HomeMy WebLinkAboutReso 179-2024 (24-1168)
EXHIBIT A
LEASE
This Lease (this “Lease”) is made and entered into as of January 1, 2025, by and between
CITY OF SOUTH SAN FRANCISCO, a California municipal corporation (“Landlord”), and
BAR ANTZ, LLC, a California limited liability company (“Tenant”). Landlord and Tenant are
hereafter collectively referred to as the “Parties.”
RECITALS
A. Landlord is the owner of certain real property located at 240 Grand Avenue,
South San Francisco, California (the “Property”). The Property consists of an existing
commercial building.
B. Tenant desires to lease approximately 3,171 square feet of space within the
Property from Landlord (the “Premises”), and Landlord desires to lease the Premises to Tenant
conditioned upon the terms therein. The Premises is depicted in Exhibit A attached hereto and
incorporated herein by this reference.
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Landlord and Tenant hereby agree as follows:
ARTICLE 1.
BASIC LEASE PROVISIONS
1.1 Tenant’s contact information:
Joe Barwin
3471 21st Street, Apt. 4
San Francisco, CA 94110
1.2 Landlord’s contact information:
City of South San Francisco
400 Grand Avenue
South San Francisco, CA 94080
Attn: City Manager
1.3 Premises: More particularly described as the area shown in Exhibit A, attached hereto.
1.4 Commencement Date: January 1, 2025.
1.5 Initial Term: 36 months, beginning on the Commencement Date (“Initial Term”).
1.6 Extension of Term: Option to renew for another three (3) years, which may be exercised only
upon the written approval of the Lessor. This option is not automatic and is subject to the Lessor’s
discrestion.
1.7 Rent: $4,000 per month and increases 3% every twelve (12) months. Tenant is eligible
for Tenant Improvement Credit against rent up to a maximum of $45,000 in accordance with
Section 6.3 hereof.
1.8 Security Deposit: $4,600
1.9 Permitted Uses: Typical uses for a retail store including storage of materials, packing
supplies and materials to support the online business, office space for staff, and
parking spot(s) for staff and material transportation in the garage. _.
1.10 Parking: Tenant and its employees, officers and customers are entitled to use unreserved
parking spaces on the Property, for no additional charge.
ARTICLE II.
DEFINITIONS
As used in this Lease, the following terms shall have the definitions set forth below. Additional
terms are defined in the remainder of this Lease.
2.1 “Additional Rent” means any amount of rent beyond the "Rent" as described in
section 1.7 that Tenant is required to pay Landlord (e.g., late fees, or administrative charges),
pursuant to this Lease.
2.2 “Alterations” means any decorations, modifications, additions or improvements
made in, on, about, under or contiguous to the Premises by or for the benefit of Tenant.
2.3 “Commencement Date” is the date set forth in Section 1.4.
2.4 “Premises” means the rented premises shown on Exhibit A.
2.5 “Property” means that real property located at 240 Grand Avenue, South San
Francisco, California.
2.6 “Rent” means the amount to be paid by Tenant to Landlord, pursuant to section
1.7
2.7 “Term” means the Initial Term of this Lease as set forth in Section 1.5.
ARTICLE III
PREMISES AND TERM
3.1 Leased Premises. Subject to and upon the terms and conditions set forth herein,
Landlord hereby leases the Premises to Tenant and Tenant hereby leases the Premises from
Landlord. Tenant acknowledges that Landlord has made no representation or warranty regarding
the condition of the Premises or the Property except as specifically stated in this Lease. The
Parties agree that based upon their own inspection and estimates, the estimated square footage of
the Premises is as stated in Section 1.3 hereof. Tenant and Landlord hereby stipulate and agree
that the square footage of the Premises is as stated herein, notwithstanding any minor variations
in measurement or other minor variations that may have occurred in the calculation thereof.
3.2 Appurtenant Rights. Tenant is granted the right during the Term to the
nonexclusive use of the parking lot, sidewalks, driveways and other common area improvements
located on the Property, for no additional charge or rent. Landlord has sole discretion to
determine the manner in which such areas and improvements are maintained and operated.
3.3 Initial Term and Commencement. The Term of this Lease shall commence on the
Commencement Date, and unless sooner terminated as provided herein, the Term shall be for the
period of the Initial Term set forth in Section 1.5.
