below market rent license w — CleanPowerSF Sfpuc Commission, January 24, 2023

DEPARTMENT Real Estate Services Division AGENDA NO. 11
MEETING DATE January 24, 2023
APPROVAL:

COMMISSION
SECRETARY Donna Hood

AGENDA ITEM
Public Utilities Commission
City and County of San Francisco
Real Estate Licenses: Regular Calendar
Deputy General Manager: Ronald P. Flynn
Real Estate Director: Rosanna Russell
Authorize Individual Below-Market Rent Licenses for the use of t hree workstations at 1550 Evans Avenue; Approve An Amendment to Section 4.4.1 of the 2015 Real Estate Guidelines Summary of
Proposed
Commission
Action:

Approve the terms and conditions of and authorize the General Manager to execute one below-market rent l icense with Charity Cultural Services to use two workstations and one below- market rent license with Five Keys Schools and Programs to use one workstation on the third floor at the Southeast Community Center at 1550 Evans Avenue in San Francisco ; and approve an amendment to Section 4.4.1 of the SFPU C 2015 Real Estate Guid elines to authorize the General Manager to approve and execut e future below-market rent licenses to qualified nonprofit community servi ce organizations for the Southeast Community Center, provide d that the Southeast Community Facility Commission has recomm ended the licenses for SFPUC approval and other revised Section 4.4.1 criteria are met.

Background: SFPUC staff seeks approval of one below-market license with Charity Cultural Services for the use of two workstations and one below-market rent license with Five Keys Schools and Programs (collectively, the Licenses) for the use of workstation in the third -floor co-working spa ce at the recently opened Southeast Community Center located at 1550 Evans Avenue in San Francisco (SECC). Both Cha rity Cultural Services and Five Keys Schools and Programs are non profit organizations providing community servic es to the Bayview - Hunters Point community and the greater San Francisco community.

In addition, the SFPUC seeks approval of an amendment to Section 4.4.1 of the SFPUC’s 2015 Real Estate Guidelines to authorize the General Manager to approve and execute certain future below-market rent licenses t o qualified nonprofit community service organizations for the SECC , provided that the Southeast Community Facility Comm ission has recommended the licenses for SFPUC approval and other Section 4.4.1 criteria are met.

Concurrently with this agenda item and resolution, SFPUC staff has submitted Agreement: Approve SECC Licenses/Amend Real Estate Guidelines Commission Meeting Date: January 24, 2023
to this Commission a companion agenda item and resolution seeking ap proval of thre e below-market rent office leases wi th individual nonprofit tenants for use of third-floor demised space at the SECC.

Southeast Community Center
The SECC at 1550 Evans Avenue in San Francisco is the recently opened replacement facility for the SFPUC’s aging community center at 1800 Oakdale Avenue. The SECC , in accordance with San Francisco Administr ative Code Chapter 54, provides programming to promote t he health, well -being, and cultural, educational, and financial empowerment first to the Bayview -Hunters Point community and then to the gr eater San Francis co community ( SECC Mission).

The third floor of the SECC was designed to provide both demised office space and an open-plan co-working office space (Community Hub) for nonprofit community organizations furthering the SECC Mission.

An MAI appraisal dated August 11, 2021, by Col liers International Valuation and Advisory Services determined the fair market rent for the SECC o ffice space is $36 per rentable square foot. This valuation is consistent with the rents per square foot that th e SFPUC pays for its leased office space at 3 801 Third Street and 150 Executive Park in San Francisco.

SFPUC Request for Proposals
The SFPUC Real Estate Services Di vision, in collaboration with the Community Benefit s Division and the City Attorney’s O ffice, deve loped and issued in March of 2022, a Re quest for Proposals (RFP ) for the Lease or Licensing of Office and Co-Working S pace at the SECC to Community-Based Nonprofit Service Providers. To qualify for a lease or license under the RFP , a nonprofit organization needed to demonstrate an ability to provide services to further the SECC Mission and that it possessed the financial resources to fulfill the applicable lease or license requirem ents. The SFPUC received p roposals from 13 qualified nonprofit organizations by the June 2022 RFP deadline. The 13 nonprofit organizations collectively requested more space than is available at the SECC.

An independent seven-member RFP panel co mprised of community members, Southeast Community Facility commissioners, and City staf f r eviewed and scored the proposals. Attachment No. 1 to this agenda provides the panel’s ranked scoring of the 13 proposals.

Following the scoring, S FPUC staff worked with the respondents in order of their ranking to verify their space needs and to pro gram the organizations onto the floor plan, maximizing the number of organizations and benefits to the local community. Unfortunately, the SECC does not have the space to accommodate the space requirements of all 13 respondents.

As a result of this effort, SFPUC staff negotiated and now seeks approval of the Licenses:

Agreement: Approve SECC Licenses/Amend Real Estate Guidelines Commission Meeting Date: January 24, 2023
Licensee Number of
Workstations
Monthly Use Fee
Charity Cultural
Services
2 $437 per
workstation, or $874
Five Keys Schools
and Programs
1 $437
A
ttachment No. 4 provides a floor plan showing the Community Hub layout of the third-floor space.

SFPUC staff continues to work with the remaining respondents in order of their ranking to issue additional Communi ty Hub licenses and fully activate the available space.

Below-Market Rent for the Licenses
Under the Licenses, each licensee will pay a use fee, extrapolated from 50% of the appraised fair market rental value (or $18 per rentable square f oot), plus a small service fee to cover additional services such as Wi-Fi connections offered at the SECC for a use fee of $437 per workstation per m onth. The use fee will increase by three percent annually under the Licenses.

The S FPUC is required to ope rate the SECC to meet the SECC Mission regardless of revenues generated or expenses incurred. Because the services provided by the licensees further t he SECC Mission and reduced rent lowers the barrier to e ntry for nonprofit organizations to provide these services , SFPUC staff believes that the below-market rents are warranted.

The Licenses are for a month-to-month term of up to 18 months . In addition, the Licenses require th e licensees to submit quarterly information to the Southeast Community Facility Commission about the community bene fits and effectiveness of the prog rams the licensees offer. The provisions are designed to ensure that the SECC is occupied by l icensees actively providing services and programs to further the SECC Mission.

The Southeast Community Facility Commission, at its November 30, 2022 meeting, unanimously recommended approval of the Licenses to the SFPUC.

SFPUC staff also recommen ds that the Commission approve the Licenses because:
(1) The Licenses further the SECC Mission;
(2) The Licenses meet the goals authorized by Commission Resolution No. 11- 008, in which this Commission approved the development of a community benefits program to better ser ve and foster partnerships with communities in all SFPUC service areas and to ensure that public benefi ts are shared across all communities; and
(3) The licensees were secured thro ugh an open and transparent competitive process that sought to maximize both the act ivation of the SECC and benefit to the community.

Agreement: Approve SECC Licenses/Amend Real Estate Guidelines Commission Meeting Date: January 24, 2023
Proposed Amendment to Section 4.4.1 of the SFPUC Real Estate Guidelines Section 4.4.1 of the 2015 Real Estate Guidelines, approved by this Commission by Resolution No. 15-0013, described the Southeast Community Facility at 1800 Oakdale. SFPUC staff desires to amend Section 4.4.1 to reflect that the SFPUC now operates the newly opened SECC.

In addition, SFPUC sta ff proposes an amendment to Section 4.4.1 to delegate authority to the General Manager to approve and execute Community Hub licenses (Future Community Hub Licenses) at 50 percent of fair market rent, plus a small service fee to cover additional services such as the use of Wi-Fi connections offered at the SECC, that meet certain criteria. The Future Community Hub Licenses have relatively brief terms (month -to-month not to exceed 18 months ) to enable the use of the space by a varie ty of nonprofit organizations, and the deleg ation of authority is designed to efficiently use resources and facilitate the s mooth functioning a nd activation of the SECC as intended. To that end, SFPUC staff proposes that the Commiss ion delegate authority to the General Manager to approve and execute Future Community Hub Licenses, provided that the following criteria are met:

1. Nonprofit Entity. The licensee is a nonprofit public benefit or charitable organization qualified to do business in the State of California;

2. Experience: The lic ensee has d emonstrated an ability to provide services and programs to further the SECC Mission;

3. Use of the License Area : The license provisions are designed to ensure that the l icensee is actively providing services and programs to further the SECC Mission;

4. Financial Capacity: The lic ensee has demo nstrated the financial resources to (i) pay th e use fee and security deposit, (ii) procure the required insurance and permits required by the City and County of San Francisco, and (iii) provide services and programming to further the SECC Mission;

5. License Form : T he license is on a form developed in consultation with the City Attorney and each license is approved as to form by the City Attorney; and

6. SECF Commission Recommen dation: The Southeast
Community Facility Commission has recommended the license for SFPUC approval.

Attachment No. 5 to this Agenda is Section 4.4.1 of the 2015 Real Estate Guidelines, marked to show staff’s proposed changes.

Environmental
Review:

This action does not constitute a “project” under the California Environmenta l Quality Act (CEQA) Guidelines Section 15378(a) because there would be no physical change in the environment as the Licensees would use the building as is.

Agreement: Approve SECC Licenses/Amend Real Estate Guidelines Commission Meeting Date: January 24, 2023
If improvements were to be proposed, as per each License, the Licensees would not make any improvem ents to, or alteration of, the building, etc. without SFPUC’s prior written consent . A pproval and i mplementation of any improvements would not occur until the proposed work is reviewed and the appropriate environmental review under CEQA, if required, has been completed.

Result of
Inaction:

A delay in adopting the attached resolution delays the activation of the Community Hub by nonprofit licensees who provide services to further the SECC Mission.

Budget & Costs: No budgetary impact.

Description of
Agreement:

Parties to Licenses: (1) One license between the City and County of San Francisco, acting through the SFPUC, and
Charity Cultural Services, and
(2) One license between the City and County of
San Francisco, a cting through the SFPUC, and
Five Keys Schools and Programs
Monthly Rent: Use fee of $437 per w orkstation per month ($1,311 total for the two licenses ) increased by
three percent annually.

Purpose: Office and administrative use space for
community service providers
Location: Community H ub located on the third floor of the Southeast Community Center at 1550 Evans
Avenue, San Francisco.

Term: Month-to-Month, up to 18 months
Recommendation: SFPUC staff recommends that the Commission adopt the attached resolution.

Attachments: 1. Request for Proposals Panel’s Ranked Scoring of the 13 Submitted Proposals

2. Charity Cultural Service License

3. Five Keys Schools and Programs License

4. Proposed Floor Plan

5. Proposed
Amendment to Section 4.4.1 of the SFPUC’s Real Estate
Guidelines
P

UBLIC UTILITIES COMMISSION
City and County of San Francisco
RESOLUTION NO.

W
HEREAS, The SFPUC recently opened the new Southeast Community Center (SECC), an approximate 40,000 square foot, three-story building, at 1550 Evans Avenue in San Francisco as a replacement for the aging Southeast Community Facility (SECF); and WHEREAS, The SECC will continue the mission of the SECF to promote the heal th, well-being, and cultural, educational, and financial empowerment of, first, the Bayview-Hunters Point community and then the greater San Francisco community (SECC Mission); and WHEREAS, The third floor of the SECC was designed to provide bot h demised office space and an o pen-plan co -working office space (Community Hub) for nonprofit community organizations furthering the SECC Mission; and
WHEREAS, An MAI appraisal dated August 11, 2021, by Colliers International Valuation and Advisory Services det ermined the fair market rent for the SECC office space is $36 per rentable square foot; and
WHEREAS, The SFPUC issued in March of 2022, a Request For Proposals (RFP) for the Lease and Licensing of O ffice and Co-Working S pace at th e SECC to C ommunity-Based Nonprofit Service Providers; and
WHEREAS, The SFPUC received proposals from 13 qualified nonprofit service provider organizations by the June 2022 RFP deadline; and
WHEREAS, An independent se ven-member RFP panel comprised of community members, Southeast Community Facility commissioners, and Ci ty staff reviewed and scored the proposals; and
WHEREAS, Following the scoring, SFPUC staff worked with the respondents in order of their ranking to ve rify their sp ace needs and to program the organizatio ns onto the floor plan, maximizing the number of organizations and benefits to the local community; and W
HEREAS, SFPUC staff negotiated one Community Hub l icense with Charity Cultural Services for the use of two workstations and one license with Fi ve Keys Schools and Programs for the use of one workstation, each a California nonprofit community service provider (the Licenses); where the licensees would pay 50 p ercent of fair market rent plus a small fee for on - site services, or $437 per workstation per month; and
WHEREAS, SFPUC staff continues to work with the other respondents in the order of their ranking to develop additional Community Hub licenses, which will be offered on the terms and conditions contained in the RFP; and

WHEREAS, The Southeast Co mmunity Facility Commission, at its November 30, 2022 meeting, unanimously recommended approval of the Licenses to this Commission; and WHEREAS, SFPUC staff recommends tha t the Commission approve t he Licenses, including the below-market rent provisions, because the Licenses further the SECC Mission; and WHEREAS, SFPUC staff additionally recommends amendment of Section 4.4.1 of the 2015 Real Est ate Guidelines approved by this Commission by Resolution No. 15 -0013 (Guidelines) to reflect that the SFPUC now operates the newly opened SECC for the benefit of the Bayview-Hunters Point community; and
WHEREAS, Due to the relatively short terms o f the Community Hub licenses, SFPUC staff proposes an amendment to Section 4.4.1 of the Guidelines that would delegate authority to the SFPUC General Manager to approve and execute any future Community Hub license at 50 percent of fair market rent (plus a small service fee to cover on-site services) with a month-to-month term of up to 18 months , provided that (i) the license will be issued to a nonprofit public benefit or charitable organization qualifie d to do busi ness in the State of California ; (ii) the licensee has demonstrated an ability to provide services and programs to further the SECC Mission; (iii) the license provisions are designed to ensure that the licensee is act ively providing s ervices and programs to further the SECC Mission; (iv) the licensee has demonstrated financial resources to pay the use fee and security deposit, procure the required insuranc e and permits r equired by the City and County of San Francisco, and provide services and program s to further t he SECC Mission; (v) the license is on a form develo ped in consultation with the City Attorne y and each license is approved as to form by the City Attorney; and (vi) the SECF Commiss ion has recommended the license for SFPUC approval; and
WHEREAS, This action does not constitute a “project” under the California Environmental Quality Act (CEQA) Guidelines Section 15 378(a) because there would be no physical change in the environment as the Licensees would use the building as is; and WHEREAS, If improvements were to be proposed, as per each License, the Licensees would not make any improvement to, or alteration of, the building, etc. without SFPUC ’s prior written consent; and approval and implementation of any improvements would not occur until the proposed work is reviewed and the appropriate environmental review under C EQA, if required, has been completed; now, therefore, be it
RESOLVED, That this Commission finds that the Licenses, including below-market use fees, with Charity Cultural Services and with Five Keys Schools and Programs further the SECC Mission, which constitutes a public purpose; and, be it FURTHER RES OLVED, That this Commission her eby approves the ter ms and conditions of and authorizes the General Manager to execute the Licenses; and, be it

FURTHER RESOLVED, That this Commission hereby approves amendment of Section

4.4.1 of the Guidelines to provide upda ted reference to the SECC and to delegate authority to the SFPUC General Manager to approve and execute future Community Hub licenses at 50 percent of fair market rent (plus a small service fee to cover on-site services) with a month-to-month term of up to 18 months , provided that (i) the license will be issued to a nonpr ofit public benefit or charitable organization q ualified to do business in the State of California; (ii) the licensee has demonstrated an ability to pr ovide services and programs that will further the SECC Mission; (iii) the license provisions ar e designed to ensure that the licensee is actively providing serv ices and program s to further the SECC M ission; (iv) t he licensee has demonstrated the financial resources to pay the use fee and security deposit, procure the require d insuran ce and permits required by the City and County of San Francisco, and provide services and programs to further the SECC Mission; (v) the license is on a form developed in consultation with the City Attorney and each license is approved as to form by the City Attorney; and (vi) the SECF Commission has recommended the license for SFPUC approval; and, be it
FURTHER RESOLVED, That this Commission hereby ratif ies, approves, and authorizes all actions heretofore taken by any City official in connection with the Licenses; and, be it FURTHER RESOLVED, That this Commission her eby authori zes the SFPUC General Manager to enter into any ame ndments or modifications to the Licenses , i ncluding without limitation, the exhibits, that the Gen eral Manager determines, in consultation w ith the Cit y Attorney, are in the best interest of the C ity; d o not materially increase the obligations or liabilities of the City; are necessary or advisable to effe ctuate the purposes and i ntent of th e Licenses or this resolution; and comply with all applicable laws, including the City Charter.

