise to
Landlord at least one hundred eighty (180) days prior to the
expiration of the First Extended Term. The Base Rent during any
such Extended Terms shall be subject to increase as set forth in
Section 3.03.
Section 2.03.
Delivery of Property . Landlord shall deliver
possession of the Property to Tenant in the condition specified in
Section 6.01 on or before July 31, 1995, and after having provided
Tenant with a written Notice setting forth the anticipated date of
delivery at least thirty (30) days before such anticipated delivery
date. The date that Landlord so delivers possession of the Property
and Tenant accepts possession, shall hereinafter be referred to as
the "Delivery Date". Within ten (10) days after such Delivery Date,
Landlord shall send a written notice to Tenant memorializing the
Delivery Date, Commencement Date, and the Rent Commencement Date
and if Tenant does not object to such dates set forth in Landlord's
notice within ten (10) calendar days of receipt thereof, then such
dates shall be deemed correct and such notice shall be attached to
this Lease and be incorporated herein. Landlord's failure to so
deliver possession of the Property shall constitute a material
breach of this Lease, and Tenant shall, without prejudice to any of
Tenant's other rights or remedies, have the right to terminate this
Lease upon written notice by Tenant to Landlord. If Tenant
terminates this Lease pursuant to this Section, Landlord shall
immediately return to Tenant all prepaid rent, security deposits
and other sums paid by Tenant to Landlord.
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99 ¢ Only
Stores® #46
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Initials _____
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The Gardens Center, Hawaiian
Gardens, CA
Section 2.04.
Holding Over . IfTenant does not vacate the
Property upon the expiration or earlier termination of the Lease
and Landlord thereafter accepts rent from Tenant, Tenant's
occupancy of the Property shall be a "month-to-month" tenancy,
subject to all of the terms of this Lease applicable to a
month-to-month tenancy.
Section 2.05.
Contingency Period . Tenant shall have a period of
time following the execution of this Lease and ending 30 days
thereafter to satisfy itself that the Property is satisfactory for
Tenant's intended use (the "Contingency Period"). The date of
expiration of the Contingency Period is referred to in this Lease
as the "Contingency Period Expiration Date." If Tenant discovers
that the Property is unsatisfactory for Tenant's intended use for
any reason, including, without limitation, the Property's
noncompliance with applicable ordinances or parking requirements,
then Tenant shall have the right to terminate this Lease by giving
written notice of termination to Landlord at any time prior to the
Contingency Period Expiration Date. Upon Tenant giving notice of
termination, Landlord and Tenant shall be released from their
obligations under this Lease except that landlord shall immediately
return to Tenant all Prepaid Rent and other sums paid by Tenant
hereunder. During the Contingency Period, Tenant shall have the
right to enter upon and inspect the Property at all reasonable
times and to conduct, at Tenant's expense, any studies, tests,
investigations or assessments as Tenant deems necessary or
appropriate. Tenant shall periodically communicate with Landlord as
to the progress of the investigations in connection with this
Contingency Period and any material findings in such regards.
Tenant shall provide copies, within a reasonable time after
Landlord's request therefore, of any formal written reports
prepared for Tenant by licensed professionals, such as structural
engineers or environmental experts, in connection with such
Contingency Period.
Section 3.01
Time and Manner of Payment. Beginning on the Rent
Commencement Date (as defined below) and the first day of each
calendar month thereafter, Tenant shall pay Landlord the Base Rent,
in advance. The Base Rent shall be payable at Landlord's address or
at such other place as Landlord may designate in writing. The
Prepaid Base Rent shall be applied to and be considered payment for
the Base Rent payable for the first full month immediately
following the Rent Commencement Date. Base Rent for any partial
month shall be prorated based on the actual number of days in the
calendar month involved.
Section 3.02
Rent Commencement Date. For purposes of this
Lease, the "Rent Commencement Date" shall be Ninety (90) days after
the Delivery Date.
Section 3.03
Base Rent Increases.
(a) The Base
Rent shall be increased on February 1, 2002 and February 1, 2007
("Rent Adjustment Dates"). The Base Rent shall be increased on each
Rent Adjustment Date during the Initial Lease Term (or any
extension thereof, if applicable) in accordance with the increase
in the United States Department of Labor, Bureau of Labor
Statistics, Consumer Price Index for All Urban Consumers for the
United States (base year 1982-84 = 100) (the "Index") as follows.
