REVISED COUNTY OF ALAMEDA OFFICE LEASE SUNOL CENTER This Lease is made by HACIENDA PORTFOLIO VENTURE, LLC, a Delaware limited liability company ("Lessor") and the County of Alameda ("County") who agree as follows: PART ONE Fundamental Lease Provisions The fundamental provisions of this Lease are: 1. Lease Execution Date: February _, 2019 (by the Board of Supervisors) 2. Lessor: Hacienda Portfolio Venture, LLC, a Delaware limited liability company County: County of Alameda, a political subdivision of the State of California 3. Premises: Approximately 67,680 rentable square feet consisting of the entire building located at 5669 and 5671 Gibraltar Drive, Pleasanton, California (the "Building"), as shown on Exhibit A, attached hereto and made a part hereof. The Premises are located on Assessor's Parcel Numbers (APN's) 941-2763-23 and 941-2763-24. 4. Term: a. Duration of Term: Ten (1 0) years (120 full calendar months) b. Commencement Date of the Term: The Lease Execution Date. 5. Full Service Monthly Base Rent schedule: Month Full Service Monthly Base Rent Term Commencement Date $169,200.00 (based upon $2.50 per through the end of full rentable square foot per month) calendar month 12: 13 through 24: $174,614.40 (based upon $2.58 per rentable square foot per month) 25 through 36: $179,352.00 (based upon $2.65 per rentable square foot per month) 3 7 through 48 : $184,766.40 (based upon $2.73 per rentable square foot per month) 49 through 60: $190,180.80 (based upon $2.81 per rentable square foot per month) 001450 1966/655095v7 61 through 72: $196,272.00 (based upon $2.90 per rentable square foot per month) 73 through 84: $202,363.20 (based upon $2.99 per rentable square foot per month) 85 through 96: $208,454.40 (based upon $3.08 per rentable square foot per month) 97 through 108: $214,545.60 (based upon $3 .17 per rentable square foot per month) 109 through the Term Expiration Date: $220,636.80 (based upon $3.26 per rentable square foot per month) 6. Permitted Use: Office, administrative, meeting space for the Child Support Services of Alameda County, or any other County of Alameda office, administrative, meeting or public service space as may be substituted during the Term subject to Lessor's prior written consent as set forth in Part Two, Paragraph 12 below with respect to any substitution, which consent will not be unreasonably withheld, delayed or conditioned. Subject to the terms set forth in Part Two, Paragraph 12 D., E., and F. below, Lessor hereby consents to the short-term use (i.e., no more than twelve (12) months) of a portion of the Premises by the Alameda County Fire Department, a California special district for office and administrative use only, the terms of which use shall be memorialized in a written sublease agreement, approval of which shall not be unreasonably withheld by Lessor. Notwithstanding the foregoing, the County agrees that its use of the Premises during the entire term of this Lease (including any extension options) may only allow for limited public contact because the available parking spaces at the Project may not be sufficient for a use that generates a significant number of visitors to the Premises. If use of parking spaces at the Project collectively by the County' s employees, contractors, agents, invitees, and visitors exceeds the 270 parking spaces allocated to the County, Lessor shall provide written notice to County stating the problem and the perceived cause. Promptly after County receives such notice, Lessor and County shall work towards a mutually agreed upon solution. If Lessor and County cannot agree to a solution within thirty (30) days of County' s receipt of Lessor' s written notice, or if 00 1450 1966/655095v7 2 County is not implementing procedures previously agreed to, Lessor may address the problem, in its reasonable discretion. In addition, County shall use its reasonable efforts to prevent queuing of such visitors outside of the Premises; if queuing occurs outside of the Premises, at a minimum, County shall request that such attendees remain inside the Premises while waiting. 7. Extension Option: a. Extension Option: One (1) Five (5)-year option (60 calendar months) b. Option Notice Period Expiration: 270 days before the Term Expiration Date. c. Extension Terms - Full Service Monthly Base Rent: Ninety-five percent (95%) of the then Fair Market Rental Rate defined in Part Two, Paragraph 6.B., the Lease Provisions. 