I hereby certify that the foregoing resolution was adopted by the Public Utilities Commission at its meeting of January 24, 2023.

Secretary, Public Utilities Commission

Agreement: Approve SECC Licenses/Amend Real Estate Guidelines Commission Meeting Date: January 24, 2023

Attachment No. 1
Request For Proposals for the Lease or Licensing of Office and Co-Working Space at the SECC to Community-Based Nonprofit Service Providers -
RFP Panel’s Ranked Scoring

Score Ranking Respondent Nonprofit Organization

663 1 3rd Street Youth Center & Clinic
631 2 Charity Cultural Center Services
623 3 San Francisco Bicycle Coalition (subsequently withdrew from consideration)
593 4 En2Action, Inc.
563 5 Five Keys School and Programs
546 6 Renaissance Entrepreneurial Center
542 7 Edgewood Family Resource Center
536 8 Faces SF
528 9 Southeast Sector Community Development Corporation 525 10 Providence Foundation of San Francisco
518 11 Dusty's Fishing Well/City EMT
486 12 Renaissance Parents of Success
430 13 United in Love

1 SAN FRANCISCO PUBLIC UTILITIES COMMISSION

REVOCABLE LICENSE
Southeast Community Center
(License # P4582)
THIS REVOCABLE LICENSE (this “License”), dated for reference purposes only as of December 23, 2022, is made by and between the CITY AND COUNTY OF SAN FRANCISCO, a municipal corporation (“ City”), acting by and through its Public Utilities Commission (“SFPUC”), and CHARITY CULTURAL SERVICES CENTER, a California non-profit public benefit corporation (“Licensee” or “ CCSC”). City and Licensee are sometimes co llectively referred to in this License as the “Parties” or singularly as a “Party.”

RECITALS
A. City, under the jurisdiction of the SFPUC, owns and operates the Southeast Community Center, located at 1550 Evans Avenue, Building No. 1, in San Francisco, California (the “SECC” or the “Building”), primarily for the benefit of the residents of the Bayview-Hunter’s Point community (the “ Local Community”). The SECC is a hub for the Local Community to gather, learn, play, and grow and serves as a connection between the Local Community and the SFPUC. The Building, the land on which the Building is located, and all other improvements on and appurtenances to the land are referred to collectively as the “Property.” B. The SFPUC has dedicated the third floor of the Building to serve as a community resource center actively promoting the health, wellbeing, cultural, political, educational, and financial empowerment of the Local Community (“SECC’s Mission”).

C. City, through the SFPUC, desires to enter into licenses with one or more qualified non-profit organizations to use portions of the third floor of the Building, consisting of approximately nine (9) workstations and common area s in an open plan office (“ Community Hub”), for administrative and general office purposes to support such licensees ’ provision of health, well -being, cultural, political, educational , and/or financial empowerment services and programming to the Local Community to further the SECC’s Mission ( “Local Com munity Services”).

D. City desires to provide Licensee with the non-exclusive right to use one (1) or more meeting rooms and one or more classrooms located on the third floor of the Building (subject to availability through a reservation system maintained by the SFPUC), and fee -based photocopier/scanner machines located on the third floor of the Building (“ Common Area Office Equipment”).

E. City desires to license a portion of the Community Hub, including two (2) assigned workstation(s) inside the Community Hub commonly known as Suite 301 A, together with the non-exclusive right to use with other licensees, tenants, and invitees of the Building, (i) the lobbies, corridors, elevators, stairways, restrooms located on the third floor of the Building, and other public areas of the Building and Property (collectively, the “Common Area(s)”), (ii) the Meeting Rooms (subject to availability through a reservation system maintained by the SFPUC), and (iii) the Common Area Office Equipment (collectively, the “License Area”), to Licensee on the
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 2 terms and conditions described in this License . The License Area is further described in the attached Exhibit B and the Common Area Classrooms and Meeting Room are substantially described in the attached Exhibit C.

NOW, THEREFORE, IN CONSIDERATION of the foregoing Recitals, which are incorporated into this License by this reference, City and Licensee agree as follows:

BASIC LICENSE INFORMATION
The following is a summary of basic license information (the “ Basic License Information”). Each item below incorporates all of the terms in this License related to that item.

If there is any conflict between the information in this Section and any more specific provision of this License, the more specific provision will control.

License Reference Date:

Licensor or City:

Licensee:

Building (Recital A):

License Area (Recital E):

Term (Section 4):

Use Fee (Section 5):

Use Fee Adjustment Dates (Section 5):

December 23, 2022

CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation, acting by and through its
Public Utilities Commission
Charity Cultural Services Center, a California non-
profit public benefit corporation
The Southeast Community Center building owned by
City, under the SFPUC’s jurisdiction, located at
1550 Evans Avenue, Building 1, San Francisco,
California, and as shown on the site plan attached as
Exhibit A.

Workstations No. 6 and No 9 in Suite 301 A on the third floor of the Building, as shown on the floor plans
attached as Exhibit A-1. P arking is not included with use of the License Area.

Commencement Date: Thirty (30) days following the
exchange of a fully executed license and delivery of
possession.

Expected Commencement Date: March 1, 2023
Month-to-month, not to exceed eighteen (18) months
after the Commencement Date, unless sooner
terminated pursuant to Section 4.
$874.00 per month ($437/workstation x 2
workstations)
The Use Fee will increase annually by three percent
(3%) on each March 1st during the Term.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 3 Permitted Use (Section 2): Licensee will u se the License Area for general office and administrative purposes to support Licensee’s
provision of community services and programs
promoting the health, wellbeing, cultural, political,
educational, and/or financial empowerment of the Local
Community.

Utilities and Services (Section 14): City at its cost will provide standard utilities and services as specified in Exhibit D, including janitorial, refuse removal, pest control, and routine Building
System maintenance.

Telephone No.: (415) 821-1534 or in an emergency (628) 260-2468 DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 4 Licensee’s Notice Address (Section 30): Charity Cultural Serces Center 731 -747 Commercial Street
San Francisco, CA 94108
Attn: Executive Director

Key Contact for Licensee: Ms. Ashley Cheng
[email protected]

Telephone No.: 415-989-8224 ext 1015
Alternate Contact for Licensee: Irene Phan
[email protected]

Telephone No.: 415-989-8224 ext 1003
Other Noteworthy Provisions: Section 29(b) (Reporting Obligations) EXHIBITS:

Exhibit A: Site Plan of the Building and the Property
Exhibit A-1: Floor Plan
Exhibit B: License Area
Exhibit C: Common Area Classrooms and Meeting Room
Exhibit D: Standard Utilities and Services
Exhibit E: Building Rules and Regulations
Exhibit F: City Requirements
Exhibit G: Reporting Requirements
Exhibit H: Internet Usage Rules and Regulations

1. License. City grants to Licensee a revocable, personal, nontransferable, nonexclusive, and nonpossessory privilege to access and use the License Area, as further described on the floor plan attached as Exhibit A-1, for the limited purpose and subject to the terms, conditions, and restrictions set forth in this License.
(a) No n -Exclusive Use of Common Office Equipment. Licensee may purchase from the Building management office pre -paid cards for Licensee’s non-exclusive use of the photocopier/scanner equipment (“Common Office Equipment”). City will establish the copying costs on a per page basis. Licensee will be solely responsible for promptly retrieving its copied and scanned materials. City will have no responsibility for theft or damage of any kind for such materials. Licensee is responsible for keeping the copy room clean and organized. Licensee acknowledges that the Common Office Equipment is procured and maintained under a City contract with a third-party vendor. City will have no responsibility for the maintenance and repair of the Common Office Equipment or damage of any kind to Licensee’s copied and/or scanned materials.
(b) No
n -Exclusive Use of Common Meeting Rooms . As an open concept collaborative Building, Licensee’s use of the Meeting Room #306 on the Exhibit A-1 (“Meeting Room”) may be scheduled for the week on the white board located outside the Meeting Room or DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 5 at City’s option by City’s electronic reservation system. Licensee may have the free use of the Meeting Room for one (1) hour per day, not to exceed a total of twenty (20) Meeting Room hours per month. Licensee’s use of the Conference Room # 302 on the Exhibit A -1 (“ Conference Room”) may be scheduled for the 2 weeks in advance through City’s electronic reservation system. Licensee may have the free use the Conference Room for two (2) hours per day, not to exceed a total of twenty (20) Conference Room hours per month. Licensee may be rquired to pay $100 per hour for each use of the Meeting Room or Conference Room that exceeds the above limits. City may deduct any such excess Meeting Room or Conference Room use from Licensee’s Security Deposit (defined in Section 3 [Security for Performance] below ), and Licensee must replenish the Security Deposit within ten (10) days of City’s written demand . Licensee must promptly vacate the Meeting Room and Conference Room after its scheduled time and leave the Meeting Room and Conference Room in a clean and organized condition. City may deduct reasonable cleaning room charges from the Security Deposit if Licensee leaves the Meeting Room or Conference Room in an unclean or untidy condition. City may change the Meeting Room or Conference Room reservation system, and rules and regulations governing use of the Meeting Room and Conference Room at any time at its sole discretion. (c) No n -Exclusive Use of Common Classoom(s). As an open concept collaborative Building, Licensee’s use of the Classrooms #315 and #328 on the Exhibit A -1 (“Classroom(s)”) may be scheduled through City’s electronic reservation system. Licensee may have the free use of three (3) hours of Classroom use per day, not to exceed a total of Forty (40) Classroom hours per month. Licensee may be required to pay $ 400 per hour for each use of a Classr oom that exceeds three (3) hour per day or 40-hours per month. City will deduct any such excess Classroom use from Licensee’s Security Deposit (defined in Section 3 [Security for Performance] below), and Licensee must replenish the Security Deposit within ten (10) days of City’s written demand.

Licensee must promptly vacate the Classr ooms after its scheduled time and leave the Classr oom in a clean and organized condition. City may deduct reasonable cleaning room charges from the Security Deposit if Licensee leaves any Classr oom in an unclean or untidy condition. City may change the Classr oom reservation system, and rules and regulations governing use of the Classrooms at any time at its sole discretion.
(d) I
nternet Access . The Building is designed as a wireless building, and Licensee must use its own laptops and cell phones and provide its own Wi-Fi 33 data connections. City will provide Wi-Fi 33 through a third-party provider for Building tenant use (the “City Wi-Fi”). When using the City Wi -Fi, Licensee will abide by the internet usage rules and regulations attached as Exhibit H (Internet Usage Rules and Regulations) (the “Internet Rules”), which City may amend from time to time, in its sole discretion. A breach of the Internet Rules will constitute an Event of Default under this License. City has no responsibility for any disruption or outages in the provision of internet access or the failure of other tenants to comply with the Internet Rules. Licensee’s use of the City Wi-Fi without incurring any additional charge is limited to ten (10) megabytes at any one time and ten (10) gigabytes of data per month. In the event Licensee exceeds ten (10) megabytes at any one time or ten (10) gigabytes per month, City may suspend Licensee’s access to the City Wi-Fi and may charge Licensee a fee of $100 per gigabyte or any portion thereof. As an open concept collaborative Building, no hard wire telephone or data wiring is provided by City.

Licensee will not have access to the Building’s wiring Main Point of Entry (“ MPOE”) or the intermediate distribution frame (“ IDF”) closet on the third floor of the Building without the express written consent of City, which consent may be withheld or conditioned by City in its sole discretion. Notwithstanding the foregoing, City will provide access to the MPOE for purposes of DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 6 Licensee’s installation of separate facilities, equipment, and wiring subject to City’s conditions, including without limitation, the following: (a) any installation(s) will be at Licensee’s sole expense; (b) City will have approved the wire labeling; (c) upon expiration of the Term or earlier termination of the License, Licensee will (i) with City’s review and approval, remove any installed facilities, equipment and wiring from the Building if the same are not being used by any other tenant in the Building, and (ii) repair any damage to the Building and the Premises resulting from the installation, presence, or removal of such facilities, equipment or wiring; (d) Licensee will increase its Security Deposit in an amount sufficient to cover any ceiling tile damage and any other liabilities, as determined by City; and (e) City must have approved Licensee’s proposed contractor. Licensee will use its own cell phones in accordance with City’s rules and regulations regarding the Common Areas and open concept areas of the Building. Licensee is solely responsible for paying for its telephone connections and costs. (e) City Access . The rights and activities of Licensee under this License are subordinate at all times to City’s existing and future use of the License Area, the Community Hub, the Bui lding, or any City property located within, upon, or about the License Area for its own purposes or any other purpose. Accordingly, the License Area must be maintained at all times so that it is readily accessible to City. At any time, City and its emplo yees, contractors, and agents may enter or inspect the License Area for any purpose.

2. P
ermitted Use. Licensee may access and use the License Area for the sole purpose of administrative and general office purposes to support Licensee’s provision of Local Community Services. This License gives Licensee a license only, revocable at any time at the will of City, and nothing in this License constitutes a grant by City of any ownership, leasehold, easement, or other property interest or estate whatsoever in the License Area, or any portion of it. The privilege given to Licensee under this License is effective only to the extent of City’s rights in the License Area, and Licensee will obtain any further permission necessary because of any other existing rights affecting the License Area. Licensee acknowledges that the privilege given under this License is limited strictly to the License Area and grants neither Licensee or any of its members, Agents, or Invitees (such terms defined in Section 12 [Exercise of Due Care; Notification of Threats and Damage] below) any rights to use other areas in the Building or the parking areas.

