09 Staff Report.41 N Santa Cruz Lease Agreement with attachment
PREPARED BY: Katy Nomura
Assistant Town Manager
Reviewed by: Town Manager, Town Attorney, and Finance Director
110 E. Main Street Los Gatos, CA 95030 ● (408) 354-6832
www.losgatosca.gov
TOWN OF LOS GATOS
COUNCIL AGENDA REPORT
MEETING DATE: 01/16/2024 ITEM NO: 9
DATE: January 10, 2024
TO: Mayor and Town Council
FROM: Laurel Prevetti, Town Manager
SUBJECT: Authorize the Town Manager to Negotiate and Execute a Lease Agreement
with Candler for LTFJ S Corp for 41 North Santa Cruz Avenue, in Substantially
the Form Presented for a 23-Month Initial Term with One Option to Extend
for an Additional 24 Months
RECOMMENDATION:
Authorize the Town Manager to negotiate and execute a lease agreement with Candler for LTFJ
S Corp for 41 North Santa Cruz Avenue, in substantially the form presented for a 23-Month
initial term with one option to extend for an additional 24 months (Attachment 1).
BACKGROUND:
On December 30, 2021, the Town completed the transfer of the Los Gatos Theatre property to
the Town’s ownership. The property acquisition included assuming landlord oversight and the
two respective leases for the existing retail properties at 41 and 45 North Santa Cruz Avenue.
The lease at 41 North Santa Cruz Avenue expired December 31, 2022 and has been month to
month since. Lisa T Fine Jewelry has been the business operating at this lease space since the
Town acquired the property. This business was recently sold to Jennifer Candler, the new
owner of Candler for LTFJ S Corp, dba Lisa T Fine Jewelry, and as such staff is bringing forward a
new lease agreement (Attachment 1). The property consists of approximately two hundred and
forty-five (245) square feet of space and is currently utilized for the sale of jewelry.
DISCUSSION:
Provided on the following page are the salient elements of the draft Lease Agreement
(Agreement) staff is recommending.
PAGE 2 OF 2 SUBJECT: Draft Lease Agreement 41 North Santa Cruz DATE: January 10, 2024
DISCUSSION (continued):
Agreement Elements Comments
Term 23-month initial agreement ending on December 31,
2025, with one 24-month option.
Base Rent Schedule
(@ $7.21 per square foot per month
with a 3% annual escalator)
Year Monthly Base
Rent
Annual Base
Rent
Year 1
(Months 1-11) $1,766 $19,426 (11
months)
Year 2
(Months 12-23) $1,819 $21,828
The proposed monthly rent per square foot is the same as the existing rental rate established
for 45 N Santa Cruz Avenue. The only difference is that the timing of the annual 3% escalator
occurs in January instead of July for 41 N Santa Cruz Avenue. This is due to the fact that the 45
N Santa Cruz Avenue lease is on a July renewal cycle while the 41 N Santa Cruz Avenue lease
would be on a January renewal cycle, should renewal be considered.
CONCLUSION:
Lisa T Fine Jewelry is an established business which complements the reactivation of the Los
Gatos Theatre well. Staff recommends leasing 41 North Santa Cruz Avenue to Candler for LTFJ S
Corp dba Lisa T Fine Jewelry to allow Lisa T Fine Jewelry to continue to operate at this location.
COORDINATION:
This staff report was coordinated with the Town Manager, Town Attorney, and Finance
Director.
FISCAL IMPACT:
Income derived from this agreement will be deposited to a Special Revenue Fund and would be
utilized for the ongoing capital needs of the Theatre.
ENVIRONMENTAL ASSESSMENT:
In accordance with CEQA Guidelines Section 15301, this lease is categorically exempt from
CEQA because it is a lease of an existing structure and will involve negligible expansion of an
existing structure.
