Alameda City Council
April 15, 2025

ALAMEDA
POINT
LEASE
AGREEMENT Between
CITY
OF

ALAMEDA,
a
charter
city
and
municipal
corporation
as

LANDLORD
and

AUCTIONS
BY
THE
BAY,
INC.,
a California
corporation as
TENANT

ALAMEDA
POINT
LEASE

AGREEMENT
THIS

ALAMEDA
POINT
LEASE

AGREEMENT
("Lease"),
dated
for
reference
purpo
ses
as
May
1,
2012
("Lease
Execution
Date"),
is
made
by
and
between
the
CITY
OF

ALAMEDA,
a charter
city
and
municipal
corporation
("Landlord")
and

AUCTIONS
BY
THE
BAY,
a California
corporation
("Tenant").

Recitals
A.

The
United
States
of
America,
acting
by
and
through
the
Department
of
the
Navy
("Government"),
is
the
owner
of
real
and
personal
property
commonly
referred
to
as
the
former
Naval
Air
Station
Alameda
("Station"
or
"Property"),
which
was
closed
as
a military
installation
and
is
subject
to
disposal
pursuant
to
and
in
accordance
with
the
Defense
Base
-closure
and
Realignment
Act
of
1991,
as
amended
(Pub.

Law
No.
101-510).

B.

Landlord
and
Government
have
agreed
upon
a method
of
conveyance
of
said
property
as
set
forth
in
the
Economic
Development
Conveyance
Memorandum
of
Agreement
("EDC
MOA'')
dated
June
6,
2000.

C.

Prior.to
the
conditions
for
a deed
transfer
of
the
property
to
Landlord
being
met,
immediate
possession
of
all
or
portions
of
the
Station
has
been
granted
by
Government
to
Landlord
pursuant
to
a Lease
in
Furtherance
of
Conveyance
("LIFOC")
dated
June
6,
2000.

D.

Government
has
detennined
that
it will
be
in
the
public
intere
st
to
lease
the
Premises
(as
hereinafter
defined)
to
Landlord
upon
the
terms
and
conditions
set
forth
in
the
LIFOC.

E.

Landlord
and
Tenant
ha
ve agreed
to
make
and
enter
into
this
Lease
, whereby
Tenant
will
lease
from
Landlord
the
Premises,
which
lea
se
hold
intere
st
is
junior
to
and
subject
to
the
provisions
of
the
LIFOC.

As
a result
thereof,
this
Lease
is
a "sublease"
in
accordance
with
applicable
laws,
statutes
and
ordinances
.

F.

No
individual
premises
on
the
Station
has
been
surveyed
and
assigned
an
Assessor
's
Parcel
Number
(APN)
by
any
State
of
California
agency,
including
the
County
of
Alameda
and
the
City
of
Alameda.

Any
previously
used
Legal
Description
is not
applicab
le
to
this
or
any
future
Agreements
as
they
may
pertain
to
any
premises
located
on
the
Station.

Tenant
may,
at
its
sole
expense,
have
the
premises
surveyed
by
competent
authority
, in
order
to
obtain
a Legal
Description
of
the
Premises.

Any
survey
shall
be
subject
to
review
and
approval
by
Land
lord.

Any
approved
Legal
Description
shall
not
be
deemed
to
be
a legally
described
parcel,
nor
shall
it
be
assigned
an
identifying
Assessor's
Parcel
Number.

G.

On
Jan.
31, 2012,
the
Governing
Board
of
the
Alameda
Reuse
&
Redevelopment
Authority
assigned
its
rights
, assets,
liabilities
and
obligations
to
the
City
of
Alameda
On
February
7,
20 12
, the
City
Council
of
the
City
of
Alameda
accepted
assignment
of
the
rights,
assets,
liabilities,
and
obligations
of
the
Alameda
Reuse
&
Redevelopment
Authority.

On
March
9,
2012
the
U.S.

Department
of
Defense
Office
of
Economic
Adjustment
(OBA)
acknowledged
the
City
of
Alameda
as
the
Local
Reuse
Authority
(LRA)
for
the
fonner
Alameda
Naval
Air
Station.

On
April
4,
2012,
the
Department
of
Navy
acknowledged
the
City
of
Alameda
had
been
recognized
by
the
OEA
as
the
LRA.
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15 /05.V6
NOW, THEREFORE, in consideration of the terms, covenants and conditions hereinafter set forth, Landlord and Tenant hereby agree as follows:

Agreement

1. PREMISES. Landlord does hereby lease, rent, and demise to Tenant and Tenant does hereby hire and rent from Landlord, the following:

1.1. Premises. Those certain premises known as Building 20, located at 2701 Monarch Street, Alameda, California, containing approximately Sixty Three Thousand Nine Hundred Seventy Two (63,972) rentable square feet (which measurement is binding and conclusive on the parties), more particularly described on Exhibit A-1 attached hereto, together with the improvements and fixtures situated therein (the "Premises").

1.2. Equipment. [Intentionally Deleted].

1.3. Land. That certain Ninety Four Thousand Two Hundred Ninety Six (94,296) rentable square feet of real property ("Land") (which measurement is binding and conclusive on the parties), more particularly described on Exhibit A-3 attached hereto. The Land is not within the definition of"Premises" hereunder and Tenant is only granted a license to use the Land in accordance with and subject to the provisions of this Lease. Tenant's rights and obligations concerning the Premises as contained in this Lease shall be applicable to the Land and Landlord shall not interfere with Tenant's use of the Land except as otherwise provided in this Lease. The Land may only be utilized for the purposes set forth in Exhibit A-3 and the stqrage of any materials shall be subject to Landlord's fencing and screening requirements as such exist from time to time.

1.4. Parking Areas. In addition to the Premises, subject to the Rules and Regulations (as hereinafter defined), Tenant and Tenant's employees, agents, suppliers, customers and patrons, in common with Landlord and all other tenants of the Station and all such other persons to whom Landlord has previously granted, or may hereinafter grant, rights of usage, shall have the non-exclusive right to use, for parking purposes, the parking area ('1Parking Area") identified in Exhibit A-4 attached hereto, as such may be adjusted from time to time by Landlord.

1.5. Common Areas. In addition to the Premises, subject to the Rules and Regulations, Tenant shall have the use of those certain common areas to be designated by Landlord from time to time on the Station (collectively, the "Common Areas"). The use of the Common Areas shall be for the non-exclusive use of Tenant and Tenant's employees, agents, suppliers, customers and patrons, in common with Landlord and all other tenants of the Station and all such other persons to whom Landlord has previously granted, or may hereinafter grant, rights of usage; provided that such nonexclusive use shall be expressly subject to such Rules and Regulations which may be amended by Landlord from time to time. Tenant shall not be entitled to use the Common Areas for storage of goods, vehicles, refuse or any other items. Landlord reserves the right to alter, modify, enlarge, diniinish, reduce or eliminate the Common Areas from time to time in its sole discretion. If Tenant shall use any of the Common Areas for storage of any items, Tenant shall pay all fines and other charges imposed upon either Landlord or Tenant by any fire, building or other regulatory body, and Tenant shall pay all costs incurred by Landlord to clear and clean the Common Areas and dispose of such items, including but not limited to, a disposal fee of Twenty-Five and No/lOOths Dollars ($25.00) for each pallet or other container and Fifty and Noll OOths Dollars ($50.00) for each drum, together with any additional costs for . testing and special disposal, if required.

1.6. Sublease Status. Notwithstanding anything otherwise stated herein, the obligation of Landlord to lease the Premises under this Lease, and to perform the covenants of Landlord under this Lease, and the obligation of Tenant to so hire and lease the Premises under this Lease, and to perform the covenants of Tenant under this Lease, are subject to and junior to the LIFOC. The parties hereto understand that Government, as Lessor, and Landlord, as Lessee, have entered into the LIFOC attached hereto as Exhibit B, 2000000.3262 -2-12/15/05.V6 r
and
Tenant
acknowledges
that
Landlord's
rights
to
the
Premises
arise
solely
under
the
LIFOC
and
the
EDC
MOA.

1. 7.

Compliance
with
LIFOC.

Notwithstanding
any
provision
of
this
Lease,
Landlord
and
Tenant
hereby
agree
as
follows:
(i)
Tenant
will
not
do
or
permit
anything
to
be
done
in
or
on
the
Premises
which
will
cause
the
occurrence
of
a default
by
Landlord
under
the
LIFOC,
(ii)
if
the
LIFOC
expires
or
is
terminated
for
any
reason,
then
this
Lease
shall
thereupon
terminate,
without
any
liability
to
Landlord,
as
if
such
date
were
the
scheduled
expiration
date
of
the
Term,
as
defined
in
Section
2 below.

1.8. Default
under
LIFOC.

Landlord
shall
have
no
liability
to
Tenant
for Government's
default
under
the
LIFOC.

Tenant
agrees
that
Landlord
shall
not
be
obligated
to
perform
any
of
Government's
obligations
under
the
LIFOC,
except
to
the extent
that
such
obligations
are
expressly
made
obligations
of
Landlord
under
this
Lease.

Tenant
further
agrees
that
neither
this
Lease
nor
any
obligation
hereunder,
including
the
payment
of
Base
Rent
or
Additional
Rent,
shall
be
affected
by
Government's
default
under
the
LIFOC,
except
to
the
extent
that
the
LIFOC
is
terminated,
or
unless
such
default
causes
Landlord
to
breach
the
covenant
of
quiet
enjoyment
in
favor
of
Tenant
contained
herein.

Landlord
reserves
all
rights
to
enforce
the
LIFOC,
but
agrees
to
make
reasonable
and
diligent
efforts
to
enforce
Government's
obligations
under
the
LIFOC,
to
the
extent
that
Tenant
is
a material
beneficiary
thereof.