3.4 Extension of Term. Not Applicable.
3.5 No Representations. Tenant acknowledges that neither Landlord nor any of
Landlord’s agents has made any representation or warranty as to the suitability or fitness of the
Premises for the conduct of Tenant’s business, and that neither Landlord nor any agent of
Landlord has agreed to undertake any alterations or additions or to construct any tenant
improvements to the Premises except as expressly provided in this Lease.
3.6 Relocation. Landlord currently intends to renovate and rehabilitate the Property
in the future, and anticipates that the uses of the Property after the renovation and rehabilitation
may include retail and commercial uses. In the event that Tenant is displaced from the Property
as a result of the renovation and rehabilitation of the Property, Landlord will provide to Tenant
any relocation assistance and compensation that is required pursuant to applicable law, including
Government Code Section 7260, et seq., and the California Relocation Assistance and Real
Property Acquisition Guidelines, 25 California Code of Regulations Section 6000, et seq., to the
extent required by law. Nothing in this Lease shall be construed as Tenant’s waiver or
relinquishment of any rights it may have to the foregoing relocation assistance and
compensation, if any. In addition to the foregoing, in the event that Tenant is displaced from the
Property as a result of the renovation and rehabilitation of the Property, Landlord shall provide
Tenant a one-time first right of refusal to lease the Property commencing upon the completion of
the renovation and rehabilitation of the Property, at the same rental rate and upon the same terms
and conditions as are required for other tenants of the commercial building in which the Property
is located.
ARTICLE IV
RENT, OPERATING EXPENSES, AND DEPOSITS
4.1 Rent. From and after the Commencement Date, Tenant shall pay to Landlord the
monthly Rent set forth in Section 1.7. Each installment of Rent shall be due and payable to
Landlord in advance, upon the Commencement Date and the first day of each month after the
Commencement Date during the Term, without abatement, deduction, claim or offset except as
otherwise expressly provided herein, and without prior notice, invoice or demand, at Landlord’s
address or such other place as Landlord may designate from time to time. The amount of Rent
due in the first and last months of the Term shall be prorated.
4.2 Utilities. Tenant shall pay for all gas, electricity, heat, ventilation and air
conditioning , telephone, cable, internet and all other utilities and services used in the Premises,
which shall be separately metered and/or billed. Landlord agrees to cooperate as reasonably
required by Tenant to assist Tenant with its obligations under the preceding sentence.
ARTICLE V
USE OF PREMISES
5.1 Permitted Use. The Premises shall be used solely for the purposes set forth in
Section 1.9 ("Permitted Use") and for no other purpose without written consent of Landlord,
which may be granted or withheld in Landlord’s sole discretion. Tenant shall not do or permit
anything to be done in or about the Premises or the Property, nor bring or keep anything therein
that would in any way subject Landlord to liability, increase the premium rate of or affect any
fire, casualty, rent or other insurance relating to the Property or any of the contents of the
Premises, or cause a cancellation of, or give rise to any defense by an insurer to any claim under,
or conflict with, any policies for such insurance. If any act or omission of Tenant results in an
increase in premiums, Tenant shall pay to Landlord upon demand the amount of such increase.
5.2 Signage. Any of Tenant’s signage on the Premises or Property existing as of the
Commencement Date shall be permitted to remain. Tenant shall obtain the prior approval of
Landlord, which approval may be given or withheld in Landlord's reasonable discretion, before
placing any additional sign or symbol on doors or windows or elsewhere in or about the Premises
so as to be visible from the public areas or exterior of the Property, or upon any other part of the
Property, including building directories. Any signs or symbols which have been placed without
Landlord's approval may be removed by Landlord. Upon expiration or termination of this Lease,
all signs installed by Tenant shall be removed and any damage resulting therefrom shall be
promptly repaired by Tenant, or such removal and repair may be done by Landlord and the cost
charged to Tenant as Additional Rent.