Attachment:
1. Draft Lease Agreement
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LEASE AGREEMENT BETWEEN TOWN OF LOS GATOS AND CANDLER FOR LTFJ S CORP
Summary of Key Terms
Landlord: Town of Los Gatos
Tenant: CANDLER FOR LTFJ S Corp, dba “Lisa T” Fine Jewelry
Premises: Approximately two hundred and forty-five (245) square feet of space within the Los Gatos Theatre Building (as more particularly defined in the Lease) comprising of 41 N. Santa Cruz Avenue in Los Gatos, California 95030 in the Town of Los Gatos, Santa Clara County, California ("Property"). Consists of the area marked “Existing Retail Space” in Exhibit A.
Lease Term: 23 months
Lease Commencement Date: February 1, 2024
Rent Commencement Date: Rent shall begin on the date of lease commencement. Rent is established according to the schedule below, starting at $7.21 per square foot, rounding to the nearest dollar for monthly rent, and increasing by 3% annually in January.
Base Rent Schedule:
Year Monthly Base Rent Annual Base Rent
Year 1
(Months 1-11
February – December 2024)
$1,766 $19,426 (11 months)
Year 2
(Months 12-23
January – December 2025)
$1,819 $21,828
Option to Extend: At the discretion of the Landlord, one (1) twenty-four (24) month option to extend at a 3% increase of prior base year, with at least 90-day written notice from the tenant asking for the extension.
Permitted Use: Retail
Landlord’s Address: The Town of Los Gatos – 110 E. Main Street, Los Gatos, California 95030, Attention: Finance Department
Landlord’s Telephone: 408-354-6836
Property Manager: Town of Los Gatos Attn: Katy Nomura Assistant Town Manager
Tenant Address: Redacted
ATTACHMENT 1
2
Tenant Telephone:
Lease Exhibits:
Exhibit A: Premises
Exhibit B: Floor Plan
Town of Los Gatos ("Landlord") and CANDLER FOR LTFJ S Corp, dba “Lisa T” Fine
Jewelry ("Tenant") agree as follows:
1.PROPERTY: Landlord rents to Tenant and Tenant rents from Landlord, anapproximately two hundred and forty-five (245) square feet of space within the Los GatosTheatre Building comprising 41 N. Santa Cruz Avenue in Los Gatos, California 95030 inthe Town of Los Gatos, Santa Clara County, California ("Property"). Consists of the areamarked “Existing Retail Space” in Exhibit A.
2.BASE RENT: Beginning on February 1, 2024, Tenant agrees to pay a monthly BaseRent (“Base Rent”) at the rate of $1,766 per month, with a 3 percent annual increaseeffective January 1 of each year. The base rent schedule shall be as follows:
Months Monthly Base Rent Annual Base Rent
1-11 $1,766 $19,426 (11 months)
12-23 $1,819 $21,828
3.RENT:
A.Definition: "Rent" shall mean all monetary obligations of Tenant to Landlordunder the terms of this Lease, except security deposit.
B.Payment: Rent shall be paid at Los Gatos Town Hall, Finance Department, orat any other location specified by Landlord in writing to Tenant.
C.Timing: Rent is payable in advance on the 1st day of each calendar monthand is delinquent 10 days after.
4.TENANT OPERATING EXPENSES: Landlord shall provide, during normal businesshours, to the extent applicable and not separately metered to the Premises, water, gas,power and electric current to the Premises. Tenant shall pay for all telephone, broadband,cable, security alarm services and other utilities and services specially or exclusivelysupplied and/or metered exclusively to the Premises or to Tenant, together with any taxesthereon. Under no circumstances shall Landlord be liable in damages or otherwise for anyfailure or interruption of any utility service being furnished to the Premises. No such failureor interruption shall entitle Tenant to terminate this Lease.
Redacted
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Tenant shall be responsible and directly pay for all other charges, including, but not limited to, Town permit fees, fees for any regulatory licenses or inspections, or other
governmental charges such as unsecured business property tax, possessory interest tax, or ABC permits.