All use of the License Area by Licensee and its Agents and Invitees will be subject to the terms, conditions, and restrictions described in this License, including the Building Rules and Regulations attached to this License as Exhibit E, the City Requirements attached to this License as Exhibit F and any applicable federal, state, or local Laws (defined in Section 19 [Compliance with Laws] below).

3. S ecurity for Performance. Before the Commencement Date , Licensee shall deposit with City the sum of Three Thousand Dollars ($3,000) (“ Security Deposit ”) to secure Licensee’s faithful performance of all terms and conditions of this License, including its obligation to surrender the License Area in the condition required by this License. The Security D eposit must be in the form of cash or check. At its sole option, City may retain, use, or apply all or part of the Security Deposit to pay for Licensee’s Meeting Room use pursuant to Section 1(b) above, any sum due under this License that is not paid when due, and to recover any loss and pay any amount that City may expend as a result of Licensee’s failure to fulfill its obligations under this License. City’s obligations with respect to the Security Deposit are solely that of debtor and not trustee. City will not be required to keep the S ecurity Deposit separate from its general funds, and Licensee is not be entitled to interest on the Security Deposit. Neither the payment nor the amount of the Security DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 7 Deposit will limit Licensee’s obligations under this License. If City uses, applies, or draws upon all or any portion of the Security Deposit, Licensee will restore the Security Deposit to its original amount within ten (10) days following City’s written demand.

4. Term of License ; Revocability. The privilege given to Licensee under this License is temporary only and will begin on the Commencement Date, continuing on a month-to-month basis, not to extend beyond the date that is eighteen (18) months after the Commencement Date (“Expiration Date ”), unless sooner terminated (together with the Commenceme nt Date, the “Term”). Without limiting any of their rights under this License, either Party may revoke this License, without cause or penalty, upon thirty (30) days’ written notice to the other Party at any time before the Expiration Date. If City revokes the License, City will have no obligation to refund any part of any fee or other charge paid under this License or pay any consideration to Licensee, except for any used portion of the Security Deposit . Immediately following the expiration or termination of this License, Licensee will remove all debris and restore the License Area to its condition immediately before Licensee’s use, to the satisfaction of City.

If Licensee continues to operate in the License Area after the Expiration Date with the express consent of City, then Licensee’s use will be construed to automatically extend the T erm of this License on a month- to-month basis on the terms and conditions of this License, as applicable (e.g., except for those pertaining to the Term). Any continued use of the License Area after the expiration or termination of this License without City’s consent will be at a monthly use fee equal to One Hundred Fifty Percent (150%) of the use fee as calculated on the Commencement Date, and will constitute a default by Licensee and entitle City to exercise any or all of its remedies as provided in this License or at law or in equity, even if City elects to accept one or more payments of the monthly use fee.

5. Monthly Use Fee. Throughout the term of this License beginning on the Commencement Date, Licensee must pay to City a use fee in consideration of Licensee’s use of the License Area.

Starting on the Commencement Date, the use fee payable will be the amount of Eight Hundred Fortyseven Dollars ($874) per month (“Use Fee”). The Use Fee must be paid to City in advance, without prior demand and without any deduction, setoff, or counterclaim whatsoever, before the Commencement Date and on or before the first day of each calendar year thereafter. Such Use Fee for the first year or any partial year, or for any fractional month, will be prorated on the basis of a 360-day year. All sums payable by Licensee to City pursuant to this License must be paid in cash or by good check or wire transfer to the:

San Francisco Public Utilities Commission
Customer Service Bureau, Attn: Real Estate Billing
525 Golden Gate Avenue, 3rd Floor
San Francisco, California 94102
SFPUC RES P4582
or
such other place as City may designate in writing.

6. A nnual Increases . On each anniversary of the Commencement Date (the “Adjustment Date”), the annual Use Fee will be adjusted to increase the then current annual fee by three percent (3%) of the annual fee for the year preceding such Adjustment Date.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 8 7. Late Fees. Licensee acknowledges that late payment by Licensee to City of t he Use Fee or other sums due under this License will cause City to incur costs not contemplated by this License, the exact amount of which will be extremely difficult to ascertain. Such costs include processing and accounting charges. Accordingly, if the U se Fee or any other sum due from Licensee is not received by City within fifteen (15) days after such amount is due, Licensee will pay to City a late charge of One Hundred Fifty Dollars ($150). The Parties agree that such late charge represents a fair and reasonable estimate of the costs City will incur by reason of any late payment by Licensee. Acceptance of such late charge by Ci ty neither constitutes a waiver of Licensee’s default with respect to such overdue amount, nor prevents City from exercising any of the other rights and remedies available to City.

Covenant to Provide Continuous Operations .

Licensee will use the License A rea for
the Permitted Use (defined in Section 2 [Permitted Use] above) in the License Area continuously and uninterruptedly throughout the Term; provided, however, that Licensee may cease operations during (a) City and County of San Francisco legal holiday s; (b) repairs following damage or destruction to the License Area; and (c) strikes, lockouts, inclement weather, labor disputes, inability to obtain labor, materials, fuels, energy or reasonable substitutes therefor, governmental restrictions, regulations, controls, actions or inactions, civil commotion, fire or other acts of God, national emergency, acts of war, or terrorism, or other cause beyond the reasonable control of Licensee, except financial inability (collectively, “Temporary Closures”). Licensee will continue to operate the Permitted Use in the License Area to the extent reasonably practicable during any period of reconstruction, alteration, or repair of the License Area, Common Areas, and/or the Building.

8. B
uilding Closure . Notwithstanding anything to the contrary in this License, City may require Licensee to temporarily suspend its operations in the License Area due to a pandemic or other similar health and safety reason or governmental orders related to a pandemic. If City determines at its s ole discretion that the Building will be closed to the general public for an anticipated period in excess of thirty (30) days and Licensee’s use of the License Area should also cease for such period, City will notify Licensee, this License will be suspended, and City and Licensee will not have any obligations under this License, including payment of Use Fee, during the term of the Building closure. The SFPUC General Manager will notify Licensee in writing (“Building Closure Notice”) of the date of the Building closure and estimated reopening. Only such official Building Closure Notice will suspend the License. Any such suspension will not constitute an eviction of Licensee, constructive or otherwise, or impose on City any liability whatsoever, including liability for damages of any kind.

9. No
Alterations Without City’s Prior Written Approval . Licensee will not construct or place any temporary or permanent structures, improvements, equipment, debris, or fixed personal property in, on, under, or about the License Area, or make any alterations to the Building or Community Hub, or modify, add to, repair, or replace any existing structures or improvements within the License Area, the Community Hub, or the Building (collectively, “ Alterations”) without City’s prior written approval , which may be given or withheld in City’s sole discretion.

Prior to the commencement of any Alterations, Licensee will submit to City a written description (and, if City requests, plans and specifications) of the location and design of the proposed Alterations, and obtain City’s prior written approval and construction permits from City’s Department of Building Inspection, as required.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 9 Licensee acknowledges that the installation of any Alterations, as approved by City, will not in any way limit City’s right to revoke this License or limit any of City’s other rights under this License or at law or in equity.

Licensee will be solely responsible for maintaining all Alterations, as approved by City, in good and safe condition, and City will have no duty whatsoever for any maintenance of any Alterations.

Licensee must document the condition of the License Area before the commencement of any Alterations, as approved by City, through the use of photographs, maps, and any other appropriate documentation to provide a pre -work baseline to monitor impacts. Licensee will consult with City to determine the appropriate documentation. Licensee will provide City with a copy of that documentation before the commencement of any approved Alterations.

Without limiting any of City’s other rights under this License or otherwise, Licensee will promptly, at City's request, alter or remove at no cost to City all improvements or other property installed or placed in, on, under, or about the License Area by or for Licensee, as may be necessary to avoid any actual or potential interference with any public utilities now or later installed in, on, under, or about the License Area, with the maintenance or repair of the License Area or those utilities, or otherwise with any public trust uses or any other municipal operations or uses by City.

In the event of an emergency City may, at its sole option and without notice, alter, remove, or protect at Licensee's sole expense, any and all facilities, improvements, plantings, or other property installed or placed in, on, under, or about the License Area by Licensee.

10. Cooperation with City Personnel. Licensee and its Agents will work closely with City personnel to avoid disruption (even if temporary) of City property in, under, on, or about the License Area, the Community Hub, and the Building.

11. E
xercise of Due Care; Notification of Threats and Damage . Licensee will use and will cause its respective agents, employees, representatives, contractors, and other or persons acting by or through any member of Licensee (collectively, “Agents”), and their respective invitees, guests, or business visitors (collectively, “ Invitees”) to use due care at all times to avoid any damage to the License Area, the Community Hub, the Building, any City property, or property belonging to third parties located within, upon, or about the License Area. Licensee will follow all direction written or oral from City. Licensee will not overload any electrical outlets or exceed City’s Fire Department’s occupancy limitations for the License Area.

If any portion of the License Area, the Community Hub, the Building, or any City property located within, upon, or about the License Area is damaged or threatened by Licensee’s activities or any of Licensee’s Age nt’s or Invitees’ activities, Licensee will immediately notify City by telephone and in writing so that it may inspect and assess the threat or damage. City, at Licensee’s sole cost, will take appropriate measures to eliminate such threat, repair any damage, and restore the License Area or property to its previous condition. Licensee will never interfere with or alter City’s utilities.

12. Further Restrictions on Use; Duty to Notify of Hazardous Material Release. The following activities are strictly prohibited by Licensee, its Agents, and its Invitees in the License Area, the Community Hub, the Building, or any City property located within, upon, or about the License Area:

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 10 (a) the use of heavy equipment;
(b) activities that may cause ponding or flooding;
(c) the transport, use, generation, or disposal of any Hazardous Material, with the sole exception that Licensee may keep and use Hazardous Material in reasonably limited amounts as are customarily used for general office purposes (such as copy toner and other normal office and cleaning supplies) if used and stored in compliance with Laws (defined in Section 19 [Compliance with Laws] below); (d) any act that constitutes a waste, nuisance, or unreasonable annoyance; and (e) the placement of signs not preapproved by the City.

Licensee will immediately notify City if Licensee learns or has reason to believe that a release of Hazardous Material has occurred, or is threatened to occur, in, on, or about the License Area, the Community Hub, the Building, or any City property located within, upon, or about the License Area. For purposes of this License, the term “Hazardous Material” means material that, because of its quantity, concentration, or physical or chemical characteris tics, is at any time deemed by any federal, state, or local governmental authority to pose a present or potential hazard to public health, welfare, or the environment. Hazardous M aterial includes any material or substance defined as a “hazardous substance, pollutant or contaminant” under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C.

Section 9601 et seq., or under California Health & Safety Code Section 25316; a “hazardous waste” listed under Califor nia Health & Safety Code Section 25140; any asbestos and asbestos containing materials whether or not those materials are part of the License Area or are naturally occurring substances in the License Area, and any petroleum, including crude oil or any frac tion thereof, natural gas or natural gas liquids. The term “release” or “threatened release” when used with respect to Hazardous Material includes any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing in, on, under, or about the License Area.

13. Utilities and Services . At its sole cost, throughout the term of this License, City will provide basic utilities and services described in the attached Exhibit D (“Standard Utilities and Services”) to the License Area, subject to the terms and conditions stated in Exhibit D.

14. Security. At its sole cost, throughout the term of this License, City will provide at least one (1) security guard for the Building from 8:00 A.M. to 5:00 P.M. Monday through Friday of each week. City’s provision of a security guard will not limit Licensee’s waiver of claims pursuant to Section 23 [Waiver of Claims; Waiver of Consequential and Incidental Damages] below in any manner.

15. B aseline Condition. Licensee must document the condition of the License Area prior to the Commencement Date through the use of photographs and any other appropriate documentation to provide a baseline to monitor Licensee’s impacts. Licensee will consult with City to determine the appropriate documentation., and Licensee will provide City with a copy of that documentation before the Commencement Date.

16. S
urrender. On the Expiration Date or within ten (10) days after any other termination of this License, Licensee will surrender the License Area in the same condition as received, and broom clean, free from hazards, and clear of all debris, and Licensee will remove all of its property DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 11 from the License Area and any signs or any other improvements permitted under this License, and will repair, at no cost to City, any damage to the License Area caused by that removal. Licensee's obligations under this Section will survive any termination of this License.

17. Insurance. Licensee will procure and keep in effect at all times during the term of this License insurance that covers all members of Licensee for all operations and activities, regardless of fault or liability, in and around the License Area as follows:
(a) Commercial general liability insurance with limits not less than Two Million Dollars ($2,000,000) each occurrence combined single limit for bodily injury and property damage, including contractual liability, independent contractors, broad-form property damage, fire damage legal liability (of not less than Fifty Thousand Dollars ($50,000)), and personal injury. (b) Worker’s Compensation Insurance with Employer’s Liability limits not less than One Million Dollars ($1,000,000) each accident.
(c) Business automobile liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence combined single limit for bodily injury and property damage, including owned and non -owned and hired vehi cles, as applicable, if any member of Licensee uses automobiles in connection with its use of the License Area. (d) Other insurance as is generally required by commercial owners of buildings similar in size, character, age, and location as the Building, as may change from time to time.

All liability insurance policies will be endorsed to provide the following:
(i) Name as additional insured City, its officers, agents, and employees. (ii) That the policies are primary insurance to any other insurance available to the additional insureds, with respect to any claims arising out of this License, and that insurance applies separately to each insured against whom claim is made or suit is brought.

Each insurance policy set forth above will be issued by an insurance company licensed in the State of California and with a general policyholders’ rating of “A-” or better and a financial size ranking of “Class VIII” or higher in the most recent edition of Best’s Insurance Guide.

Prior to the Commencement Date of this License, Licensee will furnish to City certificates of insurance and additional insured policy endorsements in a form evidencing all coverages set forth above. Licensee and its contractors will submit or cause their respective insurance brokers to submit the requested information through the Exigis insurance verification program designated by City or any successor program used by City for verification of Licensee and contractor insurance coverage. Approval of the insurance by City will not relieve or decrease Licensee’s liability hereunder. If Licensee fail s to procure such insurance, or to deliver such policies or certificates, at its option, City may procure the same for the account of Licensee, and Licensee will reimburse City for any costs so paid by City within five (5) business days after delivery to Licensee of bills therefor.

Licensee thereafter will provide City with certificates of insurance or insurance policies thereafter at least ten (10) days before the expiration dates of any expiring policies.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 12 At no cost to City, Licensee is responsible for separately insuring the personal property of Licensee or any of its Agents or Invitees for all damage of any kind, regardless of fault or liability.

18. Compliance with Laws. Licensee will, at its expense, conduct and cause to be conducted all activities on the License Area in a safe and prudent manner and in compliance with all laws, regulations, codes, ordinances, and orders of any governmental or other regulatory entity (including the Americans with Disabilities Act and any other disability access laws) (collectively, “Laws”), whether presently in effect or subsequently adopted and whether or not in the contemplation of the Parties. Licensee will, at its sole expense, procure and maintain in force at all times during its use of the License Area any and all business and other licenses or approvals necessary to conduct the activities allowed under this License. Licensee understands and agrees that City is entering into this License in its capacity as a property owner with a proprietary interest in the License Area and not as a regulatory agency with police powers. Nothing in this License will limit in any way Licensee’s obligation to obtain any required regulatory approvals from City departments, boards, or commissions or other governmental regulatory authorities, or limit in any way City's exercise of its police powers.