5.3 Repairs and Replacements. Tenant shall repair and maintain the Premises,
including tenant improvements, fixtures and furnishings in good order and repair, and Tenant
shall, at Tenant’s sole expense make all repairs, replacements, alterations, or improvements to
the extent triggered by or relate to (i) Tenant’s particular use of the Premises, and/or (ii) any
improvements or alterations made by or on behalf of Tenant to the Premises. If Tenant fails to
maintain or keep the Premises in good repair, at Landlord’s option, Landlord may, after
providing Tenant no less than thirty (30) days’ prior written notice, perform any such required
maintenance and repairs and Tenant shall pay Landlord’s costs incurred in connection with such
repairs, plus a percentage of such costs sufficient to reimburse Landlord for all overhead, general
conditions, fees and other costs and expenses in connection therewith. Landlord shall have no
obligation to maintain or repair the Premises or any improvements thereon during the Term of
this Lease.
5.4 Parking. Landlord hereby grants to Tenant a nonexclusive license and right, in
common with Landlord and all other tenants of the Property, and their customers, guests,
licensees, invitees, employees and agents, to use the parking area located on the Property for
vehicular parking, on a "first-come, first-served" basis, for no additional charge.
ARTICLE VI
ALTERATIONS AND ADDITIONS
6.1 Alterations and Improvements. Tenant may not make any Alterations to the
Property or Premises without the prior written approval of Landlord. Any Landlord-approved
Alterations shall be done at Tenant’s expense, in a good and workmanlike manner, in conformity
with plans and specifications reviewed and approved by Landlord, and in compliance with all
applicable laws. Tenant shall obtain all necessary governmental approvals and permits for such
Alterations. Tenant shall give Landlord not less than ten (10) business days' notice prior to the
commencement of construction of any Alterations so that Landlord may post a notice of
nonresponsibility on the Premises. In no event shall any Alteration, without the prior written
consent of Landlord:
(i) affect the exterior of the Property,
(ii) affect any structural portion of the Property, including without limitation, the
roof,
(iii) require any change to the basic floor plan of the Premises or any change to
the structural or mechanical components of the Premises,
(iv) diminish the value of the Premises,
(v) result in an increase in demand for building services or utilities,
(vi) cause an increase in the premiums for hazard or liability insurance carried by
Landlord, or
(vii) overload the floor load capacity or unduly burden the plumbing, heating,
ventilation, air conditioning, electrical or other basic systems that serve the Property.
6.2 Liens. Tenant shall not permit any mechanics’, materialmen’s or other liens, to be
filed against the Property or against Tenant’s leasehold interest in the Premises. Landlord has
the right at all times to post and keep posted on the Premises any notice that it considers
necessary for protection from such liens. If Tenant fails to cause the release of record of any
lien(s) filed against the Premises or Tenant’s leasehold estate therein, by payment or posting of a
proper bond within ten (10) days from the date of the lien filing(s), then Landlord may, at
Tenant’s expense, cause such lien(s) to be released by any means Landlord deems proper,
including but not limited to payment of or defense against the claim giving rise to the lien(s). All
sums reasonably disbursed, deposited or incurred by Landlord in connection with the release of
the lien(s), including but not limited to all costs, expenses and attorney’s fees, shall be due and
payable by Tenant to Landlord as Additional Rent on demand by Landlord.
6.3 Tenant Improvement Credit. Tenant shall be entitled to a credit equal to the
Tenant’s actual cost of construction and installation of electrical modernization, interior
construction and reconfiguration, and façade improvements which are Alterations permitted
pursuant to Section 6.1 hereof, up to a maximum cumulative total of $45,000 (“Tenant
Improvement Credit”). Tenant shall submit copies of contracts and invoices for such
Alterations to City, and evidence of Tenant’s payment of such costs. Upon Tenant’s submittal of
a complete building permit application for the Alterations to the City, the Tenant Improvement
Credit shall be applied to the monthly Rent due for the following month. Upon City’s
confirmation of Tenant’s payment of the costs of the Alterations, and determination that the
Alterations have been completed in accordance with the requirements of this Lease, the Tenant
Improvement Credit shall be applied to the monthly Rent due hereunder until the Tenant
Improvement Credit is depleted.