5.TAXES, ASSESSMENTS, FEES, AND CHARGES: The property interests createdby this Lease may be subject to property taxation and Tenant, in whom the possessoryinterest is vested, will be responsible for the timely payment of any property taxes
levied on such possessory interest. Tenant agrees to pay before delinquency alllawful taxes, assessments, fees or charges which at any time may be levied by thestate, county, city or any tax or assessment levying body against the transfer of theleasehold interest hereunder upon recordation or otherwise, or upon any activitycarried on under this Lease, any interest in this Lease or any possessory right whichTenant may have in or to the Premises by reason of its use or occupancy thereof orotherwise.
Tenant specifically acknowledges that, in accordance with Revenue and TaxationCode Section 107.6, the Premises may be subject to possessory interest tax and thatTenant is responsible for any possessory interest tax levied on Tenant’s leaseholdinterest in the Premises.
6.TERM: Lease terminates on December 31, 2025 at 6:00 p.m.
7.EXTENSION OPTION: Provided Tenant has not been late in payment of rent morethan 2 times in a calendar year, Tenant shall have one (1) option to extend the Termof the Lease beyond the expiration date for an additional period of twenty-four (24) months by giving Landlord and the Town’s Property Manager a written notice of such election no later than 90 days prior to the expiration of the Lease. The option to exercise the extension notice shall be given by certified or registered mail (return receipt requested) or by Federal Express, United Parcel Service or other overnight courier service which obtains personal signatures upon delivery. If Landlord does not
receive the notification to extend the term within the time period provided above, all rights under the extension option shall terminate. Tenant shall have no right to exercise the extension option notwithstanding any provision to the contrary while Tenant is in default of the Lease beyond any applicable cure period.
A.Monthly Base Rent During Extended Term: Monthly Base Rent for theextended term shall include a 3% increase of prior base year with an annualincrease of three percent 3% per year.
8.SECURITY DEPOSIT:
A.Tenant agrees to pay Landlord $4,000 as a security deposit.
B.All or any portion of the security deposit may be used, as reasonably necessary, to:
(i)cure Tenant's default in payment of Rent, late charges, non-sufficientfunds ("NSF") fees, or other sums due; (ii) repair damage, excludingordinary wear and tear, caused by Tenant or by a guest or licensee ofTenant; (iii) broom clean the Premises, if necessary, upon termination of
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tenancy; and (iv) cover any other unfulfilled obligation of Tenant. SECURITY DEPOSIT SHALL NOT BE USED BY TENANT IN LIEU OF PAYMENT OF LAST MONTH'S RENT. If all or any portion of the security deposit is used during tenancy, Tenant agrees to reinstate the total security deposit within 5 days after written notice is delivered to Tenant. Within 30 days after Landlord
receives possession of the Premises, Landlord shall:
(i)furnish Tenant an itemized statement indicating the amount of any securitydeposit received and the basis for its disposition, and (ii) return any
remaining portion of security deposit to Tenant.
C.No interest will be paid on security deposit.
9.PARKING: There shall be no assigned parking spaces associated with this Lease.
10.LATE CHARGE; INTEREST; NSF CHECKS: Tenant acknowledges that either latepayment of Rent or issuance of a NSF check may cause Landlord to incur costsand expenses, the exact amount of which are extremely difficult and impractical to
determine. These costs may include, but are not limited to, processing, enforcementand accounting expenses, and late charges imposed on Landlord. Therefore, if Towndoes not receive any installment of rent due from Tenant within ten (10) days after thedate such rent is due, Tenant shall pay to Town an additional sum of five percent(5%) of the overdue rent as a late charge. The parties agree this late chargerepresents a fair and reasonable estimate of the costs Town will incur by reason of
late payment by Tenant. Acceptance of any late charge shall not constitute a waiverof Tenant's default with respect to the overdue amount, nor prevent Town fromextending any of the other rights and remedies available to Town.
Landlord's right to collect a late charge or NSF fee shall not be deemed an extensionof the date Rent is due under section 2.