The Base Rent (for purposes of this Section 3.03(a), the
"Comparison Base Rent") in effect immediately before each Rent
Adjustment Date shall be increased by the percentage that the Index
has increased from the date (for purposes of this Section 3.03(a),
the "Comparison Date") on which payment of the Comparison Base Rent
began through the month in which the applicable Rent Adjustment
Date occurs; provided, however, in no event shall the monthly Base
Rent during the First Extended Term be less than one hundred and
twenty one percent (121%) nor greater than one hundred and thirty
five percent (135%) of the monthly Base Rent during the Initial
Lease Term, and in no event shall the monthly Base Rent during the
Second Extended Term be less than one hundred and fifteen percent
(115%) nor greater than one hundred and twenty five percent (125%)
of the monthly Base Rent during the First Extended Term.
(b) General CPI
Provisions. Landlord shall notify Tenant of each increase by a
written statement which shall include the Index for the applicable
Comparison Date, the Index for the applicable Rent Adjustment Date,
the percentage increase between those two Indices, and the new Base
Rent. Tenant shall pay the new Base Rent from the applicable Rent
Adjustment Date until the next Rent Adjustment Date. Landlord's
notice of increase may be given after the applicable Rent
Adjustment Date, and Tenant shall pay Landlord the accrued rental
adjustment for the time elapsed between the effective date of the
increase and Landlord's notice of such increase at the same time as
the next Base Rent payment to Landlord is due. If the format or
components of the Index are materially changed after the
Commencement Date, Landlord shall substitute an index which is
published by the Bureau of Labor Statistics or similar agency and
which is most nearly equivalent to the Index in effect on the
Commencement Date. The substitute index shall be used to calculate
the increase in the Base Rent unless Tenant objects to such index
in writing. If Tenant objects, Landlord and Tenant shall submit the
selection of the substitute index for binding arbitration in
accordance with the rules and regulations of the American
Arbitration Association at its office closest to the Property. The
costs of arbitration shall be borne equally by Landlord and
Tenant.
Section 3.05
Termination; Advance Payments. Upon termination of
this Lease under Article Seven (Damage or Destruction), Article
Eight (Condemnation) or any other termination not resulting from
Tenant's default, and after Tenant has vacated the Property in the
manner required by this Lease, Landlord shall immediately refund or
credit to Tenant (or Tenant's successor) the unused portion of the
Security Deposit, any advance rent or other advance payments made
by Tenant to Landlord, and any amounts paid for Operating Expenses
or otherwise which apply to any time periods after the effective
date of the termination of the Lease.
Section 3.06.
Work Letter. The work letter (the "Work Letter")
attached to this Lease as Exhibit "B" sets forth certain work and
improvements anticipated to be constructed by Tenant with respect
to the Property prior to Tenant's opening for business ("Tenant's
Work"). Tenant shall pay for the cost of constructing Tenant's
Work. Following the execution of this Lease, Tenant shall have the
right to enter upon the Property for the purpose of constructing
Tenant's Work; provided, however, that prior to such entry, Tenant
shall have obtained the policies of insurance required to be
obtained by Tenant under Section 4.04 hereof and also providing
that the Property is vacant at such time. For the purposes of
Section 6.05, Tenant's Work is hereby approved. Tenant's entry upon
the Property pursuant to this paragraph shall not advance the
Commencement Date of this Lease. The Work Letter also sets forth
certain work to be performed by Landlord ("Landlord's Work") at
Landlords sole cost and expense. Landlord's Work and Tenant's Work
shall be completed within the time frames specified in the Work
Letter. Landlord and Tenant hereby agree to cooperate (including
providing sufficient advance notice) with each other with respect
to their respective work as set forth in this Section 3.06, so as
not to unreasonably interfere with the other party's work and
business operations.