ARTICLE VII
INSURANCE AND INDEMNITY
7.1 Indemnity. To the fullest extent permitted by law, Tenant shall defend (with
counsel reasonably acceptable to Landlord), indemnify and hold Landlord and its officers,
employees and agents (“Indemnitees”) harmless from and against any and all claims arising out
of or relating directly or indirectly to this Lease or the Premises ("Claims"), including without
limitation, Claims for or relating to loss of or damage to property, injury or death of any person,
and economic losses and consequential or resulting damage of any kind, including any Claim
arising from or in connection with or in any way attributable to: (i) the use or occupancy, or
manner of use or occupancy of the Premises or the Property by Tenant or any employee, invitee,
customer, guest or licensee of Tenant, (ii) any act, error, omission or negligence of Tenant or any
employee, invitee, customer, guest or licensee of Tenant in, on or about the Premises or the
Property, including without limitation Claims which directly or indirectly, in whole or in part,
are caused by, arise in connection with, result from, relate to, or are alleged to be caused by, arise
in connection with, or relate to, any act or omission of Tenant, (iii) any activity, work, or thing
done, omitted, permitted, allowed or suffered by Tenant or employee, invitee, customer, guest or
licensee of Tenant in, at, or about the Premises or the Property, or (iv) any breach or default in
performance of any obligation on Tenant's part in the performance of any covenant or agreement
to be performed under this Lease, except to the extent caused by the sole gross negligence or
willful misconduct of the Indemnitees. The provisions of this section shall not be construed or
interpreted as restricting, limiting or modifying Tenant’s insurance obligations under this Lease
and are independent of such obligations. Tenant’s compliance with insurance requirements set
forth in this Lease shall not restrict, limit or modify Tenant’s indemnification obligations
hereunder. The provisions of this section shall survive the expiration or earlier termination of
this Lease.
7.2 Tenant’s Insurance. Tenant shall, at its sole expense, procure and maintain throughout
the Term all of the following:
(a) Commercial general liability insurance, including contractual liability coverage,
written on an “occurrence” policy form, covering bodily injury, property damage and
personal injury arising out of or relating (directly or indirectly) to Tenant’s operations,
assumed liabilities, or use or occupancy of the Premises or the Property naming Landlord
as an additional insured, with minimum coverage in the amount of One Million Dollars
($1,000,000) per occurrence combined single limit;
(2) Property insurance protecting Tenant against loss or damage by fire and such other
risks as are insurable under then available standard forms of “all risk” insurance policies,
covering Tenant’s personal property and trade fixtures in or about the Premises or the
Property, and any improvements or alterations in the Premises, in an amount of one
hundred percent (100%) of actual replacement cost;
(c) Workers’ compensation insurance in not less than statutory limits; and
(d) If Tenant operates owned, leased or non-owned vehicles on the Property,
comprehensive automobile liability insurance with a minimum coverage of one million
dollars ($1,000,000) per occurrence, combined single limit.
The foregoing policies shall protect Tenant as named insured, and Landlord as additional
insured (except for workers' compensation insurance). Landlord may increase, reduce, or
otherwise modify Tenant’s insurance requirements set forth herein (but not more than once each
calendar year) in the event Landlord determines that such increase, reduction, or modification is
warranted by inflationary changes after the Commencement Date and is consistent with reasonable
commercial practices.
Each insurance policy must include an endorsement to provide that the policy and the
coverage provided shall be primary, that Landlord, although an additional insured [not applicable
to Workers' Compensation Insurance], shall nevertheless be entitled to recovery under such policy
for any damage to Landlord by reason of acts or omission of Tenant, and that any coverage carried
by Landlord shall be noncontributory with respect to policies carried by Tenant. A certificate of
each such insurance policy or a certificate thereof, including appropriate endorsements, shall be
delivered to Landlord by Tenant on or before the Commencement Date and annually thereafter.
Tenant shall cause its insurance companies issuing property insurance and workers'
compensation insurance to waive any subrogation rights that those companies may have against
Landlord, as long as the insurance is not invalidated by the waiver.
ARTICLE VIII
ASSIGNMENT AND SUBLETTING
8.1 Right to Assign and Sublet. Tenant shall not have the right to assign or sublet all
or any part of Tenant’s interest in this Lease or in the Premises without obtaining the prior
written consent of Landlord, which may be granted, withheld or conditioned by Landlord in its
reasonable discretion.