11.CONDITION OF PREMISES: Landlord warrants that the Premises will be in
the following condition on delivery:
Tenant acknowledges that Landlord has made no representation or warranty with respect tothe Premises, or the suitability of the Premises for the conduct of the Tenant's business, nor
has Landlord agreed to undertake any modification, alteration or improvement to the Premisesexcept as provided in this Lease. The taking of possession of the Premises by Tenant shallconclusively establish that the Premises was at such time in satisfactory condition. Tenant
shall be solely responsible for any and all costs and/or expenses associated withimprovements to the Premises relative to this Lease.
Tenant has examined the Premises and acknowledges that Premises is clean and in operativecondition.
Tenant is responsible for the immediate notification to Landlord of maintenance, loss,damage or any other issues related to the Premises as indicated:
Maintenance Issues, - Public Works, 408-399-5770
Claims - First, Tenant insurer as stated in Lease
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Secondly, the Town Attorney’s Department, 408-354-6818
All other questions – Town Manager’s Office, 408-354-6836
12.ZONING AND LAND USE: Tenant accepts the Premises subject to all local,state and federal laws, regulations and ordinances ("Laws"). Landlord makes norepresentation or warranty that Premises are now or in the future will be suitable for
Tenant's use. Tenant has made its own investigation regarding all applicable Laws.
13.USE: The Premises are for the sole use as specified:
A.Use of the Premises: RetailB.Exclusive Use: Tenant shall have the right to use the Premises for the sale ofsoft goods retail and jewelry. Tenant shall have exclusive use of the Premisesfor the uses allowed under this Article, except that Landlord shall be allowed
entry on the Premises to conduct necessary maintenance and repairs withinits responsibility and as otherwise allowed under this Lease. No other use ispermitted without Landlord's prior written consent. Tenant will comply with allLaws affecting its use of the Premises.
14.RULES/REGULATIONS: Tenant agrees to comply with all rules and regulationsof Landlord that are at any time posted on the Premises or delivered to Tenant.Tenant shall not, and shall ensure that guests and licensees of Tenant do not,disturb, annoy, endanger, or interfere with other tenants of the building or neighbors,or use the Premises for any unlawful purposes, including, but not limited to, using,manufacturing, selling, storing, or transporting illicit drugs or other contraband, orviolate any law or ordinance, or committing a waste or nuisance on or about the
Premises. Tenant shall have access to operate the use upon the Premises twenty-four (24) hours a day, seven (7) days a week.
15.MAINTENANCE:
A.Tenant shall professionally maintain the interior of the Premises. If Tenantfails to maintain the interior of the Premises, Landlord may contract for orperform such maintenance, and charge Tenant for Landlord's cost. Tenant shall
be responsible for all expenses for maintenance, repair, replacement and allother associated expenses for all interior tenant improvements in the Premises,including but not limited to floors, walls, and fixtures.
B.Landlord shall maintain the roof, foundation, exterior walls, common areasand exterior of the Premises and keep glass, windows and doors in operable and
safe condition. Landlord will warrant the good operating condition of the HVACand electrical systems serving the premises for the lease term.
16.LOSS OF KEY: Loss of any key will result in re-keying of lock with all costs to re-keypaid for by Tenant.
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17.TENANT IMPROVEMENTS: Tenant shall be responsible for all improvementsessential to their business operation.
18.ALTERATIONS: Tenant shall not make any alterations in or about the Premises,including installation of trade fixtures and signs, without Landlord's prior written
consent, which shall not be unreasonably withheld. Any alterations to the Premisesshall be done according to law and with required permits. Tenant shall give Landlordadvance notice of any planned alteration, so that Landlord, at its option, may post aNotice of Non-Responsibility to prevent potential liens against Landlord's interest inthe Premises. Landlord may also require Tenant to provide Landlord with lienreleases from any contractor performing work on the Premises. T h e Premiseshave been offered and accepted in an “as is” condition. Any Tenant alterations willbe made at Tenant’s expense.
