Standard Lease
LEASE NO. GS-09P-LCA03190
GSA
FORM L201C
(October
2012)
This
Lease
Is
made
and
entered into between
200
West
Santa
Ana
Blvd
Holdings,
LLC
(Lessor), whose principal place of business
is
200
W.
Santa
Ana
Blvd., Santa
Ana,
CA
92701,
and
whose interest
in
the
Property described herein is
that
of
Fee
Owner,
and
The
United
States of America
(Government), acting
by
and
through
the
desigliated representative of the General Services Administration (GSA),
upon
the
terms
and
conditions set
forth herein.
Wltnesseth: The parties
hereto,
for the consideration hereinafter mentioned, covenant
and
agree
as
follows:
lessor
hereby leases
to
the
Government the Premises described herein, being
al\
or a portlo(l of
the
Property located at
200 W.
Santa
Ana Blvd
.•
Santa
Ana, CA 92701
and more fully described in Section 1 and Exhibit
A,
together with rights to the use
of
parking and other areas as set forth herein, to be used for such
purposes as determined by GSA.
LEASE
TERM
To Have and
To
Hold the said Premises
with
its
appurtenances for
the
term beginning upon April 16, 2014
or
upon acceptance
of
the Premises
as
required
by
this Lease, whichever is later, and continuing for a period
of
·
10 Years, 5 Years Firm, ·
subject to termination and renewal rights as
may
be hereinafter
set
forth. The commencement date
of
the Tenant Improvement payments shall be
more specifically
set
forth in a Lease Amendment upon substantial completion and acceptance
of
the Tenant Improvements by the Government
In
Witness Whereof, the parties to this Lease evidence their agreement to all tenns and conditions
set
forth herein by their signatures below,
to
be
effective as
of
the date
of
delivery
of
the fully executed Lease
to
the Lessor.
FOR THE LES
Name:
...
..
~
-
Title:
\nee
President
Title: Lease Contracting Officer
Entity Name:
200
West
Santa Ana Blvd Holdings, LLC General Services Administration, Public Buildings Service
Date:
I~~
'A.:>l4=
Date:
"Su.t\e.. \
\'.)
I
'2...t>
l"t
Title
/ln.._{,,f>f;
Date:
:S:v,,.e-
9 1J...Ol'f
1
The information collection requirements contained in this Solicitation/Contract,
that
are not required by the regulation, have been approved by the
Office
of
Management and Budget pursuant to the Paperwork Reduction
Act
and assigned the OMS Control No. 3090-0163.
:51gn
hQre..-
-,J
101·t1·a_/
QI/er'-/
LEASE NO. GS-ll9P·LCA01390,
PAGE
1
LESSOR:·\,.\£/
GOVERNMENT:
--21:_
po3Q..;
SECTION 1
THE
PREMISES,
RENT,
AND
OTHER
TERMS
1.0t
THE
PREMISES
(JUN2012)
The Premises
are
described
as
follows:
A.
Office
and Related
Spa~:
31
1
271 rentable square feet
(R~F).
~Teld\ng
25,936 ANSl/BOMA Office Area (ABOA) square
feet
(SF)
of
office
and
related
Space
looated
on
Uia
't,
7"',
and
~'floor{s}and
known
as
Block A,
Block
8,
and
Block
C,
as
depicted
on
the
floorplan(s)attached hateto
as
Elehlblt
A..
Block
A-1.t
FtOOt:
4:9ilQ
~en.W..-~q~re·fe~~.
c;oriSlsU11Q·~r
4,_1~.
AMSYBOM~
off!C~l•~
~~,feet
Bock
B - 1"
Floor.
20,oa7·~1)hlbl.,-.~.e
r~~
oonolsling
ot1M4.•
M1S!IB91.lA
Oji!~.~~
l"l.\I""'
feel
Bacl<
c -
e•
Roar.
8,22
•.
(0ntabl•'Qllil(O
ri.\l,
oonslstlng
ol
5;1~2
At:fSl/SOMl\:ofl!Co.area.aqoa"'
feet
B. Common
Area
Factor:
The
Convncn Area
factor
(C.Af)
i9
establlshed
as
20,6 percent
This
ractor, which represents the conversion from
ABOA
to
rentabJe
square
feet.
rounded
to
the
nearest
whole
percentage,
shall
be
used
fol'
puQ)OSe5
of
rental
adjustments
in
accordance
with
the
Paymarrt
Clause of
the
General
Clauses.
1.02 EXPRESSAPPORTENANT RIGKTS(JUN2D12).
The
Government
shall
ti
ave
the
non-excfuslve
right
to
the
use
of
AppW1enB11t
Areas,
and
sflsll
have
the
right to post
Rules
and
i:legUlatlons
Governing
Conduct
on
Federal
Property,
T1tle
41,
CFR,
Part
102--74,
Subp.11rt
C within
such
areas.