1.9. Intemretation.

In
the
event
of
any
conflict
in
the
rights
of
Tenant
under
this
Lease
and
the
rights
of
Landlord
under
the
LIFOC,
the
terms,
conditions
and
covenants
of
the
LIFOC
shall
control.

1.10. LIFOC.

Tenant
represents
that
it
received,
read
and
is
familiar
with
the
terms
of
the
copy
of
the
LIFOC
attached
as
Exhibit
Band
agrees
to
comply
with
all
obligations
of
Lessee
under
the
LIFOC
as
such
relates
to
the
Premises.

2. TERM. 2.1.

Tenn.

The
tenn
of
the
Lease
shall
be
for
twelve
(12)
months
beginning
on
the
Lease
Commencement
Date
and
Expiring
on
December
31,
2012
(the
"Term"),
unless
extended
or
sooner
terminated
pursuant
to
the
terms
of
this
Lease.

The
tenn
"Lease
Year"
as
used
herein
shall
mean
any
three
hundred
sixty-five
(365)
consecutive
day
period
beginning
on
the
Commencement
Date
or
any
anniversary
thereafter.

2.2. Lease
Commencement
Date.

The
term
"Lease
Commencement
Date"
as
used
herein
shall
mean:

2.2.1. The
Lease
Commencement
Date
shall
be
January
1,
2012
("Lease
Commencement
Date").

2.2.2. Within
thirty
(30)
days
after
the
Lease
Commencement
Date,
Landlord
and
Tenant
shall
execute
an
amendment
to
this
Lease
("Declaration
of
Lease
Commencement")
setting
forth
the
Lease
Commencement
Date
and
the expiration
date
of
the
term
of
the
Lease,
which
shall
be
in
the
fonn
attached
hereto
as
Exhibit
D.

For
the
purpose
of
this
Lease,
"Force
Majeure
Events"
shall
mean
(i)
any
delays
beyond
the
reasonable
control
of
Landlord,
such
as
acts
of
God,
fire,
earthquake,
acts
of
a public
enemy,
riot,
insurrection,
unavailability
of
materials,
govemmental
restrictions
on
the
sale
of
materials
or
supplies
or
on
the
transportation
of
such
materials
or
supplies,
strike
directly
affecting
constrnction
or
transpo1iation
of
materials
or
supplies,
shortages
of
materials
or
labor
resulting
from
government
controls,
weather
conditions,
unavailability
of
possession
of
the
Premises
due
to
governmental
action
or
inaction,
or
any
other
cause
or
events
beyond
the
reasonable
control
of
Landlord.

The
parties
agree
that
if
Landlord
is
unable
to
deliver
possession
of
the
Premises
by
the
Anticipated
Lease
Commencement
Date,
plus
any
extension
thereto
due
to
a
Force
Majeure
Event(s),
this
Lease
shall
not
be
void
or
voidable,
nor
shall
Landlord
be
liable
to
Tenant
for
any
loss
or
damage
resulting
therefrom,
and
the expiration
date
of
the
Tenn
of
this
Lease
shall
be
extended
for
such
delay;
but
in
such
event,
Tenant
shall
not
be
liable
for any
Rent
until
the
Lease
Commencement
Date;
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.3 262
-3-
12/15/05.V6
provided,
however
if
such
delays
were
caused
or
attributable
to
Tenant,
Rent
shall
commence
as
of
the
scheduled
Lease
Commencement
Date.

2.2.3. In
the
event
that
Landlord
permits
Tenant
to
occupy
the
Premises
prior
to
the
Lease
Commencement
Date,
such
occupancy
shall
be
subject
to
all
the
provisions
of
this
Lease.

2.2.4. Prior
to
the
Lease
Commencement
Date,
Landlord
and
Tenant
shall
conduct
a
walk-through
inspection
of
the
Premises
and
acknowledge
the
results
of
such
inspection
by
signing
a physical
condition
report
("Condition
Report"),
in
a form
prepared
by
Landlord,
setting
fo1th
the
agreed
physical
appearance
and
condition
of
the
Premises
as
of
such
time.

To
the
extent
that
the
Condition
Report
approved
by
Landlord
and
Tenant
requires
Landlord
to
repair,
replace
or
perform
any
maintenance
obligations
(provided
that
such
report
shall
not
create
any
obligations
of
Landlord
except
as
expressly
set
forth
in
this
Lease),
Landlord
shall
complete
such
tasks
within
thirty
(30)
days
thereafter;
provided,
however,
to
the
extent
such
matters
cannot
be
completed
within
such
period,
Landlord
shall
use
its
due
diligence
to
complete
such
matters
on
an
expeditious
basis
thereafter,
subject
to
delays
caused
by
Force
Majeure
Events.

3. CONSIDERATION. 3 .1
Base
Rent.

Tenant
shall
pay
to
Landlord
as
"Base
Rent"
in
the
amount
of
Twenty
Two
Thousand
Three
Hundred
Ninety
and
No/100
111
Dollars
($22,390.00)
per
month.

Each
monthly
payment
of
Base
Rent
shall
be
paid
in
advance
promptly
on
the
first
day
of
every
calendar
month
of
the
Term
beginning
on
the
Lease
Commencement
Date.

The
Base
Rent
shall
be
paid
without
prior
notice
or
demand,
and
without
any
setoff,
counterclaim
or
deduction
whatsoever.

The
Base
Rent
shall
be
paid
to
City
of
Alameda
c/o
PM
Realty
Group,
L.P.
located
at
101
W.

Atlantic
Avenue,
Alameda,
CA
94501,
or
such
other
place
as
Landlord
shall
direct.

If
the
Term
commences
on
a day
other
than
the
first day
of
the
calendar
month
or
ends
on
a day
other
than
the
last
day
of
the
calendar
month,
Base
Rent
for
any
such
partial
month
shall
be
prorated
at
the
rate
of
one-thirtieth
of
the
monthly
Base
Rent
for
each
day
of
the
period.
3 .2
Equipment
Rent.
[Irttentionally
Deleted].
3 .3
Security
Deposit.

Security
Deposit
shall
be
waived.
3 .4
Default
Rate.

If
any
portion
of
Rent
shall
be
due
and
unpaid
for
more
than
five
(5)
days,
it
shall
thereafter
bear
interest
at
the
per
annum
rate
equal
to
2%
per
ammm
greater
than
the
prime
rate
of
interest
announced
from
time
to
time
by
the
Wall
Street
Joumal,
as
the
same
may
change
from
time
to
time
(the
"Default
Rate"),
from
the
due
date
until
the
date
of
payment
thereof
by
Tenant.
3 .5
Late
Charge.

If
any
payment
of
Rent
or
any
part
thereof
to
be
made
by
Tenant
to
Landlord
pursuant
to
the
terms
of
this
Lease
shall
become
overdue
for
a period
in
excess
of
five
(5)
days,
a late
charge
of
five
cents
for
each
dollar
overdue
shall
be
paid
by
Tenant
for
the
purpose
of
defraying
the
expense
incident
to
handling
such
delinquent
payment,
together
with
interest
from
the
date
such
payment
or
pru.t
thereof
was
due,
at
the
Default
Rate.

Nothing
herein
or
in
the
imposition
or
acceptance
of
a late
charge
by
Landlord
shall
be
construed
as
a waiver
of
any
rights
of
Landlord
arising
out
of
any
default
of
Tenant;
the
right
to
collect
any
late
charge
or
interest
is
separate
and
apart
from
any
rights
or
remedies
of
Landlord
relating
to
any
default
by
Tenru.1t.
3 .6
Survival.

The
obligation
of
Tenant
with
respect
to
the
payment
of
Rent
shall
survive
the
termination
of
this
Lease.

3.7 Net
Lease.

Tenant
hereby
acknowledges
and
agrees
that
this
Lease
is
intended
to
be
a triple
net
lease
to
Landlord,
as
such
term
is
commonly
used
for
the
leasing
of
industrial/commercial
properties,
except
as
expressly
herein
set
out,
such
that
Landlord
is
not
responsible
for
any
costs,
charges,
expenses
and
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12/15/05.V6
outlays of any nature whatsoever arising from or relating to the Premises, or the use and occupancy thereof, or the contents thereof or the business carried on therein, and that Tenant shall pay all charges, impositions, costs and expenses of every nature and kind relating to the Premises except as expressly otherwise agreed herein. As set forth in this Lease, all costs of maintenance and repair of the Premises, all costs of insuring the Premises, and all taxes allocated to the Premises shall be paid by Tenant.

4. USE OF PREMISES. The sole purpose for which the Premises may be used, by Tenant or authorized contractors, subcontractors or licensees of Tenant, is for warehouse, pre-sale viewing of antiques, auctions, general office and indoor antique fairs and any other related uses pennitted by the City of Alameda Use Permit and authorities having jurisdiction. ("Permitted Use").

4.1 No Other Uses. The Premises shall not be used for any other purposes other than the Permitted Use without the prior written approval of Landlord.

4.2 Compliance With ROD and Other Governmental Documents. Any use or uses of the Premises shall comply with all terms and conditions of the LIFOC and the Alameda Reuse and Redevelopment Plan, subject to the uses being consistent with the National Enviromnental Protection Act (NEPA) Record of Decision ("ROD") for the disposal and reuse of the former Naval Air Station Alameda, and all conditions expressed therein as well as all conditions expressed in any other environmental action with respect to the uses of the Premises prepared for compliance with the National Environmental Protection Act A copy of the ROD is available for review at Landlord's offices during normal business hours.