19.GOVERNMENT IMPOSED ALTERATIONS: Any alterations required by law as aresult of Tenant's use shall be Tenant's responsibility. Landlord shall be responsiblefor any other alterations required by Law.
20.PREVAILING WAGES: Tenant understands that any improvements to the Premisespaid for in whole or in part out of public funds will require the payment of prevailingwages in accordance with California Labor Code Sections 1720 et seq. and that, in
the event that improvements are paid for in whole or in part out of public funds,Tenant will be responsible for compliance with state prevailing wage laws.
21.ENTRY: Tenant shall make Premises available to Landlord or Landlord's agent for thepurpose of entering to make inspections, necessary or agreed repairs, alterations, orimprovements, or to supply necessary or agreed services, or to show Premises toprospective or actual purchasers, tenants, mortgagees, lenders, appraisers, orcontractors. Landlord and Tenant agree that 24 hours’ notice (oral or written) shall bereasonable and sufficient notice. In an emergency, Landlord or Landlord'srepresentative may enter Premises at any time without prior notice.
22.SIGNS: Tenant authorizes Landlord to place a FOR LEASE sign on the Premises
within the 30-day period preceding the termination of the Lease. Tenant may installsigns in conformance with the Town’s sign ordinance.
23.SUBLETTING/ASSIGNMENT: Tenant shall not sublet or encumber all or any part ofPremises, or assign or transfer this Lease or any interest in it, without the prior writtenconsent of Landlord, which shall not be unreasonably withheld. Unless such consent
is obtained, any subletting, assignment, transfer, or encumbrance of the Premises,Lease, or tenancy, by voluntary act of Tenant, operation of law, or otherwise, shall benull and void, and, at the option of Landlord, terminate this Lease. Any proposed
sublessee, assignee, or transferee shall submit to Landlord an application andcredit information for Landlord's approval, and, if approved, sign a separate writtenLease with Landlord and Tenant. Landlord's consent to any one sublease,assignment, or transfer, shall not be construed as consent to any subsequentsublease, assignment, or transfer, and does not release Tenant of Tenant's obligationunder this Lease.
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24.POSSESSION: If Landlord is unable to deliver possession of Premises on January1, 2024, the rent commencement date shall be extended to the date on whichpossession is made available to Tenant. However, the expiration date shall remainthe same as specified in section 5. If Landlord is unable to deliver possession within
90 calendar days after January 1, 2024, Tenant may terminate this Lease by givingwritten notice to Landlord, and shall be refunded all Rent and security deposit paid.
25.TENANT'S OBLIGATIONS UPON VACATING PREMISES: Upon termination of thisLease, Tenant shall: (i) give Landlord all copies of all keys or opening devices toPremises, including restroom and any common areas; (ii) vacate Premises and
surrender it to Landlord empty of all persons and personal property; (iv) deliverPremises to Landlord in the same condition as referenced in section 11; (v) cleanPremises; and (vi) give written notice to Landlord of Tenant's forwarding address. Allimprovements installed by Tenant, with or without Landlord's consent, become theproperty of Landlord upon termination. Landlord may nevertheless require Tenant toremove any such improvement that did not exist at the time possession was made
available to Tenant.