Tha
Goveminent
Will
coordinate
with
lessor to ensute
slgnage
Is
c0J1Sfstent
wnh
lessor's
&tandarcls.
Appurtenant
to
the
Premtses
and
Included
in
the.
Lease
are
rights
to
use
the
fDllDwlng:
A. fmk!ng: 2
parking
spaces
reserved-for
the
ei<cluslve
use
of
the
Government,
of
~ich
2
shall
be
etructured/lrn;:;lde
parking
spaces,
and
0
shaU
be
surfacalo\Jfslde-parking
spaces.
In
addition.
the
Lessor
shall
provide
such
addJtlonal
parking
spaces
as
required
by
the
ap~lrcable
code
of
the local government
'11HlY
having jurisdiction over the Pmperi)I.
B. Antvnnap.
Ssli!llll!t_QJN)@•.
end
RQla;l!d
T@nElimfsslQn
[)evlee;a:·
Space
located otl
the
roof
of
Iha
Building
SUfliclent
In
size
for
th~
too~~~on_
and
p1acem'ent.
of
·"the
_.te!eeommun\cal~n9
equfJ:)mont
ae
sucll
may
be
described
herein,
together
with
the
right
tO
acc:ess
the
rcDf
and
use
of,
all
Bulfd!111irareas
(e.g.,
chases,
plenums)
oecesssry
for
the
use,
operation
and
melntenemca
of
such
equiprnent at
all
limes dur'lngthe
term
of this
Lease.
1.D>
RENT
AND
OTHER
CONSIDERATION
(SEP 2012)
A. The
Government
shall
pay
the
Lessor
annual
rent,
payable
In
monthly
in$181lments
In
arrears,
at
the
following
rates:
..
'~~1-2.;
YeARIW .
--~~
.:._ANNUAL
RENT.
-.
.
_AffNUAi.:REHT:.:
...
.-
--
.
~--
SHB..lRENT 5413 089.91 $431.862,51
.
'""T
ENAN'r'
IMPROVEMENTS
RENT"""
-
OPERATtlGCosiS $200.388.60
$206.368.60
. •&38
i41.1t
laYALANN.UAL.R£NI $6t9A78.51
.
v..;
.....
a-8_
.
VEA1'Sll-10
ANNUAL
RENT
.
ANNUM.
RENT
.
-·
Sk--ELLRENt
$450.615.11 $489.377.It
TENAifr.
lMPRQVEMENTS
RENf"'*I'
$0
$0
OPE;RATING
CoSTS
$206,388.60
•2oe.as1.&o
....
TOTAi..
ANNIJ.AL
M.ENT
$1175,768.3t
t
...
"1
0
O'S
.
1'.
,,,.......
-·rhe
Lesser agrees
to
pay a Tl
c:recflt
In
the
8n'lount
of$183,520.00.
Thlram~ls
not
ID.
bf!li
tepald
by
lhe
Government.
The
Lessorwlll
use
the Tl
credH
first. and
thao
i;ind
only
then,
the Govemnent
may
pmcntlze
up
to
ail
acfdJ~on~I
$183.r520.(10
of
TI
OW1r
Iha
flrm
term
(60
montf'ls)
of
the
Jease
at
sin
Interest
rate
of
8%.
The
commencement
date
of
the
Tl
payment$
sheill
ba
more
speclflcally sat forth in a
Leage
Amendment
upon
$Ubstan\lal
compleHon
and
acceplance
of
the
Tia
by
lhe
Government,
and
they
~I
then-be
amortized
over the
number
of
months
remalnil'l9
tn
the
firm
term
of
the
lease at.an interest rateof8%.ff• ·
LEASE NO.
GS-1!9P-l.CAD139D,
PAGE
I LESSOIC fl,ll..--GOVERNMENT! GSA
FORM
L201C
(10/12)
£t=
In
Instances where the Lessor amortizes either the Tl
or
Building Specific Amortized Capital for a period exceeding the Firm Term
of
the Lease, should
the Government terminate the Lease after the Firm Term or does not otherwise renew or extend the term beyond the Firm Term, the Government shall
not
be
llable for any costs, including unamortized costs beyond
the
Firm Term.
B.
Rent is subject
to
adjustment based upon a mutual on-site measurement
of
the Space upon acceptance, not
to
exceed 25,936 ABOA SF
based upon the methodology outlined under the "Payment" clause of GSA Form 3517.
C. Rent is subject
to
adjustment based upon the final Tenant Improvement (Tt) cost to
be
amortized
in
the rental
rate,
as
agreed upon by the
parties subsequent
to
the Lease Award Date.