4.3 No Commitment for Future Conveyance. Tenant understands and acknowledges that this Lease is not and does not constitute a commitment by Landlord or Government to create any priority with regard to the ultimate disposal of the Premises, in whole or in part, to Tenant.

4.4 Compliance with Law. Tenant shall comply with all laws, ordinances, rules, regulations and codes, which includes, but is not limited to, the Americans With Disabilities Act, of all municipal, county, state and federal authorities (collectively, "Law") pertaining to Tenant's use and occupation of the Premises.

Tenant shall not commit, or suffer to be committed, any waste upon the Premises or any public or private nuisance, or other act or thing which disturbs the quiet enjoyment of any other tenant in the buildings, nor shall Tenant store any materials on the Premises which are visible from areas adjacent to the Premises, unless otherwise specifically set forth in this Lease. Tenant shall also specifically not permit any objectionable odor to escape or be emitted from the Premises and shall insure sanitation and freedom from odor, smell and infestation from rodents or insects. Tenant, at its expense, shall provide (and enclose ifrequired by codes or Landlord) a dumpster or dumpsters for Tenant's trash in a location and manner approved by Landlord, and shall cause its trash to be removed at intervals reasonably satisfactory to Landlord. In connection therewith, Tenant sha11 keep the dumpster(s) clean and insect, rodent and odor free.

4.5 Use Permit. Tenant and any of its subtenants shall obtain a City of Alameda Use Permit and other applicable City permits and approvals for any intended use of the Premises (collectively, "Use Permit").

4.6 Historic or Archeological Station. Tenant shall not undertake any activity that may affect an identified historic or archeological property, including excavation, construction, alteration, maintenance or repairs of Premises, Historic Buildings, or sites in a manner that is inconsistent with the Memorandum of Agreement Among the United States Navy, the Advisory Council on Historic Preservation, the California State Historic Preservation Officer, and the City of Alameda regarding historic properties on the former Naval Air Station Alameda ("Historic Preservation Agreement"), set forth as Exhibit E to the EDC MOA. Buried cultural materials may be present on the Premises. If such materials are encountered, Tenant shall stop work immediately and notify Government and Landlord.
2000000 .3 262 -5-12/15/05.V6

5. ASSIGNMENT
AND
SUBLETTING.
5 .1
Tenant
shall
not,
without
Landlord's
prior
written
consent,
(i)
assign,
convey,
mortgage,
pledge
, encumber
or
otherwise
transfer
(whether
voluntarily
or
otherwise)
this
Lease
or
any
interest
under
it;
(ii)
allow
any
transfer
of
or
any
lien
upon
Tenant's
interest
by
operation
oflaw;
(iii)
sublet
the
Premises
or
any
part
thereof;
or
(iv)
permit
the
use
or
occupancy
of
the
Premises
or
any
part
thereof
by
anyone
other
than
Tenant
and
its
employees.

5.2 Tenant's
request
for
consent
to
any
sublet
or
assignment
shall
be
in
writing
and
shall
contain
the
name,
address,
and
description
of
the
business
of
the
proposed
assignee
or
subtenant,
its
most
recent
financial
statement
and
other
evidence
of
financial
responsibility,
its
intended
use
of
the
Premises,
and
the
terms
and
conditions
of
the
proposed
assignment
or
subletting.

Within
thirty
(30)
days
from
receipt
of
such
request,
Landlord
shall
either:
(1)
grant
or
refuse
consent;
or
(2)
elect
to
require
Tenant
to:
(a)
as
to
a proposed
sublease,
execute
an
assignment
of
Tenant's
interest
under
this
Lease
to
Landlord,
upon
terms
and
conditions
reasonably
required
by
Landlord,
together
with
an
assignment
of
Tenant's
interest
as
landlord
in
any
such
proposed
Lease,
or
(b)
as
to
a proposed
assignment
, terminate
this
Lease
and
the
term
hereof
effective
as
of
the
last
day
of
the
third
(3rd)
month
following
the
month
in
which
the
request
was
received.
5 .3
Without
affecting
any
of
its
other
obligations
under
this
Lease,
Tenant
shall
pay
Landlord
as
additional
rent
one-half
of
any
sums
or
other
economic
considerations
that
(a)
are
received
by
Tenant
as
a
result
of
an
assignment
or
subletting
(other
than
the
rental
or
other
payments
that
are
attributable
to
the
amortization
over
the
term
of
this
Lease
of
the
cost
of
non-building
standard
leasehold
improvements
that
are
part
of
the
assigned
or
sublet
portion
of
the
Premises
and
have
been
paid
for
by
Tenant),
whether
or
not
denominated
rental
under
the
assigmnent
of
sublease,
and
(b)
exceed
in
total
the
sums
which
Tenant
is
obligated
to
pay
Landlord
under
this
Lease
(prorated
to
reflect
obligations
allocable
to
that
portion
of
the
Premises
subject
to
such
assignment
or
sublease).

The
failure
or
inability
of
the
assignee
or
subtenant
to
pay
Tenant
pursuant
to
the
assignment
of
sublease shall
not
relive
Tenant
from
its
obligations
to
Landlord
under
this
Section.

Tenant
shall
not
amend
the
assignment
or
sublease
in
such
a way
as
to
reduce
or
delay
payment
of
amounts
that
are
provided
in
the
assignment
or
sublease
approved
by
Landlord.

5.4 For
purposes
of
this
section,
any
transfer
or
change
in
control
of
Tenant
by
operation
oflaw
or
otherwise
shall
be
deemed
an
assignment
hereunder,
including, without
limitation,
any
merger,
consolidation,
dissolution
or
any
change
in
more
than
fifty
percent
(50%)
of
the
interests
of
Tenant
, whether
in
a singl
e transaction
or
a series
of
related
transactions
.
5 .5
If,
with
the
consent
of
Landlord
, this
Lease
is
assigned
or
if
the
Premises
or
any
part
thereof
is
sublet
or
occupied
by
anybody
other
than
Tenant,
Landlord
may,
after
default
by
Tenant,
collect
rent
from
the
assignee,
subtenant,
or
occupant,
and
apply
the
net
amount
collected
to
the
Rent
herein
reserved.

If
Landlord
consents
to
any
such
subletting
or
assignment,
it
shall
nevertheless
be
a condition
to
the
effectiveness
thereof
that
a fully
executed
copy
of
the
Lease
or
assignment
be
furnished
to
Landlord
and
that
any
assignee
assumes
in
writing
all
obligations
of
Tenant
hereunder.

No
consent
to
any
assignment,
subletting
or
occupancy
shall
be
deemed
a waiver
of
any
of
Tenant's
covenants
contained
in
this
Lease
nor
the
acceptance
of
the
assignee,
subtenant
or
occupant
as
Tenant,
nor
a release
of
Tenant
from
further
performance
of
any
covenants
and
obligations
under
this
Lease.

5.6 Any
consent
given
by
Landlord
to
an
assignment
or
subletting
of
this
Lease
shall
not
constitute
a waiver
of
the
necessity
of
such
consent
to
any
subsequent
assignment
or
subletting.

Tenant
shall
be
allowed
to
assess storage
fees
to
its
auction
customers
as
is
standard
practice
in
the
industry.

5.7 Notwithstanding
anything
contrary
to
the
provisions
of
Sections

5.2 and

5.3 , Landlord
shall
not
have
the
right
to
terminate
this
Lease
as
provided
in
Section

5.2 provided
Landlord
can
determine
the
creditworthiness
of
the
Assignee.

Furthermore,
Landlord
shall
not
have
the
right
to
one-half
(1
/2)
of
the
economic
consideration
as
provided
in
Section

5.3,
if
the
assigmnent
is
in
connection
with
the
sale
of
Tenant's
2000000.3262
-6-
12/15/05.V6
business (either asset sale or the sale of stock or other ownership interests), subsequent to Assignee's agreement in writing, to abide by the provisions in Sections 5.2 and 5.3 contained herein (as modified by this Section 5.7).

6. CONDITION OF PREMISES. The Premises are delivered to Tenant by Landlord "as is, where is," and, as such, Landlord makes no warranty as to such facilities and property either as to their usability generally or as to their fitness for any paiiicular purpose. Upon the expiration or earlier termination of this Lease, Tenant shall tum over to Landlord the Premises in the same condition in which they were received, reasonable wear and tear excepted. Tenant's taking possession of the Premises shall be conclusive evidence that the Premises were in satisfactory condition when Tenant took possession. No promises of Landlord to alter, remodel, repair or improve the Premises and no representation respecting the condition of the Premises have been made by Landlord to Tenant, except as expressly stated in this Lease.

7. ALTERATIONS.
7 .1. Tenant shall not make any alterations, improvements, or additions to the exterior or interior of the Premises (collectively the "Alterations"), without Landlord's prior written consent in each and every instance, which consent may be conditioned upon criteria and/or requirements deemed necessary by Landlord, which may include, but not be limited to, approval by the Government and compliance with the Alameda Use Documentation. Any Alterations which adds to, removes, or otherwise alters, the structural components of the Building, including the roof, any support structures, foundations, the exterior of the Building, and the fire retardant and other life safety systems of the Building, shall require Landlord's prior consent, which may be withheld in Landlord's sole discretion. In the event Tenant desires to perform any Alterations, Tenant shall first submit to Landlord a written description of the proposed Alterations, and, if Landlord requires, plans and specifications relating thereto, and obtain Landlord's written approval prior to commencing it. Approval of Alterations may be conditioned upon providing Landlord with a performance and payment bond satisfactory to Landlord in all respects in addition to other requirements deemed reasonably necessary to protect the interests of Landlord.