8. Addresses for Notices: To County: To Lessor: Real Property Manager Hacienda Portfolio Venture, LLC Alameda County General Services Agency c/o Ellis Partners LLC 1401 Lakeside Drive, 6th Floor 111 Sutter Street, Suite 800 Oakland, CA 94612 San Francisco, CA 941 04 Attn: James F. Ellis 9. Exhibits and Other Attachments: The following exhibits and other attachments are attached to this Lease and made a part of this Lease for all purposes. Exhibit A - Floor Plan of the Premises Exhibit A-1 - Site Plan of the Project Exhibit B - Intentionally Omitted Exhibit C - Confirmation of Term of Lease Exhibit D - Building Rules and Regulations Exhibit E- Hacienda Business Park Owners Association CC&R' s 10. Parking: A total of 270 (equivalent to 4 parking spaces per 1,000 rentable square feet of the Premises) surface, unreserved parking spaces shall be provided by Lessor to the County, for the County's employees, contractors, agents, invitees, and visitors. The County shall be provided these parking spaces at no additional cost. Lessor shall allow County to mark 10 of the foregoing parking spaces as visitor parking (marked on the asphalt, not signs) in the location(s) approved by Lessor in its reasonable discretion; 00 1450 1966/655095v7 3 provided, however, County acknowledges that such markings are subject to the Hacienda Business Park Owners Association covenants, conditions and restrictions, as amended from time to time (the "Hacienda CC&R's"), and other matters of record affecting the Project. The current Hacienda CC&R's are attached to this Lease as Exhibit E. 11. Signage: County shall be granted monument signage and exterior building signage. See Part Two, Paragraph 42, the Lease Provisions. 12. Defmitions: a. Premises. Approximately 67,680 rentable square feet consisting of the entire Building, as shown on Exhibit A. b. Building. The building located at 5669 and 5671 Gibraltar Drive, Pleasanton, California, as described in Paragraph 3 of these Fundamental Lease Provisions. c. Real Property/Property/Project. "Real Property" or "Property" or "Project" shall mean the two (2) buildings situated at (i) 5673 through 5675 Gibraltar Drive, and (ii) 5669 through 5671 Gibraltar Drive, Pleasanton, California, the parking and common areas affiliated therewith, and the real property on which the buildings and the parking and common areas are located, all as shown on Exhibit A attached hereto. d. Common Areas. "Common Areas" shall mean areas of the Project available for the non-exclusive use and benefit of all tenants (and invitees). Each reference in this Lease to any provision in the Fundamental Lease Provisions shall be construed to incorporate all of the terms provided under such Fundamental Lease Provisions. In the event of any conflict between a provision in the Fundamental Lease Provisions and a provision in the balance of the Lease, the latter shall control. 00 1450 1966/655095v7 4 1. PREMISES ....................................................................................................................... 1 2. TERM ................................................................................................................................ 2 3. TENANT IMPROVEMENTS ........................................................................................ 2 4. CONFIRMATION OF TERM ....................................................................................... 2 5. RENT ................................................................................................................................ 2 6. OPTION TO EXTEND TERM .................................................................................... 10 7. SERVICES ...................................................................................................................... 13 8. FORCE MAJEURE ....................................................................................................... 17 9. MAINTENANCE AND REPAIRS ............................................................................... 17 10. ALTERATIONS AND CHANGE ORDERS DURING THE TERM ....................... 20 11. FAILURE IN PERFORMANCE BY LESSOR .......................................................... 22 12. ASSIGNMENT AND SUBLETTING .......................................................................... 23 13. HOLD OVER ................................................................................................................. 25 14. ENTRY............................................................................................................................ 25 15. INDEMNITY .................................................................................................................. 26 16. INSURANCE AND WAIVER OF SUBROGATION ................................................. 26 17. SELF-INSURANCE BY COUNTY ............................................................................. 28 18. FIRE AND CASUALTY DAMAGE ............................................................................ 29 19. INTERRUPTION OF SERVICE ................................................................................. 30 20.