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99 ¢ Only
Stores® #46
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Initials _____
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The Gardens Center, Hawaiian
Gardens, CA
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ARTICLE
FOUR:
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OTHER
CHARGES PAYABLE BY LANDLORD AND TENANT
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Section 4.01
Additional Rent. All charges payable by Tenant
other than Base Rent are called "Additional Rent." Unless this
Lease provides otherwise, Tenant shall pay all Additional Rent then
due with the next monthly installment of Base Rent. The term "rent"
shall mean Base Rent and Additional Rent.
Section 4.02
Property Taxes.
(a)
Real Property Taxes. Landlord is responsible for
the payment of all real property taxes on the Property (excluding
any fees, taxes or assessments against, or as a result of, any
tenant improvements installed on the Property by
Tenant).
(b)
Definition of "Real Property Tax." "Real property
tax" means: (i) any fee, license fee, license tax, business license
fee, commercial rental tax, or other tax imposed by any taxing
authority against the Property (however not including those
specifically against Tenant's business); and (ii) any tax or charge
for fire protection, streets, sidewalks, road maintenance, refuse
or other services provided to the Property by any governmental
agency.
(c)
Personal Property Taxes.
(i) Tenant shall
pay all taxes charged against trade fixtures, furnishings,
equipment or any other personal property belonging to Tenant.
Tenant shall try to have personal property taxed separately from
the Property.
(ii) If any of Tenant's
personal property is taxed with the Property, Tenant shall pay
Landlord the taxes for the personal property within fifteen (15)
days after Tenant receives a written statement from Landlord for
such personal property taxes.
Section 4.03.
Utilities. Tenant shall pay, directly to the
appropriate supplier, the cost of all natural gas, heat, light,
power, sewer service, telephone, water, refuse disposal and other
utilities and services supplied to the Property. However, if any
services or utilities are jointly metered with other parties,
Tenant shall pay its reasonable share thereof to Landlord within
fifteen (15) days after receipt of Landlord's written invoice
therefore and such other supporting documentation as Tenant may
reasonably request.
Section 4.04
. Insurance
Policies.
(a)
Liability Insurance . During the Lease Term,
Tenant shall maintain, at Tenant's sole cost and expense, a policy
of commercial general liability insurance (sometimes known as broad
form comprehensive general liability insurance) insuring Tenant
against liability for bodily injury, property damage (including
loss of use of property) and personal injury arising out of the
operation, use or occupancy of the Property. Tenant shall name
Landlord as an additional insured under such policy. The initial
amount of such insurance shall be One Million Dollars
($1,000,000.00) per occurrence and shall be subject to periodic
adjustment based upon inflation, liability awards, recommendation
of Landlord's professional insurance advisers and other relevant
factors. The liability insurance obtained by Tenant under this
Section 4.04(a) shall (i) be primary and non-contributing; (ii)
contain cross- liability endorsements; and (iii) insure Landlord
against Tenant's lack of performance under Section 5.04. The amount
and coverage of such insurance shall not limit Tenant's liability
nor relieve Tenant of any other obligation under this
Lease.
(b)
Property Insurance. During the Lease Term,
Landlord shall maintain, at Landlord's sole cost and expense,
policies of insurance covering loss of or damage to the Property in
the full amount of its replacement value. Such policy shall provide
protection against all perils included within the classification of
fire, extended coverage, vandalism, malicious mischief, special
extended perils (all risk), sprinkler leakage and any other perils
which Landlord deems reasonably necessary. Landlord shall have the
right to obtain flood and earthquake insurance if required by any
lender holding a security interest in the Property. Landlord shall
not obtain insurance for Tenant's fixtures or equipment or building
improvements installed by Tenant on the Property. Tenant shall not
do or permit anything to be done which invalidates any such
insurance policies.
(c)
Payment of Premiums. Upon Landlord's request,
Tenant shall deliver to Landlord a copy of any policy of insurance
which Tenant is required to maintain under this Section 4.04. At
least thirty (30) days prior to the expiration of any such policy,
Tenant shall deliver to Landlord a renewal of such policy. As an
alternative to providing a policy of insurance, Tenant shall have
the right to provide Landlord a certificate of insurance, executed
by an authorized officer of the insurance company, showing that the
insurance which Tenant is required to maintain under this Section
4.04 is in full force and effect and containing such other
information which Landlord reasonably requires.