D.
Rent is subject to adjustment based on the final Buildlng Specific Amortized. Capital (BSAC) cost
to
be amortized
in
the rental rate, as
agreed upon by the parties subsequent
to
the Lease Award Date.
E.
If
the Government occupies the Premises for less than a full calendar tnonth, then rent shall
be
prorated based
on
the actual number
of
days
of
occupancy for that month.
F.
Rent shall
be
paid to Lessor
by
electronic funds transfer in accordance with the provisions
of
the General Clauses. Rent shall
be
payable
to
the Payee designated
In
the Lessor's Central Contractor Registration (CCR).
If
the payee is different from the Lessor, both payee and Lessor must
be
registered in CCR.
G.
Lessor shall provide
to
the Government,
in
exchange for the payment
of
rental and other specified consideration,
the
following:
1.
The
leasehold Interest in the Property described in the paragraph entitled
~The
Premises."
2.
All costs, expenses and fees to perform the work required for acceptance
of
the Premises
in
accordance with this Lease, including
all costs for labor, materials, and equipment, professional fees, contractor fees, attorney fees, permit fees, inspection fees, and similar such fees, and
all related expenses;
3, Performance or satisfaction
of
all other obligations set forth
in
this Lease; and all services, utilities, and maintenance required for
the proper operation
of
the Property, the Building, and the Premises in accordance with the terms
of
the Lease, Including, but not limited to, all
inspections, modifications, repairs, replacements, and improvements required
to
be made thereto to meet the requirements
of
this Lease.
1.04 INTENTIONALLY
OELTED
1.05
TERMINATION
RIGHTS
(AUG 2011)
Block
A:
The
Government may terminate Block A
of
this Lease,
in
whole
or
in
part, at any time effective after the second year
of
this Lease, by
providing not less than 90 days' prior written notrce to the Lessor. The effective date of the termination shall
be
the day following the expiration
of
the
required notrce period
or
the termination date set forth
in
the notice, whichever is later. No rental shall accrue after the effective date
of
termination.
~:
The Government may terminate up
to
5,331 RSF
of
Block B
of
this Lease,
in
whole or
in
part,
at
any time
by
providing not less than
15
days'
prior written notice
to
the Lessor. The Government may terminate the remaining portion
of
Block B (14,736 RSF)
of
this Lease,
in
whole
or
in
part, at
any time effective after the fifth year
of
thls Lease, by providing not less than
90
days' prior written notice to the Lessor. The effective date
of
the
termination shall be the day following the expiration
of
the
required.
notice period
or
the termination date
set
forth
In
the notice, whichever
is
later.
No
rental shalt accrue after the effective date
of
term
!nation.
Block
C: The Government may terminate Block C
of
this Lease,
in
whole or in part,
at
any time effective after the first month
of
this Lease,
by
providing
not
less than
15
days' prior written notice
to
the Lessor. The effective date
of
the terminatioil shall be the day following the expiration
of
the
required notice period
or
the termination date set forth
in
the notice, whichever is later.
No
rental shall accrue after the effective date
of
termination.
1.06 INTENTIONALLY DELETED
1.07 DOCUMENTS INCORPORATED
IN
THE
LEASE (SEP 2012)
The following documents are attached
to
and-made part
of
the Lease:
DOCUMENT
NAME
-
NO.
OF
_PAGES
'
:
EXHIBIT
FLOOR
PLAN(S)
2
A
AGENCY
SPECIFIC/SPECIAL
REQUIREMENTS
2
B
SECURITY
REQUIREMENTS
B
c
GSA
FORM
35178
GENERAL
CLAUSES
47
D
GSA
FORM
3518,
REPRESENTATIONS
AND
CERTIFICATIONS
10
E
1.08 TENANT IMPROVEMENT ALLOWANCE (AUG 2011)
The
Tenant Improvement Allowance (TIA) for purposes
of
this Lease
Is
$163,520.00.
The
TIA
is
the amount that the Lessor shall make available for the
Government to
be
used for Tis. This amount
is
amortized
in
the rent over the Firm Term
of
this Lease at
an
annual interest rate of 8 percent
LEASE
NO. GS·09P-LCA03190,
PAGE
2
LESSOR:
~GOVERNMENT:
Qt°
GSA
FORM
L201C
(10/12)
1.09 TENANT IMPROVEMENT RENTAL ADJUSTMENT (AUG 2011)
A. The Government, at
its
sore
discretion, shall make all decisions as
to
the use
of
the TfA. The Government may use all or part
of
the TIA.
The Government
may
return
to
the Lessor
any
unused
portion
of
the
TIA
In
exchange for a decrease
in
the
TIA
portion
of
the
rent
according
to
the
agreed-upon amortization
rate
over the
Firm
Tenn.