7.2. Prior to unde1iaking any Alterations, to the extent required by applicable laws, statutes and/or ordinances, Tenant agrees to submit an application to the applicable governmental authorities, for review and obtaining approval of such plans and proposals for such Alterations to the Premises. In addition, Tenant shall also submit to Landlord a narrative description of all proposed Alterations on the Premises, with the projected schedule and costs thereof, and an analysis as to how and why such Alterations will or will not be visible from the exterior of the Building, or affect any historically significai1t features, or be substantially likely to adversely affect the enviromnental cleanup of the Station, human health, or the environment, or adversely impact the structure of the Building. All Alterations shall be done at the expense of Tenant without any costs or obligation to Landlord. No Alterations shall be undertaken by Tenant on the Premises, unless such Alterations has been approved by all applicable governmental authorities and all requisite permits have been obtained. 7 .3. In the event Tenant intends to perform Work requiring excavation below the surface of the Premises (whether inside or outside of the Building) or construction of a permanent structure on the Premises, Tenant must determine actual location of utilities using standard methods (i.e., potholing, metal fish line, etc.) and submit this information with an application to excavate or application to build a pennanent structure to Landlord for approval (which shall also include the approval of applicable governmental authorities). The application should include a site plan showing the location of utilities and that construction will not take place above the utility line or within the utility easement, specifically showing that no permanent structures will be constructed in these areas. Tenant shall be responsible for complying with the provisions of the City of Alameda's Marsh Crust Ordinance, and if required, shall obtain a Marsh Crust Permit.

7.4. At the termination of this Lease, all improvements, whether temporary or permanent in character, made by Landlord or Tenant in or upon the Premises shall become Landlord's property upon conveyance of the Land and Premises to Landlord (or shall become the Government's property ifthe Land and Premises are not 2000000.3262 -7-12/15/05.V6
conveyed
to
Landlord)
and
shall
remain
upon
the
Premises
at
the
termination
of
this
Lease
without
compensation
to
Tenant
(excepting
only
Tenant's
movable
office
furniture,
trade
fixtures,
and
manufacturing,
office
and
professional
equipment,
and
any
Work
approved
by
Landlord
as
to
which,
at
the
time
of
such
approval,
Landlord
stated,
in
writing,
that
such
Work
had
to
be
removed
at
the
termination
of
the
Lease).

7.5. The
Government
has
provided
to
Landlord
an
asbestos
survey
for
the
Premises.

Before
Tenant
undertakes
any
Alterations
which
will
disturb
any
known
friable
or
non-friable
asbestos
in
the
Premises,
the
Tenant,
as
part
of
its
improvement
plan
submittal,
shall
set
forth
a plan
stating
how
it
will
handle
any
such
asbestos,
which
plan
must
be
reviewed
and
approved
by
Landlord
and
the
Government,
before
any
such
work
which
will
disturb
the
asbestos
in
the
Premises
can
commence.

The
Government's
asbestos
survey
for
the
Premises
is
available
for
review
by
Tenant
at
Landlord's
offices
during
normal
business
hours.
7 .6.

Landlord,
at
its
option
and
without
any
form
of
representation
or
warranty,
shall
have
the
right
to
modify,
repair,
refurbish and/or
repaint
the
exterior
of
the
Premises
(and
the
Building
containing
the
Premises)
as
determined
in
Landlord's
sole
discretion.

Such
right
shall
not
cause
any
fonn
of
eviction,
constructive
or
otherwise,
and
Tenant
shall
not
be
entitled
to
any
abatement
of
amounts
owning
under
this
Lease;
provided,
however,
Landlord
shall
use
its
good
faith
efforts
to
minimize
disruption
to
Tenant's
building
operations.

8. ACCESS
BY

GOVERNMENT
AND
LANDLORD.

In
addition
to
access
provided
by
this
Lease,
Government
and
Landlord
shall
be
allowed
access
to
the
Premises
at
all
reasonable
times
throughout
the
term
of
this
Lease,
for
any
reasonable
purposes
upon
prior
written
notice
to
Tenant.

The
Government
and
Landlord
will
normally
give
Tenant
a minimum
24-hour
prior
notice
of
an
intention
to
enter
the
Premises,
unless
the
entry
is
required
on
an
emergency
basis
for
safety,
environmental,
operations
or
security
purposes.

Unless
an
emergency
situation,
all
such
entry
by
Government
shall
be
accompanied
by
a representative
of
Tenant.

Tenant
shall
ensure
that
a telephone
roster
is
maintained
at
all
times
for
on-call
persons
representing
Tenant
who
will
be
available
on
short
notice,
24 hours
a day,
365
days
per
year,
and
possess
and
have
authority
to
use
all
keys
necessary
to
gain
access
to
the
Premises,
to
facilitate
entry
in
time
of
emergency.

Tenant
shall
ensure
that
Landlord
has
a current
roster
of
such
on-call
personnel
and
their
phone
numbers.

Tenant
shall
have
no
claim
against
Government
or
Landlord
for
exercise
of
their
rights
of
access
hereunder.

Portions
of
the utilities
systems
serving
the
Station
may
be
located
within
the
Premises.

Tenant
agrees
to
allow
Government,
Landlord
and
their
utility
suppliers
reasonable
access
to
the
Premises
for
operation,
maintenance,
repair
and
replacement
of
these
utilities
systems
as
may
be
required.

In
executing
operation,
maintenance,
repair
or
replacement
of
these
systems,
Landlord
agrees
to
take
all
reasonable
steps
to
limit
interference
with
the
use
of
the
Premises
by
Tenant.

9. UTILITIES 9 .1.

Utilities
will
not
be
furnished
to
Tenant
by
Landlord.

The
obtaining
of
such
utility
services
is
solely
the
responsibility
of
Tenant.

Any
separate
metering
of
utilities
required
by
any
utility
provider
shall
be
the
responsibility
of
Tenant.

Tenant
shall
pay
all
service
charges,
and
all
initial
utility
deposits
and
fees,
for
water,
electricity,
sewage,
janitorial,
trash
removal,
gas,
telephone, pest
control
and
any
other
utility
services
furnished
to
the
Premises
and
the
improvements
on
the
Premises
during
the
entire
term
of
this
Lease
("Utilities").

Tenant
shall
pay
for
all
Utilities
in
addition
to
rent.

If
any
such
Utilities
are
not
separately
metered
or
billed
to
Tenant
for
the
Premises
but
rather
are
billed
to
and
paid
by
Landlord,
Tenant
shall
pay
to
Landlord,
as
Additional
Rent,
its
pro
rata
share
of
the
cost
of
such
services,
as
reasonably
determined
by
Landlord.

If
any
Utilities
are
not
separately
metered, Landlord
shall
have
the
right
to
determine
Tenant's
consumption
by
either
sub-metering,
survey
or
other
methods
designed
to
measure
consumption
with
reasonable
accuracy.

Landlord
shall
not
be
liable
for
any
reason
for
any
loss
or
damage
resulting
from
an
interruption
of
any
of
these
services.

Landlord
may
designate
the
provider
of
Utilities
and
in
such
event
Tenant
shall
use
such
designated
provider;
provided
that
Tenant
shall
have
no
claim
against
Landlord,
of
any
type,
for
any
failure
of
such
provider
to
provide
such
service,
and
Tenant's
remedy,
if
any,
shall
be
limited
to
such
provider.
2000000.3262
-8-
12/15/05.V6
9 .2.

Tenant
acknowledges
that
the
Station's
pre-existing
steam
heating
facilities
will
not
be
operable
for
the
Building
during
the
entire
Term
of
this
Lease.

Tenant
acknowledges
that
Tenant
will
be
responsible
for
providing
heating
to
the
Premises.

9.3. Tenant
acknowledges
that
pursuant
to
the
provisions
of
the
LIFOC,
Government
in
no
way
warrants
the
conditions
or
adequacy
of
its
utility
systems
for
the
purposes
intended
by
Tenant.

10. NO

INTERFERENCE
WITH

GOVERNMENT
OPERATIONS.

Tenant
shall
not
conduct
operations,
nor
make
any
alterations,
that
would
interfere
with
or
otherwise
restrict
Government
operations
or
environmental
clean-up
or
restoration
actions
by
Government,
Environmental
Protection
Agency
(EPA),
State
of
California,
or
their
contractors.

Environmental
clean-up,
restoration,
or
testing
activities
by
these
parties
shall
take
priority
over
Tenant's
use
of
the
Premises
in
the
event
of
conflict.

Government
has
agreed
in
the
LIFOC
to
make
every
reasonable
effort
to
develop
a plan
to
conduct
any
remediation
of
environmental
contamination
in
a manner
that
minimizes
interference
with
Landlord's
or
Tenant's
use
of
the
Premises,
and
to
provide
reasonable
and
timely
prior
written
notice
of
Government
operations
that
may
or
will
interfere
with
Landlord's
or
Tenant's
use
of
the
Premises.

Any
work
by
Landlord
or
Tenant
in
the
proximity
of
operable
units
that
are
part
of
a National
Priorities
List
(NPL)
site
may
require
written
approval
by
Government's
Remedial
project
Manager.

11. MAINTENANCE
SERVICES.

11.1. Repairs
By
Landlord.

Landlord
shall
maintain
only
the
foundations
and
structural
soundness
of
the
exterior
walls
of
the
Buildings
(exclusive
of
all
glass
and
exclusive
of
all
exterior
doors)
in
good
repair,
except
repairs
rendered
necessary
by
the
negligence
or
intentional
acts
of
Tenant,
its
employees,
invitees
or
representatives
which
shall
be
repaired
by
Tenant.

Tenant
shall
promptly
report,
in
writing,
to
Landlord
any
defective
condition
known
to
Tenant
to
be
defective
which
Landlord
is
required
to
repair
and
failure
to
so
repo1t
such
condition
shall
make
Tenant
responsible
to
Landlord
for
any
liability
incurred
by
Landlord
by
reason
of
such
condition.