19. C
ity ’s Right to Cure Defaults by Licensee. If Licensee fails to perform any of its obligations under this License to restore the License Area or repair damage, or if Licensee defaults in the performance of any of its other obligations under this License, then City may, at its sole option, remedy the failure for Licensee’s account and at Licensee's expense by providing Licensee with three (3) days’ prior written or oral notice of City’s intention to cure the default (except that no prior notice will be required in an emergency as determined by City). No actions taken by City will be construed as a waiver of any rights or remedies of City under this License or otherwise, and nothing in this License will imply any duty of City to do any act that Licensee is obligated to perform. Licensee will pay to City on demand, all costs, damages, expenses, or liabilities incurred by City, including reasonable attorneys' fees, in remedying or attempting to remedy the default.

Licensee’s obligations under this Section will survive the termination of this License.

20. No
Cost , Liens . Licensee will bear all costs or expenses of any kind or nature in connection with its use of the License Area, and will keep the License Area free and clear of any liens or claims of lien arising out of or in any way connected with its use of the License Area.

21. I ndemnity . Licensee will indemnify, defend, and hold harmless City, as well as its commissions, departments, boards, officers, agents, employees, contractors or subcontractors, and each of them, from and against all demands, claims, legal or administrative proceedings, losses, costs, penalties, fines, liens, judgments, damages, and liabilities of any kind (collectively, “Losses”), arising in any manner out of (a) any injury to or death of any person or damage to or destruction of any property occurring in, on, or about the License Area, or any part of it, whether the person or property of Licensee, its Agents, its Invitees, or third persons, relating in any manner to any use or activity by Licensee; (b) any failure by Licensee to faithfully observe or perform any of the terms, covenants, or conditions of this License; (c) the use of the Licens e Area or any activities conducted by Licensee, its Agents, or Invitees; or (d) any release or discharge, or threatened release or discharge, of any Hazardous Material caused or allowed by Licensee, its Agents, or Invitees, on, in, under, or about the License Area, any improvements on the License Area, or into the environment; except solely to the extent of Losses resulting directly and solely from the willful misconduct of City or City’s authorized representatives. The foregoing indemnity includes reasonable attorneys' and consultants' fees, investigation and remediation costs, and all other reasonable costs and expenses incurred by the indemnified parties, including damages for DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 13 decrease in the value of the License Area and claims for damages or decreases in the value of adjoining property. Licensee specifically acknowledges and agrees that it has an immediate and independent obligation to defend City from any claim that actually or potentially falls within this indemnity provision even if the allegation is or may be groundless, fraudulent, or false, which obligation arises at the time the claim is tendered to Licensee by City and continues at all times thereafter. Licensee's obligations under this Section will survive the expiration or other termination of this License

22. Waiver of Claims; Waiver of Consequential and Incidental Damages . Neither City nor any of its officers, agents, or employees, will be liable for any damage to the property of Licensee, its Agents, Invitees, officers, or employees, or for any bodily injury or death to any persons, resulting or arising from the condition of the License Area or its use by Licensee.

Licensee acknowledges that this License is freely revocable by City and in view of that fact, Licensee expressly assumes the risk of making any expenditures in connection with this License, even if the expenditures are substantial. Without limiting any indemnification obligations of Licensee or other waivers contained in this License and as a material part of the consideration for this License, Licensee fully RELEASES, WAIVES, AND DISCHARGES forever any and all claims, demands, rights, and causes of action against, and covenants not to sue City, their agents, officers, employees, and all persons acting by, through or under each of them, under any present or future laws, statutes, or regulations, including any claim for inverse condemnation or the payment of just compensation under the law of eminent domain, or otherwise at equity, if City exercises its right to revoke or terminate this License.

Licensee acknowledges that it will not be a displaced person at the time this License is terminated or revoked or expires by its own terms, and Licensee fully RE LEASES AND DISCHARGES forever any and all claims, demands, rights, and causes of action against, and covenants not to sue, City, their officers, agents, employees, and all persons acting by, through or under each of them, under any present or future laws, statutes, or regulations, including any and all claims for relocation benefits or a ssistance from City under federal and state relocation assistance laws (including California Government Code Section 7260 et seq.).

In connection with the foregoing re leases, Licensee acknowledges that it is familiar with Section 1542 of the California Civil Code, which reads:

A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.

Licensee acknowledges that the releases contained in this License includes all known and unknown, disclosed and undisclosed, and anticipated and unanticipated claims. Licensee acknowledges that it has agreed to this License with full knowledge of this waiver and the effect of this waiver, and, being fully aware of the consequences, Licensee intends to waive the benefit of Civil Code Section 1542, or any statute or other similar law now or later in effect. The releases contained in this License will survive any termination of this License.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 14 23. “As Is” Condition of License Area; Disability Access; Disclaimer of Representations.

Licensee accepts the License Area in its “AS IS” condition, without representation or warranty of any kind by City, its officers, agents, or employees, including the suitability, safety, or duration of availability of the License Area or any facilities on the License Area for Licensee's use. Without limiting the foregoing, this License is made subject to all applicable laws, rules, and ordinances governing the use of the License Area, and to any and all covenants, conditions, restrictions, easements, encumbrances, claims of title, and other title matters affecting the License Area, whether foreseen or unforeseen, and whether those matters are of record or would be disclosed by an accurate inspection or survey. It is Licensee's sole obligation to conduct an independent investigation of the License Area and all matters relating to its use of the License Area, including the suitability of the License Area for its uses. Licensee, at its own expense, will obtain all permissions or other approvals from any third parties with existing rights as may be necessary for Licensee to make use of the License Area in the manner contemplated under this License.

Under California Civil Code Section 1938, to the extent applicable to this License, Licensee is hereby advised that the License Area has not undergone inspection by a Cer tified Access Specialist (“CASp ”) to determine whether it meets all applicable construction -related accessibility requirements. A CASp can inspect the License Area and determine if it complies with all the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the License Area, City may not prohibit Licensee from obtaining a CASp inspection of the License Area for the occupancy or potential occupancy of Licensee if requested by Licensee. City and Licensee will mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the CASp inspection fee, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the License Area.

24. Repair of Damage. If any portion of the License Area, the Community Hub, the Building, or any property of City located within, on, or about the License Area is damaged by Licensee, its Agents, Invitees, officers, or employees, or as a result of any activities conducted by Licensee, its Agents, Invitees, officers, or employees, City may, at Licensee’s expense, repair any and all damage and restore the License Area or property to its previous condition.

25. Si
gns . Licensee will not place, erect, or maintain any sign, advertisement, banner, or similar object in, on, or about the License Area, except for any temporary sign that is necessary for Licensee's use within the License Area so long as Licensee first obtains City’s written consent, which City may give or withhold in its sole discretion.

26. No Assignment . This License is personal to Licensee and will not be assigned, conveyed, or otherwise transferred by Licensee under any circumstances. Any attempt to assign, convey, or otherwise transfer this License will be null and void and cause the immediate termination and revocation of this License.

27. C
ess ation of Use. Licensee will not terminate its activities on the License Area without prior written notice to City.

28. S pecial Provisions
(a) City’s Option to Relocate Licensee. At any time after Licensee’s execution of this License, City will have the one -time right to provide Licensee with a similar workstation DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 15 elsewhere in the Building and Licensee, at its cost, will move to that workstation within thirty (30) days. If the new workstation is not reasonably satisfactory to Licensee, Licensee may terminate this License by providing City with written notice of termination within fifteen (15) days after receiving City’s notice. Licensee’s failure to reject the relocation space within that fifteen - (15)- day period will be deemed acceptance of the new workstation. If Licensee accepts the new workstation, then this License and all of its terms and covenants and conditions will remain in full force and effect, the revised floor plan will become part of this License and will reflect the location of the new workstation, and the Use Fee will be adjusted proportionately to reflect the new workstation.
(b) Community Service Obligations . CCSC will utilize the License Area for administrative and general office purposes to facilititate CCSC’s provision of education, training, mentoring, case management, and job placement services to the Local Community. CCSC will employ two ( 2) full-time employees at the Community Hub workstations. Services provided by CCSC will include hospitality/culinary job training and placement programs, CityBuild Academy Construction Service training programs, Construction Career Development Services, Environmental Education Programs, summer youth programs, and Families in Transition (a high school youth-led program).
(c) R
eporting to the Southeast Community Facility Commission . Beginning three (3) months after the Commencement Date and each three (3) months thereafter, Licensee will complete the form attached as Exhibit G [Reporting Form] CCSC as Licensee’s quarterly written report to the Southeast Community Facility Commission. City reserves the right, at any time during the term, on thirty (30) days’ notice to change or add to Exhibit H including but not limited to having Tenant submit electronically such data online in a form as required by City. In addition, a knowledgeable officer of Licensee’s management will attend a Southeast Community Facilities Commission meeting to present and discuss each quarterly report within thirty (30) days of the due date of such report.
(d) S
pecial Administrative Charges . Without limiting City’s other rights and remedies set forth in this License, at law, or in equity, if Licensee (i) constructs or installs any Alteration without City’s written approval as requir ed by Section 10 [ No Alterations Without City’s Prior Written Approval] of this License, (ii) fails to provide evidence of the required insurance coverage described in Section 18 [Insurance] above on a timely basis, or (iv) intentionally omitted, then, upon City’s written notice of such failure or unauthorized action, Licensee will pay to City , the amount specified in the table below in consideration of City’s administrative cost and expense in providing notice or performing inspections. If Licens ee fails to provide the necessary document within the time period set forth in such notice , and City may terminate this License.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 16 Violation License
Section
Initial
inspection
and/or notice
Follow up
inspection
and/or notice
Installation of Alterations that are
not approved by City
10 $700.00 $800.00

Failure to obtain/maintain insurance 18 $600.00 $700.00

Failure to fulfill Licensee’s
Reporting Obligations
29(b) $500.00 $600.00
The Parties agree that the charges set forth in this Section represent a fair and reasonable estimate of the administrative cost and expense that City will incur in connection with providing notices or performing inspections as set forth above and that City’s right to impose the foregoing charges is in addition to and not in lieu of any and all other rights under this License, at law or in equity. The administrative charges set forth in this Section 29 will be increased on each Adjustment Date by three percent (3%).

29. N otices . Except as otherwise expressly provided in this License, any notices given under this License will be effective only if in writing and given by delivering the notice in person, by sending it first class mail or certified mail, with a return receipt requested, or overnight courier, return receipt requested, with postage prepaid, addressed as follows:

City: San Francisco Public Utilities Commission
Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, California 94102
Attn: Real Estate Director
Re: 1550 Evans Avenue – Community Hub
Telephone: (415) 487-5210
Email:

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 17 and to: Office of the City Attorney
City Hall, Room 234
1 Dr. Carlton B. Goodlett Place
San Francisco, California 94102-4682
Attn: Real Estate & Finance Group
Re: 1550 Evans Avenue – Community Hub
Licensee: Charity Cultural Services Center
731 -747 Commercial Street
San Francisco, CA 94108
Attn: Executive Director
Telephone: (415) 989-8224
Email: [email protected]

Notices under this License will be deemed given two (2) days after the date when it has been mailed if sent by first class, certified or overnight courier, or on the date personal delivery is made.

For convenience of the Parties, copies of notices may be sent by email, but no notice sent only by email will be deemed given and will not be binding on the Parties.

30. Severability. If any provision of this License or the application of a provision of this License to any person, entity, or circumstance is invalid or unenforceable, the remainder of this License, or the application of the provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected, and each other provision of this License will be valid and be enforceable to the fullest extent permitted by law, except to the extent that enforcement of this License without the invalidated provision would be unreasonable or inequitable under all the circumstances or would frustrate a fundamental purpose of this License.

31. C
ooperative Drafting. This License has been drafted through a cooperative effort of both Parties, and both P arties have had an opportunity to have this License reviewed and revised by legal counsel. No party will be considered the drafter of this License, and no presumption or rule that an ambiguity will be construed against the party drafting the clause will apply to the interpretation or enforcement of this License.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 18 (i) If Licensee consists of more than one person then the obligations of each person will be joint and several. (j) Licensee may not record this License or any memorandum of this License. (k) Subject to the prohibition against assignments or other transfers by Licensee hereunder, this License will be binding upon and inure to the benefit of the Parties and their respective heirs, representatives, successors, and assigns. (l) Any sale or conveyance of the property burdened by this License by City will automatically revoke this License. (m) Notwithstanding anything to the contrary contained in this License, no officer or employee of City has authority to commit City to this License unless and until a resolution of the SFPUC has been duly adopted approving this License and authorizing the transaction contemplated by this License. Therefore, any of City’s obligations or liabilities pursuant to or under this License are contingent upon enactment of such a resolution, and this License will be null and void if, at its sole discretion, the SFPUC does not approve this License. (n) Each of the persons executing this License on Licensee’s behalf do hereby represent and warrant that Licensee is a duly formed or organized (as applicable) and validly existing entity under the laws of California, that Licensee is in good standing and qualified to do business in California (and covenants to maintain such status during the term of this License), that Licensee has full right and authority to enter into this License, and that each and all of the persons signing on behalf of Licensee are authorized to do so. Upon City’s request, Licensee will provide City with evidence reasonably satisfactory to City confirming the foregoing representations and warranties. (o) Except as expressly provided to the contrary, all approva ls, consents, and determinations to be made by City under this License may be made at City’s sole and absolute discretion. (p) Whenever this License requires City’s or the SFPUC’s consent or approval, the General Manager of the SFPUC, or his or her designee, is authorized to provide such consent or approval, except as otherwise provided by applicable Laws, including City’s Charter, or by the SFPUC’s Real Estate Guidelines. No consent, approval, election, or option will be effective unless given, made, or exercised in writing. (q) This License may be executed in two or more counterparts, each of which will be deemed an original, but all of which taken together will constitute one and the same instrument. (r) Use of the word “including” or similar words will not be construed to limit any general term, statement, or other matter in this License, whether or not language of non-limitation, such as “without limitation” or similar words, are used. .
[SIGNATURES ON FOLLOWING PAGE]

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 19 LICENSEE: Charity Cultural Services Center
a California nonprofit public benefit corporation

By: ____________________________________
Print Name: Ashley Cheng
Its: Executive Director
Date: __________________________
CITY: CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation

By: ____________________________________
DENNIS J. HERRERA
General Manager
San Francisco Public Utilities Commission
Date: : ___________________________________
APPROVED AS TO FORM:

DAVID CHIU
City Attorney

By:____________________________
Elizabeth A. Dietrich
Deputy City Attorney

Authorized by
San Francisco Public Utilities
Commission
Resolution
No. _________________________
Adopted:________________________

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 12/28/2022 | 4:20:20 PM PST

Exh. A

EXHIBIT A
Site Plan of the Building and the Property

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 Exh. A-1
EXHIBIT A-1
Floor Plan
[see attached]

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 Exh. B

EXHIBIT B
License Area
[see attached]

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 Exh. C

EXHIBIT C
Common Area Classrooms and Meeting Room
[see attached]

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EXHIBIT D
Standard Utilities and Services
The standards set forth below describe the basic utilities and services presently in effect for the Building. City reserves the right to adopt any nondiscriminatory modifications and additions to the standards that do not materially impair Licensee’s rights under this License or Licensee’s use of the License Area. City will give Licensee reasonable advance notice, in accordance with the provisions of this License, of any material modifications and additions, which will be subject to Licensee’s reasonable approval.