B.
The
Government may elect to make lump
sum
~yments
for any or all wotk covered by the TIA. That
part
of
the TIA amortized
In
the rent
shall
be
reduced accordingly. At
any
time
after
occupancy
and
during
the
Firm
Term
of
the Lease,
the
Government,
at
Its
sole
discretion,
may
elect
to
pay
lump
sum for
any
part
or
all
of
the remaining unpaid amortized balance
of
the TIA.
If
the
Government elects
to
make a lump sum payment for the
TIA
after
occupan~y.
the
payment
of
the
TIA
by
the Government will result in a decrease in the rent according
tp
the amortization rate
over
the Finn
lerm
of
the Lease.
C.
If
It
Is
ant1cipated
that
the Government will spend more than the allowance Identified above, the Government shall
have
the right to either:
1.
Reduce the
Tl
requirements;
2. Pay lump sum
for
the overage
1.:Jpon
substantial completion In accordance with the ·Acceptance
of
Space and Certifical.e
of
Occupancy'' paragraph;
3.
Negotiate
an
Increase
Jn
the rent.
LEASE NO. GS-09P-LCA03190, PAGE 3
LES.SOR:~
GOVERNMENT:
r/(C
GSA FORM L201C (10/12)
1.10 TENANT IMPROVEMENT
FEE
SCHEDULE (JUN 2012)
For
pricing
Tl
costs,
the
following-
rates
shall
apply for
the
initial
build-out
of
the
Space.
l ARCHITECT/ENGINEER FEES
(%1
OFTI
CONSTRUCTION
COSTS)
I LESSOR'S PROJECT MANAGEMENT FEE
(o/o
OFTI
CONSTRUCTION COSTS)
INITIAL
BUILD·OUT
3%
3o/o
1.11
INTENTIONALLY DELETED
1.12 INTENTIONALLY DELETED
1.13 INTENTIONALLY DELETED
1.14 INTENTIONALLY DELETED
1.15 OPERATING COST BASE (AUG 2011)
The parties agree that for the purpose of applying the paragraph titled
QOperating
Costs Adjustment" that the Lessor's base rate for operating costs
shall
be
$6.60 per RSF ($206,388.601annum).
1.16 RATE
FOR
ADJUSTMENT
FOR
VACANT LEASED PREMISES (JUN 2012)
In
accordance with the paragraph entitled "Adjustment for Vacant Premises,"
if
the Government fails to occupy
or
vacates the entire
or
any portion
of
the leased Premises prior
to
expiration
of
the term
of
the
Lease, the operating costs paid by the Government as part
of
the rent shall
be
reduced
by
$2.00 per ABOA
SF
of
Space vacated by the Government.
1.17 HOURLY OVERTIME HVAC RATES (AUG 2011)
The following
rates
shall
apply
in
the
application
of
the
paragraph
tided
"Overtime HVAC
USage:"
$ 65.00
per
hour for
the
entire leased
Space.
1.18 24·HOUR HVAC REQUIREMENT (APR 2011)
The hourly overtime
HVAC
rate
specified above shall not
apply
to
any
portion of the Premises that
is
required
to
have
heating
and
cooling
24
hours
per
day.
If 24-hour HVAC is required
by
the
Government for
any
designated
rooms or areas
of
the
Premises,
such
services
shall
be
provided
by
the
Lessor
at
an
annual
rate
of
$1.00 per 500
ABOA
SF
of
the
area
receiving
the
2Mlour
HVAC. Notwithstanding the
foregoing,
Lessor
shall
provide
this service
at
no
additional cost to
the
Government
if
the Lessor provides
this
service
to
other tenants
in
the
Building
at
no
additional
charge.
1.19 INTENTIONALLY DELETED
1.20 HUBZONE SMALL BUSINESS CONCERNS ADDITITIONAL PERFORMANCE REQUIREMENTS (MAR 2012)
If the Lessor
is
a qualified HUBZone small business concern
(SBC).
that
did
not waive the price evaluation preference then
as
required by
13
C.F.R.
126.
700,
the HUBZone SBC must spend
at
least
50°/o
of
the cost of the contract incurred for personnel
on
its
own
employees or employees of other
qualified HUBZone SBC's and must meet the performance of
the
work requirements for subcontracting
in
13 C.F.R. § 125.6(c).
If
the Lessor is a
HUBZone joint venture,
the
aggregate of the qualified HUBZone SBC's to the joint venture, not each concern separately, must perform the applicable
percentage
of
work required
by
this
clause.
LEASE NO. GS·09P-LCA03190,
PAGE
4 LESSOR: w.,....GOVERNMENT:
Tl
GSA
FORM
L201C (10/12)