Landlord
shall
be
required
to
commence
such
repairs
within
a reasonable
period
of
time
from
receipt
of
Tenant's
notice.

11.2. Repairs
By
Tenant.

Tenant
accepts
the
Premises
in
its
present
"As-Is,
11 "Where
Is"
condition,
and
specifically
acknowledges
that
the
Premises
is
suited
for
the
uses
intended
by
Tenant.

Landlord
shall
not
be
liable
for
any
latent
or
patent
defects
in
the
Premises.

Except
as
expressly
set
forth
in
this
Lease,
Tenant
acknowledges
that
Landlord
has
made
no
representation
or
warranty
concerning
the
condition
and
state
of
repair
of
the
Premises
to
the
extent
not
constructed
by
Landlord.

Tenant
shall,
at
its
own
cost
and
expense,
keep
and
maintain
the
Premises
in
good
order
and
repair,
promptly
making
all
necessary
repairs
and
replacements,
including,
but
not
limited
to,
the
roof,
all
equipment
and
facilities
and
components
thereo
f
within
the
Premises,
fixtures,
walls
(interior),
finish
work,
ceilings,
floors,
lighting
fixtures,
bulbs
and
ballasts,
utility
connections
and
facilities
within
the
Premises,
windows,
glass,
doors,
and
plate
glass,
downspouts,
gutters,
air
conditioning
and
heating
systems,
truck
doors,
dock
levelers,
bumpers,
seals
and
enclosures,
plumbing,
electrical,
termite
and
pest
extermination,
and
damage
to
common
areas
caused
by Tenant,
excluding
only
those
repairs
expressly
required
to
be
made
by
Landlord
hereunder.

Any
and
all
construction,
maintenance
and/or
repairs
to
be
done
by
Tenant,
its
agents,
employees,
contractors
and
/or
subcontractors
pursuant
to
this
Section
which
would
be
deemed
Alterations,
as
reasonably
determined
by
Landlord,
shall
comply
with
the
requirements
of
this
Lease.

Tenant,
in
keeping
the
Premises
in
good
order,
condition
and
repair,
shall
exercise
and
perfonn
good
maintenance
practices.

Tenant
shall
maintain,
and
shall
provide
Landlord
with
proof
thereof,
an
annual
service
maintenance
contract
(which
shall
be
upon
a form
acceptable
to
Landlord
and
with
a service
provider
designated
by
Landlord
(which
may
be
an
affiliate
thereof))
and
any
and
all
required
pennits
for
the
HVAC
system,
fire
sprinkler
system
(if
applicable),
and any
other
such
building
systems
and
life-safety
systems,
in
a form
and
with
a contractor
reasonably
sat
isfactory
to
Landlord.

Tenant
shall
maintain
the
grounds
surrounding
the
Premises,
including
paving,
the
mowing
of
grass,
care
of
shrubs
and
general
landscaping.

Tenant's
obligations
shall
include
restorations,
replacements
or
renewals
when
2000000.3262
-9-
12 /15
/05.V6
necessary
to keep
the
Premises
and
all
improvements
thereon
or
a part
thereof
in
good
order,
condition
and
state
of
repair
.

11.3. The
Equipment
shall
not
be
removed
by
Tenant,
or
any
of
its
employees
or
agents,
from
the
Premises,
without
the
prior
written
consent
of
Government
and
Landlord.

Tenant
shall
be
responsible
for
preparing
and
maintaining
an
accurate
and
current
inventory
of
all
such
Equipment.

If
Tenant
desires
to
cease
use
of
any
Equipment
during
the
Te1m
of
this
Lease
and
cause
it to
be
removed
from
the
Premises,
Tenant
shall
so
advise
Landlord
in
writing
and
shall
obtain
written
approval
for
moving
or
disposing
of
such
Equipment
from
Landlord.

11.4. At
the
termination
of
this
Lease,
the
Equipment
shall
be
returned
to
Landlord
or,
at
Landlord's
direction
to
Government,
in
as
good
condition
as
when
Tenant
took
possession,
ordinary
wear
and
tear
excepted;
provided,
however,
that
it
is
understood
that
Tenant
shall
not
have
any
obligation
to
maintain
or
repair
any
personal
property
which
has
become
functionally
obsolete,
or
if
such
personal
property
is not
reasonably
capable
of
being
repaired
because
of
an
inabili
ty
to
reasonably
obtain
parts,
or
the
cost
of
such
repair
or
maintenance
is
unreasonable.

11.5. Debris
and
unused
materials
shall
be
promptly
removed
from
the
Premises,
and
the
area
of
work
shall
be
kept
reasonably
clean
and
free
of
unused
materials
at
all times.

At
completion
of
the
Lease,
the
area
of
work
and
the
Premises
shall
be
left
without
containers,
Tenant's
equipment,
and
other
undesirable
materials,
and
in
an
reasonably
acceptable
clean
condition.

11.6. Tenant
sha
ll
provide
for
all
security
and
safety
within
the
Premises.

Any
crimes
or
other
offenses,
involving
damage
to
or
theft
of
Government
property
shall
be
reported
to
the
appropriate
authorities
for
their
investigation
and
disposition
and
to
Government
and
Landlord
as
property
owner
and
lessor,
respective
ly. 11.

7. The
Tenant
shall
be
responsible,
at
its
cost
and
expense,
for
obtaining
and
providing
any
and
all
other
services
which
may
be
required
in
connection
with
Tenant's
use
or
occupancy
of
the
Premises.

12. ENVffiONMENTAL

PROTECTION
PROVISIONS.

12.1. Environmenta
l Compliance\Hazardous
Materials

12.1.1. "Hazardous
Materials"
shall
mean
any
material,
substance
or
waste
that
is
or
has
t11e
characteristic
of
being
hazardous,
toxic,
ignitable,
reactive,
flammable,
explosive,
radioactive
or
corrosive,
including,
without
limitation,
petrnleum,
so
lvents,
lead,
acids,
pesticides,
paints,
printing
ink,
PCBs,
asbestos,
materials
commonly
known
to
cause
cancer
or
reproductive
problems
and
those
materials,
substances
and/or
wastes,
including
wastes
which
are
or
later
become
regulated
by
any
local
governmental
authority,
the
state
in
which
the
Premi
ses
are
located
or
the
United
States
Government,
including,
but
not
limited
to,
substances
defined
as
"hazardous
substances,"
"hazardous
materials,"
"toxic
substances"
or
"hazardous
wastes"
in
the
Comprehensive
Environmental
Response,
Compensation
and
Liability
Act
of
1980,
as
amended,
42 U.S.C.
§9601,
et
seq.;
the
Hazardous
Materials
Transportation
Act, 49
U.S.C.
§ 1801,
et
seq.;
the
Resource
Conservation
and
Recovery
Act;
all
environmenta
l laws
of
the
state
where
the
Station
is
located,
and
any
other
environmental
law,
regulation
or
ordinance
now
existing
or
hereinafter
enacted.
"Hazardous
Materials
Laws"
shall
mean
all
present
and
future
federal,
state
and
local
laws,
ordinances
and
regulations,
prudent
industry
practices,
requirements
of
governmental
entities
(including
without
limitation
the
U.S.

Navy)
and
manufacturer's
instructions
relating
to
industrial
hygiene,
environmental
protection
or
the
use,
analysis,
genera
tion
, manufacture,
storage,
presence,
disposal
or
transportation
of
any
Hazardous
Materials,
in
cludin
g
without
limitation
the
laws,
regulations
and
ordinances
referred
to
in
the
preceding
sentence
.

12.1.2. Except
as
permitted
in
this
Section
12,
Tenant
hereby
agrees
that
Tenant
and
Tenant's
officers,
employees,
represe
ntatives,
agents,
contrac
tors
, subcontractors,
successors,
assigns,
sub
tenan
ts,
2000000.3262
-10-
12/15
/05
.V6
concessionaires, invitees and any other occupants of the Premises (for purposes of this Section 12, referred to collectively herein as "Tenant Representatives") shall not cause or permit any Hazardous Materials to be used, generated, manufactured, refined, produced, processed, stored or disposed of, on, under or about the Premises or Station or transport to or from the Premises or Station without the express prior written consent of Landlord, and Government, which consent may be limited in scope and predicated on strict compliance by Tenant of all applicable Hazardous Materials Laws and such other reasonable rules, regulations and safeguards as may be required by Landlord (or any insurance carrier, enviromnental consultant or lender of Landlord, or environmental consultant retained by any lender of Landlord) in connection with using, generating, manufacturing, refining, producing, processing, storing or disposing of Hazardous Materials on, under or about the Premises or the Station. In connection therewith, Tenant shall, at its own expense, procure, maintain in effect and comply with all conditions of any and all permits, licenses and other govenunental and regulatory approvals required for the storage or use by Tenant or any of Tenant's Representatives of Hazardous Materials on the Premises or the Station, including without limitation, discharge of (appropriately treated) materials or wastes into or through any sanitary sewer serving the Premises or the Station.

12.1.3. If at any time during the Tenn, any contamination of the Premises by Hazardous Materials shall occur where such contamination is caused by the act or omission of Tenant or Tenant's Representatives ("Tenant's Contamination"), then Tenant, at Tenant's sole cost and expense, shall promptly and diligently remove such Hazardous Materials from the Premises or the groundwater underlying the Premises to the extent required to comply with applicable Hazardous Materials Laws. Tenant shall not take any required remedial action in response to any Tenant's Contamination in or about the Premises or enter into any settlement agreement, consent, decree or other compromise in respect to any claims relating to any Tenant's Contamination without first obtaining the prior written consent of Landlord, which may be subject to conditions imposed by Landlord as determined in Landlord's sole discretion. Such prior written consent shall not be required to the extent the delay caused by the requirement to obtain consent may increase the damage to the Premises or the risk ofhann to human health, safety or security caused by the Tenant Contamination.