Subject to the terms and conditions of this License, City will provide the following basic utilities and services:

A. Elevator . Unattended automatic passenger elevator facilities serving the floor(s) on which the License Area are located, on a 24-hours a day, 7-days a week basis.

B. V entilation; Heating and Air -Conditioning. Ventilation to the License Area, and air-conditioning and heating to the License Area in season, Monday through Friday, except holidays generally recognized in the City of San Francisco, from 7:00 a.m. to 6:00 p.m., and at the temperatures and in the amounts as City deems reasonably necessary for the comfortable occupancy of the License Area, subject to applicable Laws. No member of Licensee nor its Agents or Invitees may alter, adjust, tamper with, or in any manner affect the installations or facilities supplying climate control to the Building or the License Area.

C. E
lectricity . Electric current to the License Area on a 24-hours a day, 7-days a week basis, in a quantity as reasonably determined by City to service standard office lighting and normal fractional horsepower office machines. No member of Licensee nor its Agents or Invitees may connect any apparatus or device with wires, conduits, or pipes, or other means by which the services are supplied, for the purpose of using additional or extraordinary amounts of the services without City’s prior written consent. At all times, use of electric current by any member of Licensee or its Agents or Invitees may not exceed th e capacity of feeders to the Building or the risers or wiring installation, except as provided in working drawings to City.

D. Wat
er . Water available at current points of supply in public areas for drinking and lavatory purposes only, and on a 24-hours a day, 7-days a week basis.

E. Jan itorial Service . Building standard janitorial service to the License Area on a 5-days per week basis, Monday through Friday, except holidays generally recognized in the City of San Francisco, provided the License Area is kept reasonably in order by Licensee. Licensee will pay to City any cost incurred by City in excess of the services generally provided for other licensees in the Building. Licensee also will pay City the cost of removal of any of Licensee’s extraordinary refuse, recycling, or rubbish.

F. R
efuse. Licensee will abide by all current and future composting, recycling, and refuse rules established by City.

G. P est Control. Licensee will abide by all current and future pest control rules established by City
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 Exh. E

EXHIBIT E
Rules and Regulations

1. Licensee acknowledges and agrees that the Building is an open space concept collaborative building, and therefore, Licensee is solely responsible for securing, storing, and removing its equipment including laptops, cell phones, personal belongs, and confidential m aterials. City has no responsibility for theft or damage of any kind for any such equipment and materials.

2. Licensee may not obstruct the sidewalks, halls, passages, exits, entrances, elevators, and stairways of the Building or use them for any purpose other than for ingress to and egress from the License Area. City retains the right to control and prevent access to the halls, passages, exits, entrances, elevators, trash collection area, and stairways that are not for the use of the general public, and City retains the right to control and prevent access of all persons whose presence in City’s judgment would be prejudicial to the safety, character, reputation, and interests of the Building and its tenants, but that nothing in these Rules and Regulations may be construed to prevent access to persons with whom Licensee normally deals in the ordinary course of its business, unless those persons are engaged in illegal activities. Licensee may not go on the roof of the Building.

3. No sign, placard, picture, art, name, advertisement, or notice may be installed or displayed by Licensee on any part of the outside or inside of the Building, the Common Areas, or the License Area without City’s prior written consent. At Licensee’s expense and without notice, City may remove any item installed or displayed in violation of this rule. All approved items will be printed, painted, affixed, or inscribed at Licensee’s expense by a person approved by City, which approval will not be unreasonably withheld. Material visible from outside the Building will not be permitted.

4. The License Area and Common Areas may not be used by Licensee for lodging of any kind.

5. Licensee may not cook or permit cooking on the License Area, except that Licensee’s use of City pre-approved appliances such as Underwriters’ Laboratory -approved portable equipment for brewing coffee, tea, hot chocolate, and similar beverages is permitted if done in accordance with all applicable Laws.

6. Licensee will not employ any person or persons other than City’s janitor to clean the License Area, unless City otherwise agrees in writing. Except with City’s written consent, no person or persons other than those approved by City, which approval may be conditioned on prior proof of appropriate insurance, will be permitted to enter the Building to clean the License Area or provide other services. Licensee will not cause any unnecessary labor because of Licensee’s carelessness or indifference in the preservation of good order and cleanliness and will follow all instructions for the disposal of refuse.

7. Licensee will not employ any person or persons other than City’s maintenance staff to repair the License Area or the furniture unless City otherwise agrees in writing, which approval may be conditioned on prior proof of appropriate insurance. Except with City’s written consent, no person or persons other than those approved by City will be permitted to enter the Building for any addition, alteration, or repair of the License Area. Licensee will not cause any unnecessary DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 Exh. E
labor because of Licensee’s carelessness or indifference in the preservation of good order and appropriate use of the Building systems.

8. City will furnish Licensee with two (2) initial keys to the License Area, free of charge.

City may make a reasonable charge for ad ditional keys and for having locks changed. Licensee will not make or have made additional keys without City’s prior written consent, which consent will not be unreasonably withheld or delayed. Licensee will not alter any lock or install any new or addit ional locking devices without City’s prior written consent. All locks installed in the License Area, excluding Licensee’s vaults and safes, or special security areas (which will be designated by Licensee in a written notice to City), will be keyed to the Building master key system. City may make reasonable charge for any additional lock or any bolt (including labor) installed on any door of the License Area. Licensee, on the termination of its tenancy, will deliver to City all keys to doors in the Licens e Area. If Licensee loses any keys, Licensee will pay City for the cost of re-keying the License Area and, if necessary, the Building.

9. Licensee will schedule with City, by written notice given no less than five (5) business days in advance, its move into or out of the Building. Moving may occur only on weekend days unless otherwise permitted by City. Licensee will reimburse City on demand for any additional security or other charges incurred by City as a consequence of Licensee’s moving. The persons employed by Licensee to move equipment or other items in or out of the Building must provide insurance in advance, acceptable to City naming City as an additional insured

10. All loading and unloading of merchandise, supplies, materials, garbage, and refuse will be through the doors and at the times as City may designate. For deliveries to the Building, Licensee may not obstruct or permit the obstruction of the Common Areas, and at no time may Licensee park vehicles in the loading or parking areas except for immediate loading and unloading purposes.

11. Licensee is responsible for adequately protecting the floors, corners, and corridor walls used in the delivery or moving of merchandise, equipment, materials, supplies, furniture, or other items brought into or out of the Building. Licensee will only use hand-trucks in the License Area or the Common Areas of the Building that are equipped with rubber tires and side guards. No vehicles of any kind may be brought by Licensee into the Building or kept in or about the License Area. If considered necessary by City, City may require floor protection of a thickness necessary to properly distribute the weight of the objects. City will not be responsible for loss of or damage to any of Licensee’s property from any cause. All damage done to the Building by any delivery or moving Licensee’s property or merchandise will be repaired at the expense of Licensee.

12. Licensee may not use or keep in the License Area or the Building any kerosene, gasoline, or flammable, combustible, or noxious fluid or materials or use any method of hea ting or air conditioning other than those limited quantities necessary for the operation and maintenance of normal office equipment. Licensee will not use, keep, or permit or suffer the License Area to be occupied or used in a manner offensive or objectionable to City or other occupants of the Building because of noise, odors, and/or vibrations, or interfere in any way with other occupants or those having business in the Building.

13. City reserves the right to exclude from the Building between the hours of 6 p.m. and 8 a.m. and at all hours on Saturdays, Sundays, and legal holidays all persons who do not present a pass to the Building signed by City and properly in the possession of the person presenting the pass.

City will furnish passes to persons as reques ted by Licensee in writing. Licensee will be DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 Exh. E
responsible for all persons for whom it requests passes and will be liable to City for all acts of those persons. City will in no case be liable for damages for any error with regard to the admission to or exc lusion from the Building of any person. In the case of invasion, mob, riot, public excitement, or other circumstances rendering action advisable in City’s opinion, City reserves the right to prevent access to the Building by any action as City may deem appropriate, including closing any doors in the Building.

14. The directory of the Building will be provided for the display of the name and location of occupants. City reserves the right to exclude any names from the directory. City must approve any additional name that Licensee desires to place on the directory and, if so approved, a charge will be made for each name.

15. Licensee may not cut or bore holes for wires in the partitions, woodwork, or plaster of the License Area. Licensee may not affix any floor covering to the floor of the License Area in any manner except as approved by City.

16. No curtains, draperies, blinds, shutters, shades, screens, or other coverings, hangings or decorations may be attached to, hung or placed in, or used in connection with any wi ndow of the Building without City’s prior written consent.

17. Licensee will ensure that the doors of the License Area are closed and locked and that all water faucets, water apparatus, and utilities are shut off before Licensee leaves the License Area each day, to prevent waste or damage. For any Licensee default or carelessness, Licensee will pay for, repair, or otherwise compensate for all injuries and damages sustained by other occupants or occupants of the Building or City. On multiple -tenancy floors, all occupants will keep the doors to the Building corridors closed at all times except for ingress and egress, and all occupants.

Licensee will at all times comply with any rules or orders of the fire department with respect to ingress and egress.

18. The toilet rooms, toilets, urinals, wash bowls, and other apparatus may not be used for any purpose other than that for which they were constructed, and no foreign substance of any kind whatsoever may be deposited in them. The expense of any breakage, stoppage, or damage resulting in any violation of this rule will be borne by Licensee.

19. Except with City’s prior written consent, Licensee may not store, sell, or permit the sale from the License Area of, or use or permit the use of any sidewalk or Common Areas for the sale of, newspapers, magazines, periodicals, theater tickets, or any other goods or merchandise.

Licensee may not carry on, or permit, or allow any employee or other person to carry on, any business in or from the License Area or any other portion of the Building for the service or accommodation of occupants, and the License Area may not be used for manufacturing of any kind, or for any business or activity other than that specifically provided for in this License.

20. Licensee may not install any radio or te levision antenna, loudspeaker, or other device on or about the roof area or exterior walls of the Building or in the Common Areas. Licensee will not interfere with radio or television broadcasting or reception from or in the Building or elsewhere.

21. Licensee will store all its trash and garbage within the License Area. No materials may be placed in the Common Area , Common Area trash boxes or receptacles . If the materials are of a nature that it may not be disposed of in the ordinary and customary manner of recycling, removing DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 Exh. E
and disposing of trash and garbage in the City of San Francisco (for example batteries), Licensee, at its cost, is responsible for such disposal.

22. Canvassing, soliciting, peddling, or distribution of handbills or any other written mate rial in the Building is prohibited and Licensee will cooperate to prevent the forgoing.

23. Upon City’s request (which request need not be in writing), Licensee will immediately reduce its lighting and equipment for temporary periods designated by City, when r equired in City’s judgment to prevent overloads of the mechanical or electrical systems of the Building.

24. City reserves the right to select the name of the Building and change of name as it deems appropriate from time to time, and Licensee will not refer to the Building by any name other than (a) the name as selected by City (as the same may be changed from time to time), or (b) the postal address approved by the United States Post Office. Licensee will not use the name of the Building in any respect other than as an address of its operation in the Building without City’s prior written consent.

25. Licensee assumes all responsibility for protecting its License Area from theft, robbery, pilferage, and damage, which includes keeping doors locked and other means of entry closed.

26. No vending machine may be maintained or operated within the License Area or the Building without City’s prior written consent.

27. All incoming mail and package deliveries will be received at the area in the Building designated by City for that purpose and distributed through means established by City. No messenger or other delivery personnel will be permitted to enter any area of the Building other than the area designated by City for the pick-up and receipt of deliveries.

28. City reserves the right to exclude or expel from the Building any person who is, in City’s judgment, intoxicated or under the influence of alcohol or other drug, or who is in violation of any of these Rules and Regulations of the Building.

29. No animal or bird is permitted in the License Area or the Building, except for trained service animals when in the company of their masters.

30. The requirements of Licensee will be attended to only on request received by telephone or writing or in person at t he management office of the Building. City employees will not perform any work or do anything outside of their regular duties unless under special instructions from City.

31. City may waive any one or more of these Rules and Regulations for the benefit of any particular licensee or tenant, but no waiver by City may be construed as a waiver of these Rules and Regulations in favor of any other licensee or tenant or prevent City from later enforcing any Rules and Regulations against any or all of the occupants of the Building.

32. Wherever the word “tenant” or “Licensee” occurs in these Rules and Regulations, it means tenant’s or Licensee’s associates, agents, clerks, employees, and visitors. Wherever the word “City” occurs in these Rules and Regulations, it means City’s assigns, agents, officers, employees, and visitors.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430 Exh. E

33. These Rules and Regulations are in addition to and will not be construed in any way to modify, alter, or amend, in whole or part, the terms, covenants, agreements, and conditions of the License of the License Area in the Building.

34. City reserves the right to make other and reasonable rules and regulations as in its judgment may be needed from time to time for the safety, care, and cleanliness of the Building, and for the preservation of good order.

35. Licensee will be responsible for the observance of all the Rules and Regulations by Licensee’s employees, agents, clients, customers, invitees, and guests.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. F

EXHIBIT F
City Requirements

1. No Joint Ventures or Partnership; No Authorization . This License does not create a partnership or joint venture between City and Licensee as to any activity conducted by Licensee on, in, or relating to the License Area. Licensee is not a State actor with respect to any activity conducted by Licensee on, in, or under the License Area. The giving of this License by City does not constitute authorization or approval by City of any activity conducted by Licensee on, in, or relating to the License Area.

2. Ma cB ride Principles – Northern Ireland . The provisions of San Francisco Administrative Code Section 12F are incorporated into this License by this reference and made part of this License. By signing this License, Licensee confirms that Licensee has read and understood that City urges companies doing business in Northern Ireland to resolve employment inequities and to abide by the MacBride Principles, and urges San Francisco companies to do business with corporations that abide by the MacBride Principles.