8.2 No Release of Obligations. Neither an assignment or subletting nor the collection
of rent by Landlord from any person other than Tenant shall be deemed a waiver of any of the
provisions of this Article or release Tenant from its obligations to comply with this Lease, and
Tenant shall remain fully and primarily liable for all of Tenant’s obligations under this Lease.
ARTICLE IX
DAMAGE AND DESTRUCTION
9.1 Repair and Restoration; Termination Rights. If all or part of the Premises is damaged by
fire or other casualty, such that access to or use and occupancy of the Premises is materially
impaired, Landlord and Tenant shall each have the option to terminate this Lease by giving
written notice to the other of the exercise of that option within thirty (30) days after the damage
or destruction, and this Lease shall terminate as of the date specified in such notice, which shall
be not before the date of such notice nor more than thirty (30) days after the date of such notice.
If neither Party exercises such option to terminate this Lease, then within forty-five (45) days of
the date of the damage, Landlord shall notify Tenant of the estimated time, in Landlord’s
reasonable judgment, required for repair or restoration (“Repair Period”), and Landlord shall
proceed promptly and diligently to repair or restore the Premises or the portion of the Premises
necessary for Tenant’s occupancy, and this Lease shall remain in effect.
9.2 Waiver of Statutory Provisions. The provisions of this Lease, including those in
this Article IX, constitute an express agreement between Landlord and Tenant that applies in the
event of any damage to the Premises or Property. Tenant, therefore, fully waives the provisions
of any statute or regulation, including California Civil Code §§ 1932(2) and 1933(4), relating to
any rights or obligations concerning any such casualty.
ARTICLE X
SURRENDER OF PREMISES; HOLDING OVER
10.1 Surrender of Premises. On expiration of the Term of this Lease, Tenant shall
surrender the Premises in the same condition as when the Term commenced, ordinary wear and
tear excepted. Except for furniture, equipment and trade fixtures (other than those which are
affixed to the Premises so that they cannot be removed without material damage to the Premises)
all alterations, additions or improvements made in or upon the Premises, either by Landlord or
Tenant, may, at Landlord's election, become Landlord's property without compensation to
Tenant; provided that, upon reasonable written request of Landlord, Tenant shall, at its expense
and without delay, remove any alterations, additions or improvements made to the Premises by
Tenant and designated by Landlord to be removed, and shall repair any damage to the Premises
caused by such removal. If Tenant fails to complete such removal or to repair the Premises,
Landlord may complete such removal and repair, and Tenant shall reimburse Landlord therefor.
If Tenant fails to remove such property as required under this Lease, Landlord may dispose of
such property in its sole discretion without any liability to Tenant, and further may charge the
cost of any such disposition to Tenant.
10.2 Holdover Tenancy. If Tenant remains in possession of the Premises after
expiration or earlier termination of the Term of this Lease, Tenant shall be deemed, at Landlord's
option, to occupy the Premises as a holdover tenant from month-to-month. During such tenancy
(and prior to any termination by Landlord), Tenant agrees to pay Landlord, monthly in advance,
an amount equal to the then fair market rental (as reasonably determined by Landlord) for the
Premises, together with all other amounts payable by Tenant to Landlord under this Lease.
Except as provided in the preceding sentence, such month-to-month tenancy shall be on the same
terms and conditions of this Lease. Landlord’s acceptance of Rent after such holding over with
Landlord’s written consent shall not result in any other tenancy or in a renewal of the Initial
Term of this Lease.
ARTICLE XI
LANDLORD'S RESERVED RIGHTS.
11.1 Rights Reserved to Landlord. Without notice and without liability to Tenant, and
without effecting an eviction or disturbance of Tenant's use or possession, Landlord shall have
the right to (i) enter the Premises at reasonable times and with reasonable advance notice (and at
any time in the event of an emergency), to inspect or repair the Premises and to perform any acts
related to safety, protection, or improvement of the Premises; (ii) install and maintain signs on
and in the Premises and the Property; and (iii) make such rules and regulations as, in the
reasonable judgment of Landlord, may be needed from time to time for the safety of the tenants,
the care and cleanliness of the Premises and the Property and the preservation of good order
therein. Landlord shall at all times retain a key with which to unlock all of the doors in the
Premises, except Tenant’s vaults and safes. If an emergency necessitates immediate access to
the Premises, Landlord may use whatever force is necessary to enter the Premises and any such
entry to the Premises shall not constitute a forcible or unlawful entry into the Premises, a
detainer of the Premises or an eviction of Tenant from the Premises or any portion thereof.