(d)
General Insurance Provisions.
(i) Any
insurance which Tenant is required to maintain under this Lease
shall include a provision which requires the insurance carrier to
give Landlord not less than thirty (30) days' written notice prior
to any cancellation or modification of such coverage.
(ii) If Tenant fails to
deliver any policy, certificate or renewal to Landlord required
under this Lease within thirty (30) days following written request
from Landlord for such evidence of insurance, Landlord may obtain
such insurance, in which case Landlord shall immediately notify
Tenant and Tenant shall reimburse Landlord for the cost of such
insurance within fifteen (15) days after receipt of a statement
that indicates the cost of such insurance.
(iii) Tenant shall
maintain all insurance required under this Lease with companies
holding a "General Policy Rating" of B+ or better, as set forth in
the most current issue of "Best Key Rating Guide". Landlord and
Tenant acknowledge the insurance markets are rapidly changing and
that insurance in the form and amounts described in this Section
4.04 may not be available in the future. Tenant acknowledges that
the insurance described in this Section 4.04 is for the primary
benefit of Landlord. If at any time during the Lease Term, Tenant
is unable to maintain the insurance required under the Lease,
Tenant shall nevertheless maintain insurance coverage which is
customary and commercially reasonable in the insurance industry for
Tenant's type of business, as that coverage may change from time to
time.
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99 ¢ Only
Stores® #46
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Initials _____
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The Gardens Center, Hawaiian
Gardens, CA
(iv) Unless prohibited
under any applicable insurance policies maintained, Landlord and
Tenant each hereby waive any and all rights of recovery against the
other, or against the officers, employees, agents or
representatives of the other, for loss of or damage to its property
or the property of others under its control, if such loss or damage
is covered by any insurance policy in force (whether or not
described in this Lease) at the time of such loss or damage. Upon
obtaining the required policies of insurance, Landlord and Tenant
shall give notice to the insurance carriers of this mutual waiver
of subrogation.
Section 4.05.
Common Areas; Use, Maintenance and
Costs.
(a)
Common Areas. As used in this Lease, "Common
Areas" shall mean all areas within the Shopping Center which are
not leased or held for the exclusive use of Tenant or other
tenants, including, but not limited to, parking areas, driveways,
sidewalks, loading areas, access roads, lobby areas, elevators,
corridors, landscaping and planted areas as depicted on Exhibit
"A." Landlord shall not change the size, location, nature and use
of any of the Common Areas, including vehicle parking spaces,
convert Common Areas into leasable areas, or decrease Common Area
land and/or facilities, without Tenant's prior written consent,
which shall not be unreasonably withheld. No activities or changes
are permitted to the Common Areas if they would materially affect
Tenant's use of the Property. Tenant may withhold its consent, in
its sole and absolute discretion, to any changes to the common area
which would reduce the amount of parking available to Tenant's
customers, decrease visibility or access to the Property, or reduce
the effectiveness of Tenant's signage.
(b) Use
of Common Areas. Tenant shall have the nonexclusive right
(in common with other tenants) to use the Common Areas for the
purposes intended at no additional cost to Tenant, subject to such
reasonable rules and regulations as Landlord may establish from
time to time. Tenant shall abide by such rules and regulations and
shall use its best efforts to cause others who use the Common Areas
with Tenant's express or implied permission to abide by Landlord's
rules and regulations. At any time, Landlord may temporarily close
any Common Areas to perform any acts in the Common Areas as, in
Landlord's judgment, are necessary to improve the Shopping Center;
provided that Landlord gives Tenant appropriate prior written
notice and Landlord takes all reasonable actions to avoid so doing
during the months of November and December. Tenant shall not
interfere with the rights of Landlord, other tenants or any other
person entitled to use the Common Areas.
(c)
Vehicle Parking. Tenant and its invitee and
customers shall be entitled to the nonexclusive use of all vehicle
parking spaces in the Shopping Center for non-reserved parking
without the payment of any additional rent by Tenant or charge to
Tenant or its invitees or customers. All such vehicle parking
spaces shall be available only for customers of tenants of the
shopping center, other tenants of the Shopping Center and their
employees shall not be permitted to use any of the vehicle parking
spaces. Handicapped spaces shall only be used by those legally
permitted to use them.