3. No
n -Discrimination.
(a) Covenant Not to Discriminate . In the performance of this License, Licensee will not discriminate against any employee of, any City employee working with Licensee, or applicant for employment with Licensee, or against any person seeking accommodations, advantages, facilities, privileges, services, or membership in all business, social, or other establishments or organizations, on the basis of the fact or perception of a person’s race, color, creed, religion, national origin, ancestry, age, height, weight, sex, sexual orientation, gender identity, domestic partner status, marital status, disability, or Acquired Immune Deficiency Syndrome or HIV status (AIDS/HIV status), or association with members of those protected classes, or in retaliation for opposition to discrimination against those classes. (b) S
ubcontracts . Licensee will include in all subcontracts relating to the License Area a non-discrimination clause applicable to the subcontractor in substantially the form of Subsection (a) above. In addition, Licensee will incorporate by reference in all subcontracts the provisions of Sections 12B.2(a), 12B.2(c)-(k), and 12C.3 of the San Francisco Administrative Code and will require all subcontractors to comply with those provisions. Licensee’s failure to comply with the obligations in this Subsection will constitute a material breach of this License. (c) No
n -Discrimination in Benefits. Licensee does not as of the date of this License and will not during the T erm of this License, in any of its operations in San Francisco, on real property owned by City, or where the work is being performed for City or elsewhere within the United States , discriminate in the provision of bereavement leave, family medical leave, health benefits, membership or membership discounts, moving expenses, pension and retirement benefits, or travel benefits, as well as any benefits other than the benefits specified above, between employees with domestic partners and employees with spouses, and/or between the domestic partners and spouses of the employees where the domestic DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. F
partnership has been registered with a governmental entity under state or local law authorizing the registration, subject to the conditions set forth in Section 12B.2(b) of the San Francisco Administrative Code.
(d) Condition to License. As a condition to this License, Licensee will execute the “Chapter 12B Declaration: Nondiscrimination in Contracts and Benefits” form (Form CMD-12B-101) with supporting documentation and secure the approval of the form by the San Francisco Contract Monitoring Division (the “ CMD”).

Licensee represents that prior to execution of this License, (i) Licensee executed and submitted to the CMD Form CMD -12B-101 with supporting documentation, and (ii) the CMD approved the form.
(e) I
ncorporation of Administrative Code Provisions by Reference. The provisions of Chapters 12B and 12C of the San Francisco Administrative Code relating to non-discrimination by parties contracting for the use of City property are incorporated in this Section by reference and made a part of this License as though fully set forth. Licensee will comply fully with and be bound by all of the provisions that apply to this License under those Chapters of the Administrative Code, including but not limited to, the remedies provided in those Chapters.

Without limiting the foregoing, Licensee understands that under Section 12B.2(h) of the San Francisco Administrative Code, a penalty of Fifty Dollars ($50) for each person for each calendar day during which that person was discriminated against in violation of the provisions of this License may be assessed against Licensee and/or deducted from any payments due Licensee.

4. T
ropical Hardwoods and Virgin Redwood Ban . City urges companies not to import, purchase, obtain, or use for any purpose, any tropical hardwood, tropical hardwood wood product, virgin redwood, or virgin redwood wood product, except as expressly permitte d by the application of San Francisco Environment Code S ections 802(b) and 803(b).

Licensee will not, except as permitted by the application of S ections 802(b) and 803(b), use or incorporate any tropical hardwood, tropical hardwood wood product, virgin redwood, or virgin redwood wood product in the performance of this License.

Exh. F
any subcontractor listed in the contract; and any committee that is sponsored or controlled by Licensee; and (ii) within thirty (30) days of the submission of a proposal for the contract, the City department seeking to enter into the contract must notify the Ethics Commi ssion of the parties and any subcontractor to the contract. Additionally, Licensee certifies it has informed each of the persons described in the preceding sentence of the prohibitions contained in Section 1.126 by the time it submitted a proposal for the contract to the City, and has provided the names of the persons required to be informed to the City department seeking to enter into that contract within thirty (30) days of submitting its contract proposal to the City department receiving that submittal, and acknowledges the City department receiving that submittal was required to notify the Ethics Commission of those persons.

6. Possessory Interest Taxes. Licensee recognizes and understands that this License may create a possessory interest subject to property taxation and that Licensee may be subject to the payment of property taxes levied on that interest under applicable law. Licensee agrees to pay taxes of any kind, including possessory interest taxes, if any, that may be lawfully assessed on Licensee's interest under this License or use of the License Area and to pay any other taxes, excises, licenses, license charges, or assessments based on Licensee's usage of the License Area that may be imposed on Licensee by applicable law. Licensee will pay all of the charges when they become due and payable and before delinquency.

San Francisco Administrative Code Sections 23.38 and 23.39 require that certain information relating to the creation, renewal, extension, assignment, sublicense, or other transfer of this License be provided to the County Assessor within sixty (60) days after the transaction. Accordingly, Licensee must provide a copy of this License to the County Assessor not later than sixty (60) days after the commencement date of this License, and any failure of Licensee to timely provide a copy of this License to the County Assessor will be a default under this License. Licensee also will timely provide any information that City may request to ensure compliance with this or any other reporting requirement.

7. Restriction on the Use of Pesticides. Licensee will not use or apply or allow the us e or application of any pesticide, as defined in Section 12753 of Chapter 2 of Division 7 of the California Food and Agricultural Code, on the License Area, or contract with any party to provide pest abatement or control services to the License Area. Licensee will comply with Chapter 3 of the San Francisco Environment Code.

8. P
rohibition of Tobacco Sales and Advertising. Licensee acknowledges and agrees that no advertising of cigarettes or tobacco products is allowed in the License Area. This advertising prohibition includes the placement of the name of a company producing cigarettes or tobacco products or the name of any cigarette or tobacco product in any promotion of any event or product. In addition, Licensee acknowledges and agrees that no Sales, Manufacture, or Distribution of Tobacco Products (as such capitalized terms are defined in Health Code Section 19K.1) is allowed in the License Area. The prohibition against Sales, Manufacture, or Distribution of Tobacco Products does not apply to persons who are affiliated with an accredited academic institution where the Sale, Manufacture, and/or Distribution of Tobacco Products is conducted as part of academic research.

Exh. F
prohibition includes the placement of the name of a company producing alcoholic beverages or the name of any alcoholic beverage in any promotion of any event or product.

10. Drug-Free Workplace. Licensee acknowledges that under the Federal Drug -Free Workplace Act of 1989, the unlawful manufacture, distribution, possession, or use of a controlled substance under federal law is prohibited on City property, including the License Area. Licensee agrees that any violation of this prohibition by Licensee, its Agents, or Invitees will be a material breach of this License.

11. C
onflicts of Interest. Through its execution of this License, Licensee acknowledges that it is familiar with the provis ions of Article III, Chapter 2 of City's Campaign and Governmental Conduct Code, and Sections 87100 et seq. and sections 1090 et seq. of the Government Code of the State of California, and certifies that it does not know of any facts that would constitute a violation of those provisions, and agrees that if Licensee becomes aware of any such fact during the term of this License, Licensee will immediately notify City.

12. F
ood Service and Packaging Waste Reduction . Licensee will comply fully with and be bound by all of the provisions of the Food Service and Packaging Waste Reduction Ordinance, as set forth in the San Francisco Environment Code, Chapter 16, including the remedies provided in that chapter, and implementing guidelines and rules. The provisions of C hapter 16 are incorporated into this License by reference and made a part of this License as though fully set forth. This provision is a material term of this License.

Licensee acknowledges that Chapter 16 includes monetary penalties for violations of One Hundred Dollars ($100.00) for the first breach, Two Hundred Dollars ($200.00) for the second breach in the same year, and Five Hundred Dollars ($500.00) for subsequent breaches in the same year. Any assessment of those penalties will not limit City ’s rights under this License or otherwise for a breach of this Section, and are in addition to City’s rights and remedies under this License and at law or in equity.

13. S
an Francisco Packaged Water Ordinance . Licensee will comply with San Francisco Environment Code Chapter 24 (“ Chapter 24”). Licensee may not sell, provide, or otherwise distribute Packaged Water, as defined in Chapter 24 (including bottled water), in the performance of this License or on City property unless Licensee obtains a waiver from City’s D epartment of the Environment. If Licensee violates this requirement, City may exercise all remedies in this License and the Director of City’s Department of the Environment may impose administrative fines as set forth in Chapter 24.

14. S
ugar- Sweetened Beverage Prohibition. Licensee will not sell, provide, or otherwise distribute Sugar-Sweetened Beverages, as defined by San Francisco Administrative Code Chapter 101, as part of its performance of this License.

15. P ublic Records Disclosure. City's Sunshine Ordina nce (San Francisco Administrative Code Chapter 67) and the State Public Records Law (Government Code Section 6250 et seq.) apply to this License and any and all records, information, and materials submitted to City in connection with this License. Any such records, information, and materials may be subject to public disclosure in accordance with such laws. Licensee authorizes City to disclose any such records, information, and materials submitted to City.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. F

16. GASB 87 License Accounting . The Governmental Accounting Standards Board (“GASB”), an independent organization that establishes accounting and financial reporting standards for U.S. state and local governments, issued Statement 87 to improve certain reporting and accounting practices. Upon City’s request, Licensee agrees to complete a GASB checklist together with any other reasonably required information and provide the same to City in order to facilitate City’s collection and evaluation of information for City’s financial reporting purpose.

17. V
accination Policy. Licensee will comply with the requirements of the 38th Supplement to Mayoral Proclamation Declaring the Existence of a Local Emergency (“Emergency Declaration”), dated February 25, 2020, and the Contractor Vaccination Policy for Ci ty Contractors issued by the City Administrator (“Vaccination Policy”), as those documents may be amended from time to time. Capitalized terms used in this Section and not otherwise defined in this License have the meanings ascribed to them in the Emergen cy Declaration or Vaccination Policy. The requirements stated in the Emergency Declaration and Vaccination Policy are material terms and conditions of this License, which include but are not limited to, the following:
(a) Licensee will identify its Covered Employees who are or will be at the Premises, and will inform them of the COVID-19 vaccination requirements stated in City’s Vaccination Policy and the Emergency Declaration.
(b) Licensee will maintain a list of its Covered Employees by name and position, which list must not include the employees’ vaccination status. Licensee will update the list as needed to show all current Covered Employees, and Licensee will provide that list to City on request.
(c) Licensee will be responsible for determ ining the vaccination status of any Covered Employees working for any sublicensees under this License. Licensee will ensure that its covered subtenants submit required information to Licensee respecting their compliance with the Vaccination Policy.
(d) Licensee previously submitted to City the Attestation Form confirming its compliance with the Vaccination Policy , including Attachment A thereto respecting any medical or religious vaccination exemptions granted to its Covered Employees . Licensee will submit an updated Attachment A if Licensee assigns a new Covered Employee to work in the Premises who is eligible for an exemption under the Vaccination Policy. (e) Licensee will coordinate with the City to confirm that City can safely accommodate at the Premises any C overed Employee for whom Licensee has granted a medical or religious vaccination exemption, which may include ensuring that exempt employees who are accommodated comply with any required health and safety protocols.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G

EXHIBIT G
Reporting Form

TENANT’S REPORTING FORM

Organization
Organization Name
Reporting Period
Point of Contact: Name
Point of Contact: Title
Point of Contact: Phone Number
Point of Contact: Email Address

Programs
DESCRIPTION Program 1 Program 2 Program 3 Program 4 Program 5 Name of Program
Categories of Service (Categories below)
Priority Population Served (Categories
below)
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Program Description

Program Impact (Qualitative/Narrative -
describe program goals, challenges, best
practices, share a client success story etc.)

Program Website

SEE CATEGORIES BELOW

Categories of Service Priority
Populations
Financial Empowerment English Language
Learners

Economic Development Low Income

Jobs, Internships and Training Credit Deficient

Community Stabilization
Active or Formerly
Justice-Involved
Individuals

Health and Wellness Active or Former
Foster Care Youth

Family, Youth and Senior Services Unhoused or
Formerly Unhoused

Enviromental Education HOPE SF Residents

Arts Programming Individuals with
Disability

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G

Long-term
Unemployed (age
25 and older)

Public Benefits
Recipients

Public Housing
Residents

Employed

Underemployed
(age 25 and older)

Unemployed

Women and
Gender Minorities

Veterans (age 25
and older)

Data Unknown or
Unavailable.

Demographics
(enter the value (#) for each program)

CATEGORY Key Performance Indicator (KPI) Name of Program 1 Name of Program 2 Name of Program 3 Female
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Gender Identity
(only for program
clients age 12 and
older)
Male
Trans Male
Trans Female
Genderqueer or Gender Non-binary
Not listed, specified
Declined to state
Data Unknown or Unavailable
TOTAL
Age
(for all program
clients)
Youth (17 and under)
TAY (age 18 to 24)
Adults (age 25 to 54)
Older Adults (age 55 and over)
Declined to state
Data Unknown or Unavailable
TOTAL
Race and Ethnicity
(for all program
clients)
American Indian or Alaska Native, alone
Asian, alone
Black or African-American, alone
Hispanic, Latino, or Spanish
Middle Eastern or North African, alone
Native Hawaiian or Other Pacific Islander,
alone
White, alone
Other Race, alone
Two or More Races
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Declined to state
Data Unknown or Unavailable
TOTAL
Residence
(for all program
clients)
Zip Code 94016
Zip Code 94102
Zip Code 94103
Zip Code 94104
Zip Code 94105
Zip Code 94107
Zip Code 94108
Zip Code 94109
Zip Code 94110
Zip Code 94111
Zip Code 94112
Zip Code 94114
Zip Code 94115
Zip Code 94116
Zip Code 94117
Zip Code 94118
Zip Code 94119
Zip Code 94120
Zip Code 94121
Zip Code 94122
Zip Code 94123
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Zip Code 94124
Zip Code 94125
Zip Code 94126
Zip Code 94127
Zip Code 94129
Zip Code 94130
Zip Code 94131
Zip Code 94132
Zip Code 94133
Zip Code 94134
Zip Code 94137
Zip Code 94139
Zip Code 94140
Zip Code 94141
Zip Code 94142
Zip Code 94143
Zip Code 94144
Zip Code 94145
Zip Code 94146
Zip Code 94147
Zip Code 94151
Zip Code 94153
Zip Code 94154
Zip Code 94156
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Zip Code 94158
Zip Code 94159
Zip Code 94160
Zip Code 94161
Zip Code 94162
Zip Code 94163
Zip Code 94164
Zip Code 94171
Zip Code 94172
Zip Code 94177
Zip Code 94188
Zip Code other SF
Outside of San Francisco Resident
Declined to state
Data Unknown or Unavailable
TOTAL

Workforce
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
(enter the value (#) for each program)

CATEGORY Key Performance Indicator (KPI) Name of Program 1 Name of Program 2 Name of Program 3 School Enrollment - at
time of program entry Not in School
(for applicable
program clients) In Middle School
In High School
In GED Program
In Vocational Education Program
In Postsecondary Institution
Declined to state
Data Unknown or Unavailable
TOTAL
Educational
Attainment -
post program
completion
Less than High School Equivalent

(for applicable
program clients) High School Graduate (or equivalency)
Some College, no degree
Associate's Degree
Bachelor's Degree
Graduate Degree
Declined to state
Data Unknown or Unavailable
TOTAL
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Training Completion
and Industry Enrolled in English Language Service(s)
(for applicable
program clients) Completed Basic Skills Training Completed Job Readiness Training
Completed Training, Other (Not Voc. or Occ.)
INDUSTRY of Completed Vocational and/or
Occupational Skills Training
Accommodation and Food Services
Administrative and Support and
Waste Services
Arts, Entertainment, and Recreation
Construction
Crop and Animal Production
Educational Services
Finance and Insurance
Government
Health Care and Social Assistance
Information
Management of Companies and
Enterprises
Manufacturing
Mining, Quarrying, and Oil and
Gas Extraction
Other Services (except Public
Administration)
Professional, Scientific, and
Technical Services
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Real Estate and Rental and Leasing
Retail Trade
Transportation and Warehousing
Utilities
Wholesale Trade
Other, Non-Specified
Data Unknown or Unavailable
TOTAL
Employment
Placements and
Industry
Unsubsidized Job Placements

(for applicable
program clients) Subsidized Job Placements INDUSTRY of Employment Placements
Accommodation and Food Services
Administrative and Support and
Waste Services
Arts, Entertainment, and Recreation
Construction
Crop and Animal Production
Educational Services
Finance and Insurance
Government
Health Care and Social Assistance
Information
Management of Companies and
Enterprises
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Manufacturing
Mining, Quarrying, and Oil and
Gas Extraction
Other Services (except Public
Administration)
Professional, Scientific, and
Technical Services
Real Estate and Rental and Leasing
Retail Trade
Transportation and Warehousing
Utilities
Wholesale Trade
Data Unknown or Unavailable
TOTAL
Individual
Employment Earnings
Pre-Program (i.e.
taxable wages at
program intake)
Average Hourly Employment Earnings ($)
(Total Amount ($) of Hourly Earnings of
Clients/ Total # of Clients with Data
Available)

(only for applicable
program clients
age 18 and older)
# of Clients with Data Available

# of Clients with Data Unavailable
Individual
Employment
Earnings, Post-
Program (i.e. taxable
Average Hourly Employment Earnings ($)
(Total Amount ($) of Hourly Earnings of
Clients/ Total # of Clients with Data
Available)
DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
wages post program,
at job placement etc.)