Landlord and Tenant shall jointly prepare a remediation plan in compliance with all Hazardous Materials Laws and the provisions of this Lease. In addition to all other rights and remedies of Landlord hereunder, if Tenant does not promptly and diligently take all steps to prepare and obtain all necessary approvals of a remediation plan for any Tenant's Contamination, and thereafter commence the required remediation of any Hazardous Materials released or discharged in connection with Tenant's Contamination within thirty (30) days after all necessary approvals and consents have been obtained, and thereafter continue to prosecute such remediation to completion in accordance with the approved remediation plan, then Landlord, at its sole discretion, shall have the right, but not the obligation, to cause such remediation to be accomplished, and Tenant shall reimburse Landlord within fifteen (15) business days of Landlord's demand for reimbursement of all amounts reasonably paid by Landlord (together with interest on such amounts at the highest lawful rate until paid), when such demand is accompanied by proof of payment by Landlord of the amounts demanded. Tenant shall promptly deliver to Landlord, copies of hazardous waste manifests reflecting the legal and proper disposal of all Hazardous Materials removed from the Premises as part of Tenant's remediation of any Tenant's Contamination.

12.2. Tenant, its contractors, assigns or subtenants shall be solely responsible for obtaining, at their cost and sole expense, any environmental permits required for Tena11t's operations under the Lease, independent of any existing permits held by Landlord or Government. Tenant shall not conduct operations or activities under any environmental permit that names Landlord or Government as a secondary discharger or co-permittee. Tenant shall provide prior written notice to Landlord and Government of all environmental permits and pennit applications required for any of Tenant's operations or activities. Tenant acknowledges that neither Landlord nor Government will consent to being named a secondary discharger or co-perrnittee for any operations or activities of Tenant, its contractors, assigns or subtenants.

12.3. Tenant acknowledges that Government's rights under the LIFOC specifically include the right for Government officials to inspect, upon reasonable notice, the Premises for compliance with environmental, safety and occupational health laws and regulations, whether or not Government is responsible for enforcing 2000000.3262 -11-12/15/05.V6
them.

Such
inspections
are
without
prejudice
to
the
right
of
duly
constituted
enforcement
officials
to
make
such
inspections.

Landlord
shall
also
have
the
right
to
inspect,
upon
reasonable
notice,
the
Premises
for
compliance
with
environmental,
safety,
and
occupational
health
laws
and
regulations,
regardless
of
whether
Government
or
Landlord
is
responsible
for
enforcing
or
complying
with
them.

Government
or
Landlord
normally
will
give
Tenant
twenty-four
(24)
hours'
prior
notice
of
its
intention
to
enter
the
Premises
unless
it
detennines
the
entry
is
required
for
exigent
circumstances
related
to
health,
safety,
or
security.

Tenant
shall
have
no
claim
against
Landlord,
Govermnent,
or
any
officer,
agent,
employee,
contractor
or
subcontractor
of
Landlord
or
Government
by
reason
of
entrance
of
such
Landlord
or
Government
officer,
agent,
employee,
contractor
or
subcontractor
onto
the
Premises.

12.4. Tenant
acknowledges
that
the
Station
has
been
identified
as
a National
Priorities
List
(NPL)
Site
under
the
Comprehensive
Environmental
Response
Compensation
and
Liability
Act
(CERCLA)
of
1980,
as
amended,
and
acknowledges
that
Landlord
has
provided
Tenant
with
a copy
of
the
Installation
Federal
Facility
Agreement
(FFA)
entered
into
by
the
United
States
Environmental
Protection
Agency
(EPA)
Region,
the
state
equivalent,
and
the
Military
Department.

Landlord
will
provide
Tenant
with
a copy
of
any
amendments
thereto.

Tenant
agrees
that
should
any
conflict
arise
between
the
terms
of
such
agreement
as
it
presently
exists
or
may
be
amended
("FFA,
11 urnteragency
Agreement"
or
11 IAG")
and
the
provisions
of
this
Lease,
the
tenns
of
the
FFA
or
IAG
will
take
precedence.

Tenant
further
agrees
that
notwithstanding
any
other
provision
of
this
Lease,
Government
assumes
no
liability
to
Tenant
or
its
assigns
or
subtenants
should
implementation
of
the
FFA
interfere
with
Tenant's
use
of
Premises.

Tenant
shall
have
no
claim
on
account
of
any
such
interference
against
Landlord
or
Government
or
any
officer,
agent,
employee,
contractor
or
subcontractor
thereof,
other
than
for
abatement
of
Rent,
where
applicable.

12.5. Government,
EPA
(for
NPL
sites),
and
the
State
(for
non-NPL
sites),
and
their
officers,
agents,
employees,
contractors
and
subcontractors
have the
right,
upon
reasonable
notice
to
Lru1dlord
and
to
Tenant,
to
enter
upon
Pre1nises
for
the
purposes
enumerated
in
this
subparagraph
and
for
such
other
pw-poses
consistent
with
any
provisions
of
the
cleanup
program
(including,
but
not
limited
to,
the
BRAC
Cleanup
Plan,
IRP,
FFA,
or
IAG):

12.5.1. to
conduct
investigations
and
surveys,
including,
where
necessary,
drilling,
soil
and
water
sampling,
testpitting,
testing
soil
borings
and
other
activities
related
to
the
cleanup
progran
1;

12.5.2. to
inspect
field
activities
of
Govenunent
and
its
contractors
and
subcontractors
in
implementing
the
cleanup
program;

12.5.3. to
conduct
any
test
or
survey
required
by
EPA
or
applicable
state
equivalent
relating
to
the
implementation
of
the
cleanup
program;

12.5.4. to
construct,
operate, maintain
or
w1dertake
any
other
response
or
remedial
action
as
required
or
necessary
under
the
cleanup
program,
including
but
not
limited
to
monitoring
wells,
pumping
wells
and
treatment
facilities.

12.6. Tenant
agrees
to
comply
with
the
provisions
of
any
health
or
safety
plan
in
effect
under
the
IRP
or
the
FF
A
during
the
course
of
any
of
the
above-described
response
or
remedial
actions.

Any
inspection,
survey,
investigation
or
other
response
or
remedial
action
will,
to
the
extent
practicable,
be
coordinated
with
representatives
designated
by
Landlord
and
Tenant.

Neither
Landlord
nor
Tenant
shall
have
any
claim
on
account
of
such
entries
against
Government
or
any
officer,
agent,
employee,
contractor
or
subcontractor
thereof.

In
addition,
Tenant
shall
comply
with
all
applicable
Federal,
state
and
local
occupational
safety
and
health
regulations. 12.

7. Tenant
shall
provide
to
Landlord,
in
the
event
of
any
assignment
or
further
Lease
of
the
Premises,
in
order
that
Landlord
may
provide
to
EPA,
and
applicable
state
equivalent,
by
ce1tified
mail
a copy
of
the
agreement
or
Lease
of
Premises
(as
the
case
may
be)
within
fourteen
(14)
calendar
days
after
the
2000000.3262
-12-
12 /15
/05.V6
r
effective
date
of
such
transaction.

Landlord
and
Tenant
may
delete
the
financial
terms
and any
other
proprietary
information
from
the
copy
of
any
agreement
of
Lease
furnished
pursuant
to
this
condition.

12.8. Tenant
shall
strictly
comply
with
the
hazardous
waste
permit
requirements under
the
Resource
Conservation
and
Recovery
Act
or
its
applicable
state
equivalent.

Except
as
specifically
authorized
by
Government
in
writing,
Tenant
must
provide
at
its
own
expense
such
hazardous
waste
management
facilities
complying
with
all
laws
and
regulations.

Government
hazardous
waste
management
facilities
will
not
be
available
to
Tenant.

Any
violation
of
the
requirements
of
this
condition
shall
be
deemed
a material
breach
of
this
Lease.

12.9. DoD
component
accumulation
points
for
hazardous
and
other
waste
will
not
be
used
by
Tenant.

Neither
will
Tenant
permit
its
hazardous
wastes
to
be
commingled
with
hazardous
waste
of
the
DoD
component.

12.10. Tenant
shall
be
solely
responsible
for
any
dredging
and/or
dredge
disposal
requirements
associated
with
the
berthing
of
vessels
under
this
Lease,
including
any
permits
required
for
dredging.

Tenant
shall
be
responsible
for
verifying
the
water
depth
prior
to
moving
vessels
to
any
berthing
or
pier
facilities.

Tenant
shall
periodically
verify
the
depth
of
the
water
and
consider
the
effects
of
siltation
rates
to
insure
that
vessels
can
be
safely
berthed
and
removed
from
berthing
space.

12.11. Tenant
shall
maintain
copies
of
any
permit
applications
made
to
any
Federal,
State
or
local
regulatory
agencies
and
shall
provide
copies
to
Landlord
or
Government
on
reasonable
request.

Tenant
shall
promptly
notify
Landlord
and
Government
of
any
notices
of
violation
or
noncompliance
received by Tenant
from
any
such
agency,
concerning
environmental
matters
or
hazardous
substances
or
hazardo
us waste
on,
about,
or
pe1iaining
to
the
Premises.

12.12. Tenant
shall
not
conduct
or
permit
any
subtenant,
contractor,
agent
or
employee
to
undertake
any
subsurface
excavation,
digging,
drilling
or
other
disturbance
of
the
surface
without
the
prior
written
approval
of
Landlord
and
Government,
and
compliance
with
the
City
of
Alameda's
Marsh
Crust
Ordinance,
including
a Marsh
Crust
Permit.