26.DEFAULT:
A.Event of Default: The occurrence of any of the following shall constitute anEvent of Default of this Lease by Tenant:
(i)The failure of Tenant to pay or cause to be paid within 10 days afterreceipt of written notice from Landlord, any Rent or charges required bythis Lease to be paid by Tenant;
(ii)The abandonment of the Premises by Tenant;
(iii)The failure of Tenant to do or cause to be done any act, other thanpayment of rent, monies, or charges, required by this Lease within 30days after written notice thereof to Tenant or such longer period as
may be reasonably required to complete such cure so long as suchcure is promptly commenced within such 30-day period and thereafterdiligently and continuously prosecuted to completion;
(iv)Tenant causing, permitting, or suffering, without the prior written consentof Landlord, any act when this Lease requires Landlord’s prior writtenconsent or prohibits such act, and failing to cure such act within 10days after written notice thereof to Tenant; or
(v)Any act of bankruptcy caused, suffered, or permitted by Tenant that isnot discharged within 60 days. For the purposes of this Lease, “act of
bankruptcy” shall include any of the following: i) Any general assignmentor general arrangement for the benefit of creditors; ii) The filing of anypetition by or against Tenant to have Tenant adjudged a bankrupt; iii)
The appointment of a trustee or receiver to take possession ofsubstantially all of Tenant’s assets;
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iv)The attachment, execution, or other judicial seizure of substantially allof Tenant’s assets;
(vi)The failure of Tenant to maintain insurance coverage as defined insection 31 of this Lease.
B.In the event of a Tenant default in the payment of any installment of Rent,which default continues for ten (10) days after notice to Tenant and demand inwriting by Landlord to correct such default, or, in the event of any other defaultwhich continues for thirty (30) days after notice from Landlord to Tenant, or ifTenant abandons the Premises prior to the expiration of the Term provided forin this Lease, the Landlord may at his option pursue the Default Remediescontained in this Lease.
C.Default Remedies: If an Event of Default shall occur and continue, then
in addition to any other remedies available to Landlord at law or in equity,Landlord shall have the immediate option to terminate this Lease and bring suitagainst Tenant and recover as an award in such suit the following:
(i)the worth at the time of award of the unpaid Rent and all other sumsdue hereunder which had been earned at the time of termination;
(ii)the worth at the time of award of the amount by which the unpaid Rentand all other sums due hereunder which would have been earned aftertermination until the time of award exceeds the amount of such rental
loss that Tenant proves could have been reasonably avoided;
(iii)the worth at the time of award of the amount by which the unpaid Rentand all other sums due hereunder for the balance of the term aftertermination exceeds the amount of such rental loss that Tenant provescould be reasonably avoided;
(iv)any other amount necessary to compensate Landlord for all thedetriment proximately caused by Tenant's failure to perform itsobligations under this Lease; and
(v)such amounts in addition to or in lieu of the foregoing as may bepermitted from time to time by applicable California law.
27.DAMAGE TO PREMISES: If, by no fault of Tenant, Premises are totally or partiallydamaged or destroyed by fire, earthquake, accident or other casualty, Landlord shallhave the right to restore the Premises by repair or rebuilding. If Landlord elects to
repair or rebuild, and is able to complete such restoration within 90 days from thedate of damage, subject to the terms of this section, this Lease shall remain in fullforce and effect. If Landlord is unable to restore the Premises within this time, or if
Landlord elects not to restore, then either Landlord or Tenant may terminate thisLease by giving the other written notice. Rent shall be abated as of the date ofdamage. The abated amount shall be the current monthly Rent prorated on a 30-daybasis. If this Lease is not terminated, and the damage is not repaired, then Rent shallbe reduced based on the extent to which the damage interferes with Tenant'sreasonable use of Premises. If damage occurs as a result of an act of Tenant orTenant's guests, only Landlord shall have the right of termination, and no reduction inRent shall be made.
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28.HAZARDOUS MATERIALS: Tenant shall not use, store, generate, release ordispose of any hazardous material on the Premises or the property of which thePremises are part. However, Tenant is permitted to make use of such materials thatare required to be used in the normal course of Tenant's business provided thatTenant complies with all applicable Laws related to the hazardous materials.Tenant is responsible for the cost of removal and remediation, or any clean-up ofany contamination caused by Tenant.
29.CONDEMNATION: If all or part of the Premises is condemned for public use, either partymay terminate this Lease as of the date possession is given to the condemner. Allcondemnation proceeds, exclusive of those allocated by the condemner to Tenant'srelocation costs and trade fixtures, belong to Landlord.