(only for applicable
program clients
age 18 and older)
# of Clients with Data Available

# of Clients with Data Unavailable
Employment
Retention Clients employed 1 month after program
exit (regardless if different position or
employer).

(for applicable
program clients)

Clients employed 3 months after program
exit (regardless if different position or
employer).

Clients employed 6 months after program
exit (regardless if different position or
employer)
Clients employed 12 months after program
exit (regardless if different position or
employer).

Clients employed 18 months after program
exit (regardless if different position or
employer).

Clients employed 24 months after program
exit (regardless if different position or
employer).
# of Clients with Data Available
# of Clients with Data Unavailable

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G

Education
(enter the value (#,$, or%)) for each applicable program)

CATEGORY Key Performance Indicator (KPI) Name of Program 1 Name of Program 2 Name of Program 3 Student Achievement Percentile of our grade level cohorts scoring fair on standardized tests for Math
Percentage increase or decrease from prior
school year's percentile of the grade level
cohorts scoring fair on standardized tests for
Math
Percentile of our grade level cohorts scoring
fair on standardized tests for English
Percentage increase or decrease from prior
school year's percentile of the grade level
cohorts scoring fair on standardized tests for
English
The percentage of students who met or
exceeded a school district-defined level of
proficiency on the most recent Mathematics
benchmark test.

The percentage of students who met or
exceeded a school district-defined level of
proficiency on the most recent Literacy
benchmark test.

Discipline Referrals The percentage of currently enrolled students who have committed a disciplinary infraction
during the current school year.

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Number of students re-enrolled after taking a
restorative disciplinary break and successfully
completed the academic semester
Number of students referred to other
programs and/or services for support in
managing disciplinary issues
Program, organization, and/or service that
student was referred to
Attendance and
Enrollment Rates Average daily attendance
Limited English Proficiency (% enrollment)
Graduation Rates Percent of students on track to graduate during reporting period
Percent of students who successfully graduate
during reporting period
Percent of youth who applied and enrolled
successfully to college (JC, UC, and CSU)
Number of youth receiving financial assistance
Total dollar amount of application fee
financial assistance
Percent of youth receiving barrier removal
and wrap around support assistance received

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Referrals:

Referred to a priority service as specified in the
Lease Agreement: Financial Empowerment, Economic
Development, Jobs, Internships and Training,
Community Stabilization, Youth Programming, Senior
Services, Enviromental Education, Arts Programming
Received re-entry guidance provided with resources
to aide them towards a path to becoming a
productive contributor in San Francisco
Counseling
Services
Number of referrals made to the Therapist of the
Day by staff as well another staff from on-site CBOs
Number of youth in counseling who are referred to
internal or external Youth Development, Employment,
or Housing Services

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G
Events:

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. G

The above is true and correct, ______________________________ Tenant

_______________________________________________________________________

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. H

EXHIBIT H

INTERNET USAGE RULES AND REGULATIONS
The Building is equipped with limited Wi-Fi capabilities managed by a third-party contractor. All usage of the City Wi- Fi at the Building will be in accordance with the Children’s Internet Protection Act ( https://www.fcc.gov/consumers/guides/childrens-internet-protection-act) (“CIPA”), which generally limits content over the internet, which among other items, is inappropriate for minors. Licensees are subject to the same standards expected in a library or professional workplace regarding internet use. Internet access is provided solely for the Licensee's use in the conduct of its Permitted Use as defined in Section 5.1 (Permitted Use) of the License and the occasional and required use by the recipient of Licensee’s services.

Licensee will faithfully comply with both these City’s rules and regulations , which the City and CIPA (together “Internet Usage Rules and Regulations”) may amend from time to time. Failure to comply with the Internet Usage Rules and Regulations will be a default under the License. City and its third-party contractor will have the right to take all actions to terminate Licensee’s internet access immediately.

City and its third-party contractor will not be responsible for the non- performance of the Internet Usage Rules and Regulations by any other tenant or occupant of the Building. City and its third-party contractor will not be responsible for any outages or interruptions in inte rnet service.

City and its third -party contractor make no guarantee about the quality of the services provided and is not responsible for any claims, losses, damages, costs, or other obligations arising from the use of the Building’s internet service, network, or accounts. City and its third-party contractor will not be responsible for the accuracy or quality of the information obtained through Licensee access to the Building’s internet services. Any statement accessible on the computer network or the internet is understood to be the author's individual point of view and not that of the City and its third-party contractor, affiliates, or employees.

1. Licensee will be limited to ten (10) gigs of usage per month. Usage above this amount will be at City’s option and at Licensee’s cost.

2. Licensee will be solely responsible for the cost of connecting to the Building’s internet systems.

3. Licensee will not share passwords or allow anyone other than Licensee’s employees to access the Building’s internet systems. Personal use of the Building’s internet systems, such as streaming movies, is strictly prohibited.

4. Licensee will be responsible for the costs to correct, repair, or restore the Building’s internet systems caused by Licensee ’s downloading of malware, including ransomware.

5. Licensee will not use the internet connections for nefarious purposes nor access to offensive materials, including but not limited to pornography, obscene material, and other material that may be harmful to minors. City may also block or filter other content deemed inappropriate, lacking educational or work- related content, or posing a threat to the network.

6. Licensee will not use any website, application, or methods to bypass network filtering or perform any other unlawful activities.

Exh. H
store, or delete any electronic communications or files. Licensee will have no right to privacy while using the Building’s internet systems --including emails, cookies, and internet history.

8. City reserves the right to disclose any electronic activity, including electronic communications, to law enforcement officials or third parties, as appropriate and consistent with applicable law. City will fully cooperate with local, state, or federal officials in any lawful investigation concerning or relating to any illegal activities conducted through the Building’s internet systems.

9. Licensee may not engage in any of the activities prohibited by this policy when using or accessing the Building’s internet systems. If Licensee is uncertain whether the behavior is prohibited, they should contact SECC staff.

10. City reserves the right to take immediate action regarding activities that ( a) create security and/or safety issues for the SECC staff, visitors, tenant partners, SECC network or computer resources, or ( b) expends internet capacity on content SECC determines lacks legitimate purpose towards SECC mission and values, or (c) the City determines are inappropriate.

11. City reserves the right to establish additional usage protocols, including mandatory password changes
Below is a non-exhaustive list of examples of prohibited behavior:

1. Causing harm to others, damage to their property or City property, such as:
• Using, posting, or distributing profane, lewd, vulgar, threatening, or abusive language in any digital messaging platforms (email, instant, etc.) or professional social media sites.
• Accessing, using, posting, or distributing information or materials that are pornographic or otherwise obscene, advocate illegal or dangerous acts, or advocate violence or discrimination. If Licensees inadvertently access such information, they should immediately sever their connection to said content and disclose the inadvertent access to SECC staff.
• Accessing, posting, or distributing harassing, discriminatory, inflammatory, or hateful material, or making damaging or false statements about others. • Sending, posting, or otherwise distributing chain letters or engaging in spamming; illegal acquisition of other visitors’ information.
• Damaging computer equipment, files, data or the Building’s internet systems in any way, including spreading computer viruses, vandalizing data, software or equipment, damaging or disabling others’ electronic property, or engaging in conduct that could interfere or cause a danger of disruption to the Building’s programming or business environment;
• Using the Building’s internet systems in a manner that interferes with the appropriate use by Building visitors or the job duties of SECC or City staff or other tenants. • Downloading, posting, reproducing, or distributing music, photographs, video, or other works in violation of applicable copyright laws. Any music, photographs, and/or video should only be downloaded by Licensee during and for their job duties, and not for DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

Exh. H
personal purposes. If a work specifies how that work may be used, the user should follow the expressed requirements. If Licensees are unsure whether they can use a work, they should request permission from the copyright or trademark owner.

2. Gaining or attempting to gain unauthorized access to the Building’s internet systems or any third party’s computer system, such as:
• Malicious tampering, phishing, or hacking activities. • Intentionally seeking information about passwords belonging to other licensees. • Modifying passwords belonging to other licensees.
• Attempting to log in through another person's account. • Attempting to gain access to material that is blocked or filtered by City. • Accessing, copying, or modifying another user’s files without authorization. • Using the password or identifier of an account that does not belong to the user; or • Engaging in uses that jeopardize access into others’ accounts or other computer networks.

3. Using SECC’s Internet Systems for commercial purposes, such as:
• Using SECC’s Internet Systems for personal financial gain. • Conducting for -profit business activities, personal advertising, or other business communications not directly related to Licensee’s Permitted Use. • Using the Building’s internet systems on behalf of any elected official, candidate, candidates, slate of candidates, or a political organization or committee.

4. Engaging in criminal or other unlawful activities

DocuSign Envelope ID: 4E982B6C-8693-4944-B120-768E29A7E430

1 SAN FRANCISCO PUBLIC UTILITIES COMMISSION

REVOCABLE LICENSE
Southeast Community Center
(License # P4583)
THIS REVOCABLE LICENSE (this “License”), dated for reference purposes only as of December 23, 2022, is made by and between the CITY AND COUNTY OF SAN F RANC ISCO, a municipal corporation (“ C ity”), acting by and through its Public Utilities Commission (“SFPUC”), and FIVE KEYS SCHOOLS AND PROGRAMS , a California non- profit public benefit corporation (“Licensee” or “ 5 Keys ”). City and Licensee are sometimes collectively referred to in this License as the “Parties” or singularly as a “Party.”

RECITALS
A. City, under the jurisdiction of the SFPUC, owns and operates the Southeast Com
munity Center, located at 1550 E vans Avenue, Building No. 1, in San Francisco, California (the “SECC” or the “Building”), primarily for the benefit of the residents of the Bayview-Hunter’s Point community (the “ Local Community”). The SECC is a hub for the Local Community to gather, learn, play, and grow and serves as a connection between the Local Community and the SFPUC. The Building, the land on which the Building is located, and all other improvements on and appur
tenances to the land are referred to collectively as the “Property.” B. T
he SFPUC has dedicated the third floor of the Building to serve as a community res
ource center actively promoting the health, wellbeing, cultural, political, educational, and fina
ncial empowerment of the Local Community (“SECC’s Mission”).

C. City, through the SFPUC, desires to enter into licenses with one or more qualified non-prof
it organizations to use portions of the third floor of the Building, consisting of appr
oximately nine ( 9) workstations and common area s in an open plan office (“ Com munity Hub”), for administrative and general office purposes to support such licensees ’ provision of health, well -being, cultural, political, educational, and/or financial empowerment services and programming to the Local Community to further the SECC’s Mission ( “Local Community Services”).

D. City desires to provide Licensee with the non-exclusive right to use one (1) me
eting room and one or more classrooms l ocated on the third floor of the Building ( subject to availability through a reservation system maintained by the SFPUC), and fee -based photocopier/scanner machines located on the third floor of the Building (“ Common Area Office Equipment”).

E. City desires to license a portion of the Community Hub, including one (1) as
signed workstation inside the Community Hub, together with the non-exclusive right to use with other licensees, tenants, and invitees of the Building, (i) the lobbies, corridors, elevators, stairways, re
strooms located on the third floor of the Building, and other public areas of the Building and Pr
operty (collectively, the “ Common Area(s)”), (ii) the Meeting Rooms (subject to availability through a reservation system maintained by the SFPUC), and (iii) the Common Area Office DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 2 Equipment (collectively, the “L icense Area”), to Licensee on the terms and conditions described in this License. The License Area is further described in the attached Exhibit B .

NOW, THEREFORE, IN CONSIDERATION of the foregoing Recitals, which are incorporated into this License by this reference, City and Licensee agree as follows:

If there is any conflict between the information in this Section and any more specific provision of this License, the more specific provision will control.

License Reference Date: December 23, 2022
Licensor or City: CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation, acting by and through its
Public Utilities Commission
Licensee: FIVE KEYS SCHOOLS AND PROGRAMS, a
California non-profit public benefit corporation
Building (Recital A): The Southeast Community Center building owned by City, under the SFPUC’ s jurisdiction, located at
1550 Evans Avenue, Building 1, San Francisco,
California, and as shown on the site plan attached as
Exhibit A.

License Area (Recital E): Workstation No. 1 in Suite 301A on the third floor of the Building, as shown on the floor plans attached as
Exhibit A-1 and Exhibit B . P arking is not included
with use of the License Area.

Term (Section 4): Commencement Date: Thirty (30) days following the exchange of a fully executed license and delivery of
possession. Expected Commencement Date: March
1, 2023
Month-to-month, not to exceed eighteen (18) months
after the Commencement Date, unless sooner
terminated pursuant to Section 4.

Use Fee (Section 5): $437 per month.

Use Fee Adjustment Dates (Section 5): The Use Fee will increase annually by three percent (3%) on each March 1st during the Term.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 3 Permitted Use (Section 2): Licensee will u se the License Area for general office and administrative purposes to support Licensee’s
provision of community services and programs
promoting the health, wellbeing, cultural, political,
educational, and/or financial empowerment of the Local
Community.