(d)
Maintenance of Common Areas. Landlord shall
maintain and operate the Common Areas safely and in good order,
condition and repair, all at Landlord's sole cost and expense.
Landlord's maintenance of the Common Areas shall include, but not
be limited to, the timely and first quality performance of the
following: Sweeping, trash removal, graffiti removal, deterring
loitering and panhandling, landscape planting and maintenance,
asphalt maintenance, security, painting exterior of structures,
lighting, traffic and parking control, and all other things
normally done in the maintenance or operation of a first class
shopping center.
(e)
Loading. Tenant shall be permitted, at all times,
to use portions of the Common Areas, labeled and depicted as
"Tenant's Loading Areas" on Exhibit "A", as necessary, for making
deliveries of merchandise, storing shopping carts, operating
vending machines and otherwise as necessary for the smooth and
ordinary operation of its business. Subject to the provisions of
Section 6.05, as they apply to alterations, additions, and
improvements of the Property, Tenant may change Tenant's Loading
Areas to facilitate Tenant's receipt of merchandise and/or the
storage/use of shopping carts, provided that Tenant obtains
Landlord's prior written consent, which shall not be unreasonably
withheld.
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ARTICLE
FIVE:
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USE OF
PROPERTY
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Section 5.01.
Permitted Uses. Tenant may use the Property only
for the purpose of conducting a general retail store (including,
without limitation, beer and wine sales for off-site consumption
and all other merchandise generally sold at Tenant's other
locations), for business offices in connection therewith and such
other uses related or incidental thereto, consistent with all laws,
federal, state or local, and with any applicable regulation of any
government body and for no other purpose during the term of the
Lease. Landlord agrees to fully cooperate with Tenant in obtaining
any desired permits from governmental agencies or approvals from
other tenants of the Shopping Center concerning Tenant's use of the
Property permitted or desired under this Lease, including, without
limitation, a beer and wine sales permit for off-site consumption.
Landlord shall indemnify and defend Tenant against any and all
claims asserted by third parties claiming that Tenant's use
infringes any rights to exclusivity which such third party may have
in the Shopping Center. Tenant may use the Property for other
purposes with Landlords written consent which shall not be
unreasonably withheld. Nothing in this Article shall be construed
as a covenant by Tenant of continuous operations. Landlord
represents and warrants to Tenant that Tenant may transfer its beer
and wine license for its existing business at 12226 Carson Street,
Hawaiian Gardens without violating laws of the City of Hawaiian
Gardens or any entity associated therewith. Notwithstanding the
prior sentence, Tenant shall not sell any alcoholic beverages
unless permitted to do so by the California Department of Alcoholic
Beverage Control, or such other party which may have jurisdiction
thereon.
Section 5.02.
Manner of Use. Tenant shall not cause or permit
the Property to be used in any way which constitutes a violation of
any law, ordinance, or governmental regulation or order, which
annoys or interferes with the rights of tenants of the Shopping
Center, or which constitutes a nuisance or waste. Tenant shall
obtain and pay for all permits required for Tenant's occupancy of
the Property and shall promptly take all actions necessary to
comply with all applicable statutes, ordinances, rules,
regulations, orders and requirements regulating the use by Tenant
of the Property. Notwithstanding any other provision of this Lease,
if at any time during the Lease Term either the Property or the
Shopping Center is not in conformity with any present or future law
or regulation relating to the use, occupation or reconstruction
thereof (including, without limitation, the Americans with
Disabilities Act, earthquake safety codes, fire sprinkler codes,
and laws governing the presence of regulated or hazardous
substances (such as asbestos) incorporated into the Property (which
were not placed there by Tenant)) or is subject to any order of any
governmental agency ordering any rebuilding, alteration or repair
thereof, Landlord shall immediately at its own cost and expense,
and without any right of reimbursement from Tenant (unless the work
is required because of Tenant's particular use of the Property or
the Lease has been terminated under any provision of this Lease),
effect such alterations and repairs to the Property or the
Shopping Center as may be necessary to comply with such
laws, regulations, orders or requirements. All such alterations and
repairs, if made to the Property, shall be made in accordance with
the plans and specifications approved in writing by
Tenant.