12.12.1. If
Tenant
intends
to
make
any
improvements
or
repairs
that
require
the
removal
of
asbestos,
an
appropriate
asbestos
disposal
plan
must
be
incorporated
into
the
plans
and
specifications
and
submitted
to
Landlord
and
Government.

The
asbestos
disposal
plan
will
identify
the
proposed
disposal
site
for
the
asbestos,
or
in
the
event
the
site
has
not
been
identified,
will
provide
for
disposal
at
a licensed
facility
authorized
to
receive
it.

12.12.2. Asbestos
containing
materials
("ACM")
which,
since
the
commencemen
t of
the
Lease,
became
damaged
or
deteriorated
through
the
passage
of
time,
as
the
result
of a natu
ral
disaster
or
as
a
consequence
of
Tenant's
activities under
this
Lease,
including
but
not
limited
to
any
emergency,
will
be
abated
by Tenant
at
its
sole
cost
and
expense.

In
an
emergency,
Tenant
will
notify
Landlord
and
Government
as
soon
as
practicable
of
its
emergency
ACM
responses.

Tenant
shall
be
responsible
for
monitoring
the
condition
of
existing
ACM
on
Premises
for
deterioration
or
damage
and
accomplishing
repairs
or
abatement
pursuant
to
the
applicable
conditions
of
this
Lease.

12.12.3. Tenant
is
hereby
advised
that
the
buildings
and
other
painted
structures
in
the
Premises
are
potentially
painted
with
lead-based
paints
(LBP).

Such
buildings
and
structures
shall
not
be
suitable
for
occupancy
for
residential purpose
s until
any
inspections
and
abatement
required
by
applicable
law
have
been
completed.

Subject
to
Section
7 of
this
Lease,
Tenant
may,
at
its
sole
cost
and
expense,
have
a State
Certified
LBP
Inspector
complete
a LBP
inspection
and
abatement
and
provide
an
abated
certification
to
Landlord
and
Government,
at
which
time
with
written
Landlord
and
Government
approval,
the
specified
premises
can
be
used
for
residential
purposes.
2000000.3262
-13-
12/15/05.V6

12.12.4. Subject
to
the
provisions
of
Paragraphs

12.12.2 and

12.12.3,
Tenant
shall
manage
at
its
sole
cost
and
expense
any
ACM
and
LBP,
and
comply
with
all
applicable
Federal,
State
and
local
laws.

12.13. Prior
to
the
execution
of
this
Lease,
Tenant
shall
complete,
execute
and
deliver
to
Landlord
an
Environmental
Questionnaire
Disclosure
Statement
(the
"Environmental
Questionnaire"),
in
the
fonn
of
Exhibit
F
attached
hereto.

To
the
extent
Tenant
intends
to
store,
use,
treat
or
dispose
of
Hazardous
Materials
on
the
Premises,
Tenant
shall
prepare
and
submit
together
with
the
Environmental
Questionnaire
a Hazardous
Materials
Handling
Plan
(the
"Hazardous
Materials
Handling
Plan").

For
a period
of
fifteen
(15)
days
following
Landlord's
receipt
of
the
Environmental
Questionnaire
and
Hazardous
Materials
Handling
Plan,
if
applicable,
Landlord
and,
to
the
extent
required
by
Paragraph

12.14 or
10 U.S.C.

Sec.
2692
the
Government,
shall
have
the
right
to
approve
or
disapprove
such
documents.

The
failure
of
Landlord
or
Government
to
approve
such
documents
shall
be
deemed
Landlord's
disapproval
thereof.

Landlord
and
Government's
approval
of
the
Environmental
Questionnaire
and
the
Hazardous
Materials
Handling
Plan
shall
constitute
approval
for
Tenant's
use
of
the
Hazardous
Materials
set
forth
therein
in
compliance
with
Hazardous
Materials
Laws
and
the
Hazardous
Materials
Handling
Plan
. Following
approval
of
the
Hazardous
Materials
Handling
Plan,
Tenant
shall
comply
therewith
throughout
the
Term.

To
the
extent
Tenant
is
permitted
to
utilize
Hazardous
Materials
upon
the
Premises,
such
use
shall
be
limited
to
the
items
set
forth
in
the
Environmental
Questionnaire,
shall
comply
with
Hazardous
Materials
Laws
and
the
Hazardous
Materials
Handling
Plan
and
Tenant
shall
promptly
provide
Landlord
with
complete
and
legible
copies
of
all
the
following
environmental
items
relating
thereto:
reports
filed
pursuant
to
any
self-reporting
requirements;
permit
applications,
permits,
monitoring
reports,
workplace
exposure
and
community
exposure
warnings
or
notices
and
all
other
reports,
disclosures,
plans
or
documents
relating
to
water
discharges,
air
pollution,
waste
generation
or
disposal,
and
underground
storage
tanks
for
hazardous
materials;
orders,
reports,
notices,
listing
and
correspondence
of
or
concerning
the
release,
investigation
of,
compliance,
cleanup,
remedial
and
corrective
actions,
and
abatement
of
hazardous
materials;
and
all
complaints,
pleadings
and
other
legal
documents
filed
by
or
against
Tenant
related
to
Tenant's
use,
handling
, storage
or
disposal
of
hazardous
materials.

If,
in
conjunction
with
Tenant's
Permitted
Use
of
the
Premises
, Tenant
desires
to
co1mnence
the
use,
treatment,
storage
or
disposal
of
previously
undisclosed
Hazardous
Materials,
prior
to
such
usage
thereof,
Tenant
shall
notify
Landlord
thereof,
by
written
summary
detailing
the
scope
of
such
proposed
usage
and
updating
the
Hazardous
Materials
Handling
Plan
to
the
extent
required
by
such
proposed
usage.

For
a period
of
fifteen
(15)
days
following
Landlord's
receipt
of
such
notice,
Landlord
and,
to
the
extent
required
by
Paragraph

12.14 or
10 U.S.C.

Sec.
2692
the
Government,
shall
have
the
right
to
approve
or
disapprove
of
such
documents.

The
failure
of
Landlord
or
the
Government
to
approve
of
such
documents
within
such
time
period
shall
be
deemed
Landlord's
disapproval
thereof.

12.14. Tenant
shall
at
all
times
and
in
all
respects
comply
with
all
Hazardous
Materials
Laws.

All
reporting
obligations
imposed
by
Hazardous
Materials
Laws
are
strictly
the
responsibility
of
Tenant.

Tenant
and
Landlord
have
been
informed
that
certain
California
judicial
decisions
have
held
that,
notwithstanding
the
specific
language
of
a lease,
courts
may
impose
the
responsibility
for
complying
with
legal
requirements
and
for
performing
improvements,
maintenance
and
repairs
on
a landlord
or
tenant
based
on
the
court's
assessment
of
the
parties'
intent
in
light
of
certain
equitable
factors.

Tenant
and
Landlord
have
each
been
advised
by
their
respective
legal
counsel
about
the
provisions
of
this
Lease
allocating
responsibility
for
compliance
with
laws
and
for
performing
improvements,
maintenance
and
repairs
between
Tenant
and
Landlord.

Tenant
and
Landlord
expressly
agree that
the
allocation
of
responsibility
for
compliance
with
laws
and
for
performing
improvements,
maintenance
and
repairs
set
forth
in
this
Lease
represents
Tenant's
and
Landlord's
intent
with
respect
to
this
issue.

12.15. In
addition
to
any
other
provisions
of
this
Lease,
Tenant
shall,
and
does
hereby
agree,
to,
indemnify
and
hold
harmless
Government
and
Landlord
from
any
costs,
expenses,
liabilities,
fines
or
penalties
resulting
from
discharges,
emissions,
spills,
storage
or
disposal
arising
from
Tenant's
occupancy,
use
or
operations
, or
any
other
action
by Tenant
or
its
contractors,
employees,
agents,
assigns,
invitees,
or
subtenants
giving
rise to
liability,
civil
or
criminal,
or
any
other
action
by
Tenant
or
its
contractors,
employees,
agents,
assigns,
or
subtenants
giving
rise
to
responsibility
under
Federal,
state
or
local
environmental
laws.

Tenant's
2000000.3262
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12/15
/05.V6
obligations
hereunder
shall
apply
whenever
Government
or
Landlord
incurs
costs
or
liabilities
for
Tenant's
activities
or
for
the
activities
of
Tenant's
contractors,
employees,
agents,
assigns,
invitees,
or
subtenants
as
provided
hereunder.

This
provision
shall
survive
the
expiration
or
tennination
of
this
Lease.

12.16. Storage,
treatment
or
di
sposal
of
toxic
or
hazardous
materials
on
the
Premises
is
prohibited
excepted
as
authorized
by
Government
in
accordance
with
10 U.S.C.
§ 2692.

12.17. The
responsibility
of
Government
to
indemnify
and
hold
harmless
the
Landlord
and
Tenant
against
toxic
torts
and
other
environmental
claims
shall
be
in
accordance
with
Public
Law
102-484,
Section
330,
as
amended.

12.18. Tenant
and
Landlord
are
prohibited
from
interfering
with
any
predator
management
or
animal
control
activities.

13. TERMINATION. 13.1.

Termination
by
Government
of
the
LIFOC
for
Breach.

The
Government
has
the
right
to
terminate
the
LIFOC
on
account
of
the
breach
by
Tenant
thereof
of
any
of
the
terms
and
conditions
of
the
LIFOC.