ARTICLE XII
DEFAULT AND REMEDIES
12.1 Tenant's Default. It shall be an “Event of Default” hereunder if Tenant shall:
(a) fail to pay when due any installment of Rent, or fail to pay any other amount
owed by Tenant to Landlord under this Lease as and when due and such failure continues for
five (5) days following written notice thereof to Tenant by Landlord;
(b) fail to provide any certificate, instrument or assurance as required by this
Lease if the failure continues for ten (10) days after written notice of the failure to Tenant;
(c) make a general assignment for the benefit of its creditors or file a petition for
bankruptcy or other reorganization, liquidation, dissolution or similar relief or have a proceeding
filed against Tenant seeking any relief mentioned in this subsection (c) which is not discharged
within sixty (60) days thereafter;
(d) abandon or vacate the Premises for more than one (1) month;
(e) assign this Lease or sublease any portion of the Premises in violation of
Article XIII; or
(f) fail to comply with any other provision of this Lease in the manner required
hereunder and such failure continues for thirty (30) days after written notice thereof to Tenant by
Landlord (or if the noncompliance cannot by its nature be cured within the 30-day period, if
Tenant fails to commence to cure such noncompliance within the 30-day period and thereafter
diligently prosecute such cure to completion).
12.2 Remedies on Default. Upon the occurrence of an Event of Default, Landlord
shall have the right to pursue any one or more of the following remedies in addition to any other
remedies now or later available to Landlord at law or in equity. These remedies are not exclusive
but instead are cumulative.
(a) Continue Lease. Landlord may continue this Lease in full force and
effect. In such case, so long as Landlord does not terminate Tenant's right to possession, this
Lease will continue in effect and Landlord shall have the right to collect Rent when due, and may
undertake efforts to relet the Premises, or any part of them, to third parties for Tenant's account.
No act by Landlord allowed by this Section shall terminate this Lease unless Landlord terminates
Tenant’s right to possession. After an Event of Default and for as long as Landlord does not
terminate Tenant's right to possession of the Premises, Tenant shall have the right to assign or
sublet its interest in this Lease, but Tenant shall not be released from liability.
(b) Terminate Lease. Landlord may terminate this Lease and Tenant's right to
possession of the Premises at any time following an Event of Default. No act by Landlord other
than giving written notice to Tenant shall terminate this Lease. Acts of maintenance or efforts to
relet the Premises shall not constitute a termination of Tenant's right to possession. On
termination, Landlord shall have the right to recover from Tenant all of the following:
(i) The amount of any unpaid Rent that had been earned at the time of
termination of this Lease;
(ii) The amount of unpaid Rent that would have been earned after the date
of termination of this Lease less any amount of the unpaid Rent that Tenant proves could have
been reasonably avoided;
(iii) Any other amount necessary to compensate Landlord for all
detriment proximately caused by Tenant's failure to perform obligations under this Lease; and
(iv) Any other amounts, in addition to or in lieu of those listed above that
may be permitted by law.
12.3 Landlord’s Default. Landlord’s failure to perform any of its obligations under
this Lease shall constitute a Landlord Event of Default hereunder if the failure continues for
thirty (30) days after written notice of the failure from Tenant to Landlord. If the required
performance cannot be completed within thirty (30) days, Landlord’s failure to perform shall not
constitute a Landlord Event of Default if Landlord undertakes to cure the failure within such
thirty (30) day period and diligently and continuously attempts to complete the cure as soon as
reasonably possible. Tenant shall have the right to terminate this Lease and to vacate the
Premises upon Landlord’s default under this Lease.
ARTICLE XIII
MISCELLANEOUS
13.1 No Waiver. No receipt and retention by Landlord of any payment tendered by
Tenant in connection with this Lease shall constitute an accord and satisfaction, or a compromise
or other settlement, notwithstanding any accompanying statement, instruction or other assertion
to the contrary unless Landlord expressly agrees to an accord and satisfaction, or a compromise
or other settlement, in a separate writing duly executed by Landlord. Landlord will be entitled to
treat any such payments as being received on account of any item or items of Rent, interest,
expense or damage due in connection herewith, in such amounts and in such order as Landlord
may determine at its sole option. Any waiver of any condition or provision set forth in this
Lease shall not be deemed a waiver of any subsequent breach of such condition or provision or
of any other condition or provision, nor shall any such waiver be deemed a continuing waiver.