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99 ¢ Only
Stores® #46
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Initials _____
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The Gardens Center, Hawaiian
Gardens, CA
Section 5.03
Signs. Tenant shall have the right to place such
signs on the exterior of the Property as Tenant may desire;
provided that such signs comply with applicable laws. Tenant shall
have the right to use and modify any sign area used by any prior
tenant of the Property, whether such sign area is located on the
Property, within the Common Areas, or elsewhere in the Shopping
Center. Tenant shall also have the right to modify existing
monument signage or add additional monument signage in the Common
Area or elsewhere in the Shopping Center, subject only to
applicable governmental approvals and any existing written
obligations of Landlord to existing tenants of the Shopping Center.
Landlord represents to Tenant that Landlord has disclosed to Tenant
in writing the relevant details of all such obligations. Landlord
shall use its best efforts to obtain any required approvals from
the other tenants of the Shopping Center and applicable
governmental agencies in connection with any signs desired to be
installed by Tenant. For a period of time 60 days following the end
of the Lease term, Tenant shall be permitted to place two signs not
to exceed 24 inches by 36 inches in size, in prominent places
visible from the exterior of the premises informing the public of
Tenant's relocation and other similar information. Landlord shall
cooperate with Tenant to obtain the best possible signage in
Tenant's judgement. Landlord shall seek the cooperation of the City
of Hawaiian Gardens and any entity affiliated therewith to obtain
Tenant's maximum desired signage.
Section 5.04.
Indemnity. Except for losses, damages and claims
arising out of the acts or omissions of Landlord or Landlord's
agents, contractors and employees, Tenant shall indemnify Landlord
against and hold Landlord harmless from any and all costs, claims
or liability arising from: (a) Tenant's use of the Property; (b)
the conduct of Tenant's business or anything else done or permitted
by Tenant to be done in or about the Property, (c) any breach or
default in the performance of Tenant's obligations under this
Lease; or (d) any misrepresentation or breach of warranty by Tenant
under this Lease. Tenant shall defend Landlord against any such
cost, claim or liability at Tenant's expense with counsel
reasonably acceptable to Landlord.
Section 5.05.
Landlord's Access. Landlord or its agents may
enter the Property at reasonable times to inspect the Property; or
for any other purpose Landlord deems reasonably necessary. Landlord
shall give Tenant prior notice of such entry, except in the case of
an emergency.
Section 5.06.
Quiet Possession. So long as Tenant is not in
default under this Lease, Tenant may occupy and enjoy the Property
for the full Lease Term, subject to the provisions of this
Lease.
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ARTICLE
SIX:
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CONDITION OF PROPERTY; MAINTENANCE, REPAIRS AND
ALTERATIONS
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Section 6.01.
Condition of Property. Landlord shall deliver the
Property to Tenant in a clean and good condition and with
Landlord's Work as set forth in Section 3.06 and Exhibit "B"
complete on the Commencement Date. Landlord warrants to Tenant to
the best of Landlord's actual knowledge and without any special
inquiry or investigation, that the Property, in the state existing
on the Commencement Date, but without regard to alterations or
improvements made by Tenant or the use for which Tenant will occupy
the Property, does not violate any covenants or restrictions of
record, or any applicable building or other code, regulation or
ordinance in effect on the Commencement Date. In the event it is
determined that any of the foregoing covenants or warranties have
been violated, then it shall be the obligation of Landlord, after
written notice from Tenant, to promptly, at Landlord's sole cost
and expense, rectify any such violation.
Section 6.02.
Exemption of Landlord from Liability. Landlord
shall not be liable for any damage or injury to the person,
business (or any loss of income therefrom), goods, wares or
property of Tenant, Tenant's employees, invitee, clients, customers
or any other person in or about the Property, whether such damage
or injury is caused by or results from: (a) theft, fire, steam,
electricity, water, gas or rain, (b) the breakage, leakage,
obstruction or other defects of pipes, sprinklers, wires,
appliances, plumbing, air conditioning or lighting fixtures or any
other cause, (c) conditions arising in or about the Property or
upon other porti
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