30.INDEMNIFICATION: Tenant agrees to indemnify, and hold harmless Landlord, and itsofficers, officials, agents, and employees, from any and all liabilities, claims, demands,actions, losses, damages, and costs, including all costs of defense thereof and anyaward of attorney’s fees, caused by, arising out of, or in any way related to Tenant’suse or occupancy of the leased premises. Tenant agrees to defend Landlord againstany such claims.
31.INSURANCE: Tenant shall procure and maintain for the duration of the Leaseinsurance against claims for injuries to persons or damages to property which may
arise from or in connection with the Tenant’s operation and use of the Premises, asdescribed in this section. The cost of such insurance shall be borne by the Tenant.
A.Minimum Scope Of Insurance:
•Insurance Services Office Commercial General Liability coverage (occurrenceform CG 0001).
•Workers’ compensation insurance as required by the State ofCalifornia and Employer’s Liability insurance (for tenants withemployees).
•Property insurance against all risks of loss to any tenant improvements or betterments.
B.Minimum Limits Of Insurance: Tenant shall maintain limits no less than:
•General liability: $2,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance orother form with a general aggregate limit is used, either the generalaggregate limit shall apply separately to this project/location or the generalaggregate limit shall be twice the required occurrence limit.
•Employer’s liability: $1,000,000 per accident for bodily injury or disease (for tenants with
employees).
•Property insurance: Full replacement cost with no coinsurance penalty provision.
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C.Deductibles And Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the Landlord. At the
option of the Landlord, either: The insurer shall reduce or eliminate suchdeductibles or self- insured retentions as respects the Landlord, its officers,officials, agents, and employees; or the Tenant shall provide a financial
guarantee satisfactory to the Landlord guaranteeing payment of losses andrelated investigations, claim administration, and defense expenses.
D.Other Insurance Provisions: The general liability policy is tocontain, or be endorsed to contain, the following provisions:
•The Landlord, its officers, officials, agents, and employees are to becovered as insureds with respect to liability arising out of ownership,
maintenance or use of that part of the premises leased to the Tenant.
•The Tenant’s insurance coverage shall be primary insurance as respects
the Landlord, its officers, officials, agents, and employees. Any insurance orself- insurance maintained by the Landlord, its officers, officials, agents andemployees shall be excess of the Tenant’s insurance and shall not
contribute with it.
•Each insurance policy required by this clause shall be endorsed to state that
coverage shall not be canceled, except after 30 days’ prior written notice bycertified mail, return receipt requested, has been given to the Landlord.
E.Acceptability Of Insurer: Insurance is to be placed with insurers with acurrent A.M. Best’s rating of no less than A:VII.
F.Verification Of Coverage: Tenant shall furnish Landlord with the originalcertificates and amendatory endorsements effecting coverage required bythis clause. The endorsements should be on forms provided by the Landlordor on other than the Landlord’s forms, provided those endorsements orpolicies conform to the requirements. All certificates and endorsementsare to be received and approved by the Landlord before taking possessionof the Premises. The Landlord reserves the right to require complete,certified copies of all required insurance policies, including endorsements
effecting the coverage required by these specifications at any time.
32.TENANT REPRESENTATIONS; CREDIT: Tenant warrants that all informationprovided to Landlord is accurate. Tenant authorizes Landlord to obtain Tenant's creditreport at time of application and periodically during tenancy in connection with approval,
modification, or enforcement of this Lease. Landlord may cancel this Lease: (i) beforeoccupancy begins, upon disapproval of the credit report(s); or (ii) at any time, upondiscovering that information in Tenant's application is false. A negative credit reportreflecting on Tenant's record may be submitted to a credit reporting agency, if Tenantfails to pay Rent or comply with any other obligation under this Lease.
33.DISPUTE RESOLUTION:
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D.Mediation: Tenant and Landlord agree to mediate any dispute or claimarising between them out of this Lease, or any resulting transaction, before
resorting to court action, subject to subsection (1) below. Mediation fees, ifany, shall be divided equally among the parties involved. If for any dispute orclaim to which this paragraph applies, any party commences an action
without first attempting to resolve the matter through mediation or refuses tomediate after a request has been made, then that party shall not be entitledto recover attorney fees, even if they would otherwise be available to that
party in any such action.