In
the
event
of
a breach
involving
the
perfo1mance
of
any
obligation
under
the
LIFOC,
the
LIFOC
provides
that
Landlord,
as
the
Tenant
thereunder,
shall
be
afforded
thirty
(30)
days
from
the
receipt
of
Government's
notice
of
intent
to
terminate,
to
complete
the
petformance
of
the
obligation
or
otherwise
cure
the
subject
breach
and
avoid
termination
of
the
LIFOC.

Landlord
agrees
to
immediately,
and
in
any
event
within
24 hours
after
Landlord's
receipt,
except
when
it arrives
on
a weekend
or
holiday,
in
which
event
it shall
be
delivered
by
the
next
business
day,
provide
a copy
of
any
such
notice
to
Tenant.

In
the
event
that
any
such
notice
is
delivered
to
Landlord
as
the
Tenant
under
the
LIFOC,
for
any
such
breach
occasioned
or
caused
by
the
action,
negligence
or
inaction
of
Tenant,
or
any
party
acting
on
behalf
of
or
through
Tenant,
for
an
obligation,
covenant
or
undertaking
of
Tenant
under
this
Lease,
then
Tenant
shall
complete
the
performance
of
the
obligation
or
otherwise
cure
the
subject
breach
and
avoid
termination
of
this
Lease
and
the
LIFOC.

Tenant
shall
cure
such
breach
within
thirty
(30)
days
from
the
date
of
receipt
of
Government's
notice
of
intent
to
terminate
by
Landlord.

If
Tenant
should
fail
to
cure
within
the
grace
periods
provided
above,
then
Landlord
shall
have
the
option
to
terminate
this
Lease,
without
the
necessity
of
providing
further
notice
or
rights
of
cure
to
Tenant.
13 .2.

In
the
event
that
Government
shall
elect
to terminate
the
LIFOC
on
account
of
the
breach
by
Tenant
of
any
of
the
terms
and
conditions
hereof
or
of
the
LIFOC
to
be
performed
by
Tenant,
Tenant
shall
indemnify
Landlord
against
any
claims
Government
may
have
against
Landlord
for
any
of
the
following
under
theLIFOC:

13.2.l.

The
costs
inctUTed
by
Government
in
resuming
possession
of
the
Premises.

13.2.2. The
costs
incuned
in
performing
by
Government
of
any
of
Tenant's
obligations
under
this
Lease.
13 .2.3.

An
amount
equal
to
the
aggregate
of
any
maintenance
obligations,
and
charges
assumed
hereunder
and
not
therefore
paid
or
satisfied,
which
amounts
shall
be
due
and
payable
at
the
time
when
such
obligations,
and
charges
would
have
accrued
or
become
due
and
payable
under
this
Lease.
13 .3.

Termination
by
Government
for
Other
Than
Breach.

In
addition
to the
right
to
terminate
the
LIFOC
for
breach,
Govermnent
is
entitled
to
terminate
the
LIFOC
for
its
convenience
under
the
following
tenns
and
conditions:

13.3.1. Upon
reasonable
determination
that
the
interim
uses
of
Tenant
under
the
LIFOC
or
the
interim
uses
of
Tenant
under
this
Lease
for
the
remaining
duration
of
the
Lease
term
are
incompatible
with
2000000.3262
-15-
12/15
/05.V6
Government's
final
disposal
decision
as
embodied
in
the
ROD,
with
respect
to
the
required
subsequent
uses
of
the
Premises,
which
subsequent
uses
must
be
effected
during
the
balance
remaining
on
the
term
of
this
Lease,
and
a finding
is
made
that
the
continued
use
and
occupation
of
the
Premises
through
the
end
of
the
remaining
Term
cannot
be
permitted
because
of
such
irreconcilable
incompatibility,
unless
the
parties
to
this
Lease
make
such
modifications
to
this
Lease
as
are
reasonably
required
to
make
the
uses
compatible
for
the
period
of
time
remaining
on
the
Lease
term.
13 .3
.2.

In
the
event
of
a National
Emergency
as
declared
by
the
President
or
the
Congress
of
the
United
States
and
Government
makes
a reasonable
determination
that
such
National
Emergency
requires
the
use
by
the
United
States
of
America
of
the
Premises,
or
such
National
Emergency
otherwise
necessitates
the
use
of
the
Station
and
such
use
will
materially
interfere
with
Tenant's
use
under
the
LIFOC
or
any
tenant
's
use
of
the
Premises.

13.3.3. In
the
event
of
a termination
for
Government's
convenience
as
set
forth
in
the
LIFOC,
Landlord,
as
Tenant
under
the
LIFOC,
is
to
be
provided
with
no
less
than
thirty
(30)
days
written
notice
of
such
tennination
and
shall
immediately
provide
Tenant
with
a copy
of
any
notification
it
receives
from
Government
relative
to
such
termination.

Landlord
shall
meet
and
confer
with
Tenant
and
Government
to
determine
what
is
a reasonable
time
for
Tenant
to
vacate
the
Premises,
considering
the
factors
of
the
nature
of
the
exiting
uses
of
Tenant,
the
consequences
which
would
be
affected
if
such
termination
is
required
and
the
losses
and
penalties
which
would
be
engendered
if
such
termination
is
required.

Landlord
shall
provide
Tenant
with
as
long
and
reasonable
time
as
are
under
the
facts
and
circumstances
acceptable
to
Government
relative
to
such
termination.

In
the
event
of
such
termination,
Tenant
and
Landlord,
as
Tenant
under
the
LIFOC,
shall
have
only
such
remedies
as
are
otherwise
available
under
the
law
with
respect
to
compensation
from
Government
for
such
tennination.

Tenant
shall
not
seek
and
shall
not
have
any
claim
against
Landlord
for
any
such
termination
for
convenience
by
Government.

14. VACATION
OF
PREMISES.

In
the
event
environmental
contamination
is
discovered
on
the
Premises
which
creates,
in
Govermnent's
determination,
an
imminent
and
substantial
endangerment
to
human
health
or
the
environment
which
necessitates
evacuation
of
Premises,
then
notwithstanding
any
other
termination
rights
and
procedures
contained
in
this
Lease,
Government
may
require
Landlord
to
require
that
Tenant
vacate
the
Premises
immediately
upon
notice
from
Government
of
the
existence
of
such
a condition.

The
Government
shall
not
be
liable
for
the
exercise
of
authority,
which
is
in
confonnity
with
this
subsection,
except
as
detailed
in
Section
15 of
the
LIFOC.

Government's
exercise
of
this
right
herein
to
order
the
Premises
immediately
vacated
does
not
alone
constitute
a termination
of
the
LIFOC,
but
such
right
may
be
exercised
in
conjunction
with
any
other
termination
rights
provided
for
in
the
LIFOC
or
by
law.

15. INDEMNIFICATION
BY
TENANT.
15 .1.

Indenmification
By
Tenant
of
Landlord
and
Government.

Tenant
shall
indemnify,
defend
and
save
Landlord
and
Government
harmless
and
shall
pay
all
costs,
expenses
and
reasonable
attorneys'
fees
for
all
trial
and
appellate
levels
and
post
judgment
proceedings
in
connection
with
any
fines,
suits
, actions,
damages,
liability,
causes
of
action
of
every
nature
whatsoever
arising
or
growing
out
of,
or
in
any
manner
connected
with,
the
occupation
or
use
of
the
Premises
by
Tenant
and
Tenant's
employees,
agents,
servants, guests,
invitees,
contractors
or
sublessees.

These
include,
but
are
not
limited
to,
any
fines,
claims,
demands
and
causes
of
action
of
every
nature
whatsoever
which
may
be
made
upon,
sustained,
or
incurred
by
Landlord
and/or
Government
by
reason
of
any
breach,
violation,
omission
or
non-performance
of
any
term,
covenant
or
condition
hereof
on
the
part
of
Tenant
or
Tenant's
employees,
agents,
servants, guests,
invitees
and
sublessees.

However, this
indemnity
shall
not
extend
to
damages
due
to
the
sole
fault
or
negligence
of
Government
or
Landlord
or
their
contractors.

This
covenant
shall
survive
the
termination
of
this
Lease.

15.2. Waiver.

Landlord
shall
not
be
liable
to
Tenant
and
Tenant
hereby
waives
all
claims
against
Landlord
or
its
affiliates
for
any
injury
or
damage
to
any
person
or
property
occuiTing
or
incurred
in
connection
with
or
in
any
way
relating
to
the
Premises
, the
Building
or
the
Station
from
any
cause.

Without
2000000.3262
-16-
12 /15
/05.V6
limiting
the
foregoing,
neither
Landlord
nor
any
of
its
affiliates
shall
be
liable
for
and
there
shall
be
no
abatement
of
rent
for
(i)
any
damage
to
Tenant's
property
stored
with
or
entrusted
to
affiliates
of
Landlord,
(ii) loss
of
or
damage
to
any
property
by
theft
or
any
other
wrongful
or
illegal
act,
or
(iii)
any
injury
or
damage
to
persons
or
property
resulting
from
fire,
explosion,
falling
plaster,
steam,
gas,
electricity,
water
or
rain
which
may
leak
from
any
part
of
the
Premises
or
Station
or
from
the
pipes,
appliances,
appurtenances
or
plumbing
works
therein
or
from
the
roof,
street
or
subsurface
or
from
any
other
place
or
resulting
from
dampness
or
any
other
cause
whatsoever
or
from
the
acts
or
omissions
of
other
tenants,
occupants
or
other
visitors
to
the
Premises
or
Station
or
from
any
other
cause
whatsoever, (iv)
any
diminution
or
shutting
off
of
light,
air
or
view
by
any
structure
which
may
be
erected
on
lands
adjacent
to
the
Premises,
or
(v)
any
latent
or
other
defect
in
the
Premises
or
the
Station.