13.2 Severability. The Parties intend this Lease to be legally valid and enforceable in
accordance with all of its terms to the fullest extent permitted by law. If an arbitrator or a court of
competent jurisdiction holds any provision hereof to be invalid or unenforceable in whole or in
part for any reason, the validity and enforceability of the remaining clauses, or portions of them,
shall not be affected unless an essential purpose of this Lease would be defeated by loss of the
invalid or unenforceable provision.
13.3 Governing Law; Venue; Construction. This Lease shall be construed according to
the laws of the State of California without regard to principles of conflict of laws. Any action or
proceeding that relates to, or arises from, this Lease shall be brought in a state court of competent
jurisdiction located in San Mateo County. The captions used for the Sections and Articles of this
Lease have been inserted for convenience only and shall not be used to alter or interpret the
content of this Lease.
13.4 Binding Effect; Survival. The covenants, conditions, warranties and agreements
contained in this Lease shall be binding upon and inure to the benefit of the Parties and their
respective successors and permitted assigns. The representations and warranties of Landlord and
Tenant and the indemnification obligations of Landlord and Tenant set forth herein shall survive
the expiration or termination of this Lease as shall all other provisions hereof which are intended
to survive such expiration or termination.
13.5 Time. Time is of the essence of each provision of this Lease.
13.6 Entire Agreement; Amendments. This Lease and Exhibit A attached hereto and
incorporated herein by this reference, constitutes the final, complete, and exclusive statement of
the terms of the agreement between Landlord and Tenant pertaining to the lease of the Premises
and supersedes all prior and contemporaneous understandings or agreements of the parties. This
Lease may not be amended or modified except in a writing signed by both Parties.
13.7 Notices. All notices delivered pursuant to this Lease shall be in writing and
delivered to Landlord or Tenant at the applicable address designated in Section 1.1 or to such
other address as may hereafter be designated by either party by written notice delivered to the
other party in accordance with this Section. Such notices shall be effective on the earlier to
occur of actual receipt or: (i) if mailed, three (3) days after posting at a United States post office,
(ii) upon receipt if mailed by certified mail with return receipt requested, and (iii) upon delivery
if delivered by overnight delivery service and delivery is confirmed by the delivery service.
13.8 Attorneys’ Fees. If any judicial remedy or arbitration is undertaken to enforce or
interpret any provision of this Lease, the prevailing party shall be entitled to reasonable
attorneys' fees, costs, expert witnesses fees, post judgment collection costs, and other expenses,
in addition to any other relief to which such party may be entitled.
13.9 Authority. Each party warrants and represents that it has full authority to enter
into this Lease, that this Lease constitutes a binding obligation of such party, and that the
individual(s) signing on behalf of such party are duly authorized to bind such party hereto.
13.10 Landlord Approvals. Whenever the consent or approval of Landlord is required
hereunder, such consent or approval may be granted or withheld by the City Manager of
Landlord or his or her designee, unless the City Manager determines in his or her discretion that
such matter shall be referred to the City Council for consideration.
13.11 Counterparts. This Lease may be executed in counterparts, each of which shall
constitute an original, and all of which together shall constitute one and the same instrument.
The signature page of any counterpart may be detached therefrom without impairing the legal
effect of the signature(s) thereon provided such signature page is attached to any other
counterpart identical thereto except having additional signature pages executed by any other
party. This Lease shall take effect when signed by all Parties.
NOW THEREFORE, Landlord and Tenant have executed this Lease as of the date first
written above.
LANDLORD:
CITY OF SOUTH SAN FRANCISCO
By: _____________________________
Sharon Ranals
City Manager
ATTEST:
By: _____________________________
Rosa Govea Acosta
City Clerk
APPROVED AS TO FORM:
By: _____________________________
Sky Woodruff
City Attorney
TENANT:
BAR ANTZ, LLC,
a California limited liability company
By: _____________________________
Its: ____________________
EXHIBIT A
PREMISES