(1)Exclusions From Mediation: The following matters are excluded fromMediation hereunder:
(i)a judicial or non-judicial foreclosure or other action or proceeding toenforce a deed of trust, mortgage, or Installment land sale contract asdefined in Civil Code §2985; (ii) an unlawful detainer action; (iii) the filing orenforcement of a mechanic's lien; (iv) any matter that is within the jurisdictionof a probate, small claims, or bankruptcy court; and (v) an action for bodilyinjury or wrongful death, or for latent or patent defects to which Code of CivilProcedure §337.1 or §337.15 applies. 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 aviolation of the mediation provision.
34.NOTICE: Notices may be served by certified mail, email, or courier at the followingaddress or location or at any other location subsequently designated:
Landlord: Town of Los Gatos
Attn: Katy Nomura Assistant City Manager 110 E. Main Street,
Los Gatos, CA 95030
408-354-6836
Tenant: Candler for LTFJ S Corp dba “Lisa T” Fine Jewelry
Attn: Jennifer Candler
41 N Santa Cruz Ave, Los Gatos, CA 95030
Notice is deemed effective upon the earliest of the following: (i) personal receipt by either party or their agent; or (ii) written acknowledgement of notice.
35.WAIVER: The waiver of any Event of Default shall not be construed as a continuingwaiver of the same Event of Default or a waiver of any subsequent Event ofDefault.
36.OTHER TERMS AND CONDITIONS/SUPPLEMENTS: Exhibit A – Leased Premises, ExhibitB – Floor Plan
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37.NONDISCRIMINATION: The Tenant herein covenants by and for himself orherself, his or her heirs, executors, administrators, and assigns, and all persons
claiming under or through him or her, and this Lease is made and accepted upon andsubject to the following conditions: That there shall be no discrimination against orsegregation of any person or group of persons, on account of race, color, creed,
religion, sex, marital status, national origin, or ancestry, in the leasing, subleasing,transferring, use, occupancy, tenure or enjoyment of the Premises nor shall theTenant himself or any person claiming under or through him or her, establish or
permit any such practice or practices of discrimination or segregation withreference to the selection, location, number, use or occupancy, of tenants, lessees,sublessees, subtenants, or vendees in the Premises.
38.ENTIRE CONTRACT: All prior agreements between Landlord and Tenant areincorporated in this Lease, which constitutes the entire contract. It is intended as a
final expression of the parties' agreement, and may not be contradicted by evidenceof any prior Lease or contemporaneous oral agreement. The parties further intendthat this Lease constitutes the complete and exclusive statement of its terms, and
that no extrinsic evidence whatsoever may be introduced in any judicial or otherproceeding, if any, involving this Lease. Any amendment to this Lease must be inwriting.
39.SEVERABILITY: Any provision of this Lease that is held to be invalid shall not
affect the validity or enforceability of any other provision in this Lease.
40.BINDING ON SUCCESSORS: This Lease shall be binding upon, and inure to thebenefit of, the heirs, assignees and successors to the parties.
41.GOVERNING LAW AND VENUE: This Lease is governed by the laws of theState of California and, in the event of litigation, venue will be in the County ofSanta Clara.
IN WITNESS WHEREOF, TOWN OF LOS GATOS and CANDLER FOR LTFJ S Corp, dba “Lisa T” Fine Jewelry have executed this LEASE.
LANDLORD TENANT
TOWN OF LOS GATOS CANDLER FOR LTFJ S Corp, dba “Lisa T” Fine Jewelry
Laurel Prevetti, Town Manager Jennifer Candler, President and CEO
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APPROVED AS TO FORM:
Gabrielle Whelan, Town Attorney
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Exhibit B
FLOOR PLAN