Security Deposit (Section 3): $3,000
City’s Notice Address (Section 30): San Francisco Public Utilities Commission Real Estate Services Division
525 Golden Gate Avenue, 10th Floor
San Francisco, California 94102
Attn: Real Estate Director
Re: 1550 Evans Avenue– Community Hub
License
Telephone: (415) 487-5210
with a copy to: Southeast Community Facilities Commission 1550 Evans Avenue
San Francisco, California 94124
Attn: Executive Director
Telephone: (415) 821-2043
[email protected]
and to: Office of the City Attorney
City Hall, Room 234
1 Dr. Carlton B. Goodlett Place
San Francisco, California 94102-4682
Attn: Real Estate & Finance Group
Re: 1550 Evans Avenue – Community Hub
License
Telephone: (415) 554-6760
Key Contact for City: Emily Rogers-Pharr
Executive Director, Southeast Community Center
Telephone: (415) 821-2043
[email protected]
Alternate Contact for City: Larry Berry
[email protected]
Telephone No.: (415) 821-1534 or in an emergency (628) 260-2468 DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 4 Licensee’s Notice Address (Section 30): Five Keys Schools and Programs. 70 Oak Grove Street
San Francisco, CA 94107
Attn: Executive Director
Key Contact for Licensee: Steve Good, Chief Executive Officer [email protected]
Telephone No.: Telephone: 415-734-3311
Alternate Contact for Licensee: Amerika Sanchez
Southeast Program Director
[email protected]
Telephone No.: 415-971-6976
Other Noteworthy Provisions: Section 29(b) (Reporting Obligations) EXHIBITS:

Exhibit A: Site Plan of the Building and the Property
Exhibit A-1: Floor Plan
Exhibit B: License Area
Exhibit C: Common Meeting and Classrooms
E
xhibit D: Stan dard Utilities and Services
Exhibit E: Building Rules and Regulations
Exhibit F: City Requirements
Exhibit G: Reporting Requirements
Exhibit H: Internet Usage Rules and Regulations

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 5 (b) Non- Exclusive Use of Common Meeting Rooms . As an open concept collaborative Building, Licensee’s use of the Meeting Room #306 on the Exhibit A-1 (“Meeting Room”) may be scheduled for the week on the white board located outside the Meeting Room or at City’s option by City’s electronic reservation system. Licensee may have the free use of the Meeting Room for one (1) hour per day, not to exceed a total of twenty (20) Meeting Room hours per month. Licensee’s use of the Conference Room # 302 on the Exhibit A -1 (“ Conference Room”) may be scheduled for the 2 weeks in advance through City’s electronic reservation system. Licensee may have the free use the Conference Room for two (2) hours per day, not to exceed a total of twenty (20) Conference Room hours per month. Licensee may be rquired to pay $100 per hour for each use of the Meeting Room or Conference Room that exceeds the above limits. City may deduct any such excess Meeting Room or Conference Room use from Licensee’s Security Deposit (defined in Section 3 [Security for Performance] below ), and Licensee must replenish the Security Deposit within ten (10) days of City’s written demand . Licensee must promptly vacate the Meeting Room and Conference Room after its sche duled time and leave the Meeting Room and Conference Room in a clean and organized condition. City may deduct reasonable cleaning room charges from the Security Deposit if Licensee leaves the Meeting Room or Conference Room in an unclean or untidy condition. City may change the Meeting Room or Conference Room reservation system, and rules and regulations governing use of the Meeting Room and Conference Room at any time at its sole discretion. (c) Non-Exc lusive Use of Common Classoom(s). As an open concept collaborative Building, Licensee’s use of the Classrooms #315 and #328 on the Exhibit A -1 (“Classroom(s)”) may be scheduled through City’s electronic reservation system. Licensee may have the free use of three (3) hours of Classroom use per day, not to exceed a total of Forty (40) Classroom hours per month. Licensee may be required to pay $ 400 per hour for each use of a Classr oom that exceeds three (3) hour per day or 40-hours per month. City will deduct any such excess Classroom use from Licensee’s Security Deposit (defined in Section 3 [Security for Performance] be low), and Licensee must replenish the Security Deposit within ten (10) days of City’s written demand.

Licensee must promptly vacate the Classr ooms after its scheduled time and leave the Classr oom in a clean and organized condition. City may deduct reasonable cleaning room charges from the Security Deposit if Licensee leaves any Classr oom in an unclean or untidy condition. City may change the Classr oom reservation system, and rules and regulations governing use of the Classrooms at any time at its sole discretion.
(d) Internet Access. T
he Building is designed as a wireless building, and Licensee must use its own laptops and cell phones and provide its own Wi-Fi 33 data connections. City will provide Wi-Fi 33 through a third-party provider for Building tenant use (the “City Wi-Fi”). When using the City Wi -Fi, Licensee will abide by the internet usage rules and regulations attached as Exhibit H (Internet Usage Rules and Regulations) (the “Internet Rules”), which City may amend from time to time, in its sole discretion. A breach of the Internet Rules will constitute an Event of Default under this License. City has no responsibility for any disruption or outages in the provision of internet access or the failure of other tenants to comply with the Internet Rules. Licensee’s use of the City Wi-Fi without incurring any additional charge is limited to ten (10) megabytes at any one time and three (3) gigabytes of data per month. In the event Licensee exceeds ten (10) megabytes at any one time or three (3) gigabytes per month, City may suspend Licensee’s access to the City Wi-Fi and may charge Licensee a fee of $100 per gigabyte or any portion thereof. As an open concept collaborative Building, no hard wire telephone or data wiring is provided by City.

Licensee will not have access to the Building’s wiring Main Point of Entry (“ MPOE”) or the DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 6 intermediate distribution frame (“ IDF”) closet on the third floor of the Building without the express written consent of City, which consent may be withheld or conditioned by City in its sole discretion. Notwithstanding the foregoing, City will provide access to the MPOE for purposes of Licensee’s installation of separate facilities, equipment, and wiring subject to City’s conditions, including without limitation, the following: (a) any installation(s) will be at Licensee’s sole expense; (b) City will have approved the wire labeling; (c) upon expiration of the Term or earlier termination of the License, Licensee will (i) with City’s review and approval, remove any installed facilities, equipment and wiring from the Building if the same are not being used by any other tenant in the Building, and (ii) repair any damage to the Building and the Premises resulting from the installation, presence, or removal of such facilities, equipment or wiring; (d) Licensee will increase its Security Deposit in an amount sufficient to cover any ceiling tile damage and any other liabilities, as determined by City; and (e) City must have approved Licensee’s proposed contractor. Licensee will use its own cell phones in accordance with City’s rules and regulations regarding the Common Areas and open concept areas of the Building. Licensee is solely responsible for paying for its telephone connections and costs. (e) C
ity Access . The rights and activities of Licensee under this License are subordinate at all times to City’s existing and future use of the License Area, the Community Hub, the Building, or any City property located within, upon, or about the License Area for its own purposes or any other purpose. Accordingly, the License Area must be maintained at all times so that it is readily accessible to City. At any time, City and its employees, contractors, and agents may enter or inspect the License Area for any purpose.

2. Permitted Use. Licensee may access and use the License Area for the sole purpose of administrative and general office purposes to support Licensee’s provision of Local Community Services. This License gives Licensee a license only, revocable at any time at the will of City, and nothing in this License constitutes a grant by City of any ownership, leasehold, easement, or other property interest or estate whatsoever in the License Area, or any portion of it. The privilege given to Licensee under this License is effective only to the extent of City’s rights in the License Area, and Licensee will obtain any further permission necessary because of any other existing rights affecting the License Area. Licensee acknowledges that the privilege given under this License is limited strictly to the License Area and grants neither Licensee or any of its members, Agents, or Invitees (such terms defined in Section 12 [Exercise of Due Care; Notification of Threats and Damage] below) any rights to use other areas in the Building or the parking areas.

3. Security for Performance. Before the Commencement Date , Licensee shall deposit with City the sum of Three Thousand Dollars ($3,000) (“ Security Deposit ”) to secure Licensee’s faithful performance of all terms and conditions of this License, including its obligation to surrender the License Area in the condition required by this License. The Security D eposit must be in the form of cash or check. At its sole option, City may retain, use, or apply all or part of the Security Deposit to pay for Licensee’s Meeting Room use pursuant to Section 1(b) above, any sum due under this License that is not paid when due, and to recover any loss and pay any amount that City may expend as a result of Licensee’s failure to fulfill its obligations under this License. City’s DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 7 obligations with respect to the Security Deposit are solely that of debtor and not trustee. City will not be required to keep the S ecurity Deposit separate from its general funds, and Licensee is not be entitled to interest on the Security Deposit. Neither the payment nor the amount of the Security Deposit will limit Licensee’s obligations under this License. If City uses, applies, or draws upon all or any portion of the Security Deposit, Licensee will restore the Security Deposit to its original amount within ten (10) days following City’s written demand.

4. T erm of License; Revocability. The privilege given to Licensee under this License is temporary only and will begin on the Commencement Date, continuing on a month-to-month basis, not to extend beyond the date that is eighteen (18) months after the Commencement Date (“Expiration Date ”), unless sooner terminated (together with the Commencement Date, the “Term”). Without limiting any of their rights under this License, either Party may revoke this License, without cause or penalty, upon thirty (30) days’ written notice to the other Party at any time before the Expiration Date. If City revokes the License, City will have no obligation to refund any part of any fee or other charge paid under this License or pay any consideration to Licensee , except for any unused portion of the Security Deposit . Immediately following the expiration or termination of this License, Licensee will remove all debris an d restore the License Area to its condition immediately before Licensee’s use, to the satisfaction of City.

If Licensee continues to operate in the License Area after the Expiration Date w ith the express consent of City , then Licensee’s use will be constru ed to automatically extend the T erm of this License on a month-to-month basis on the terms and conditions of this License, as applicable (e.g., except for those pertaining to the Term). Any continued use of the License Area after the expiration or termination of this License without City’s consent will be at a monthly use fee equal to One Hundred Fifty Percent (150%) of the use fee as calculated on the Commencement Date, and will constitute a default by Licensee and entitle City to exercise any or all of its remedies as provided in this License or at law or in equity, even if City elects to accept one or more payments of the monthly use fee.

5. M
onthly Use Fee. Throughout the term of this License beginning on the Commencement Date, Licensee must pay to City a use fee in consideration of Licensee’s use of the License Area.

Starting on the Commencement Date, the use fee payable will be the amount of Four Hundred Thirty Seven D ollars ($ 1,447) per month (“Use Fee”) . The U se Fee must be paid to City in advance, without prior demand and without any deduction, setoff, or counterclaim whatsoever, before the Commencement Date and on or before the first day of each calenda r year thereafter.

Such Use Fee for the first year or any partial year, or for any fractional month, will be prorated on the basis of a 360-day year. All sums payable by Licensee to City pursuant to this License must be paid in cash or by good check or wire transfer to the:

San Francisco Public Utilities Commission
C
ustomer Service Bureau, Attn: Real Estate Billing
525 Golden Gate Avenue, 3rd Floor
San Francisco, California 94102
SFPUC RES P___________

or such other place as City may designate in writing.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 8 6. A nnual Increases . On each anniversary of the Commencement Date (the “Adjustment Date”), the annual Use Fee will be adjusted to increase the then current annual fee by three percent (3%) of the annual fee for the year preceding such Adjustment Date.

7. Late Fees. Licensee acknowledges that late payment by Licensee to City of the Use Fee or other sums due under this License will cause City to incur costs not contemplated by this License, the exact amount of which will be extremely difficult to ascerta in. Such costs include processing and accounting charges. Accordingly, if the U se Fee or any other sum due from Licensee is not received by City within fifteen (15) days after such amount is due, Licensee will pay to City a late charge of One Hundred Fif ty Dollars ($150). The Parties agree that such late charge represents a fair and reasonable estimate of the costs City will incur by reason of any late payment by Licensee. Acceptance of such late charge by City neither constitutes a waiver of Licensee’s default with respect to such overdue amount, nor prevents City from exercising any of the other rights and remedies available to City.

Covenant to Provide Continuous Operations .

Licensee will use the License Area for
the Permitted Use (defined in Section 2 [Permitted Use] above) in the License Area continuously and uninterruptedly throughout the Term; provided, however, that Licensee may cease operations during (a) City and County of San Francisco legal holidays; (b) repairs following damage or destruction to the License Area; and (c) strikes, lockouts, inclement weather, labor disputes, inability to obtain labor, materials, fuels, energy or reasonable substitutes therefor, gover nmental restrictions, regulations, controls, actions or inactions, civil commotion, fire or other acts of God, national emergency, acts of war, or terrorism, or other cause beyond the reasonable control of Licensee, except financial inability (collectively, “Temporary Closures”). Licensee will continue to operate the Permitted Use in the License Area to the extent reasonably practicable during any period of reconstruction, alteration, or repair of the License Area, Common Areas, and/or the Building.

8. Building Closure.

Notwithstanding anything to the contrary in this License, City may require Licensee to temporarily suspend its operations in the License Area due to a pandemic or other similar health and safety reason or governmental orders related to a pande mic. If City determines at its sole discretion that the Building will be closed to the general public for an anticipated period in excess of thirty (30) days and Licensee’s use of the License Area should also cease for such period, City will notify Licensee, this License will be suspended, and City and Licensee will not have any obligations under this License, including payment of Use Fee, during the term of the Building closure. The SFPUC General Manager will notify Licensee in writing (“Building Closure Notice”) of the date of the Building closure and estimated reopening. Only such official Building Closure Notice will suspend the License. Any such suspension will not constitute an eviction of Licensee, constructive or otherwise, or impose on City any liability whatsoever, including liability for damages of any kind.

9. No Alterations Without City’s Prior Written Approval.

Licensee will not construct or
place any temporary or permanent structures, improvements, equipment, debris, or fixed personal property in, on, under, or about the License Area , or make any alterations to the Building or Community Hub, or modify, add to, repair, or replace any existing structures or improvements within the License Area, the Community Hub, or the Building (collectively, “ Alterations”) without City’s prior written approval , which may be given or withheld in City’s sole discretion.

Prior to the commencement of any Alterations, Licensee will submit to City a written description (and, if City requests, plans and specifications) of the location and design of the proposed DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 9 Alterations, and obtain City’s prior written approval and construction permits from City’s Department of Building Inspection, as required.

Licensee acknowledges that the installation of any Alterations, as approved by City, will not in any way limit City’s right to revoke this License or limit any of City’s other rights under this License or at law or in equity.

Licensee will be solely responsible for maintaining all Alterations, as approved by City, in good and safe condition, and City will have no duty whatsoever for any maintenance of any Alterations.

10. C
ooperation with City Personnel. Licensee and its Agents will work closely with City personnel to avoid disruption (even if temporary) of City property in, under, on, or about the License Area, the Community Hub, and the Building.

11. Exercise of Due Care; Notification of Threats and Damage. Licensee will use and will cause its respective agents, employees, representatives, contractors, and other or persons acting by or through any member of Licensee (collectively, “Agents”), and their respective invitees, guests, or business visitors (collectively, “ Invitees”) to use due care at all times to avoid any damage to the License Area, the Community Hub, the Building, any City property, or property belonging to third parties located within, upon, or about the License Area. Licensee will follow all direction written or oral from City. Licensee will not overload any electrical outlets or exceed City’s Fire Department’s occupancy limitations for the License Area.

If any portion of the License Area, the Community Hub, the Building, or any City property l
ocated within, upon, or about the License Area is damaged or threatened by Licensee’s activities or any of Licensee’s Agent’s or Invitees’ activities, Licensee will immediately notify City by telephone and in writing so that it may inspect and assess the threat or damage. City, at Licensee’s sole cost, will take appropriate measures to eliminate such threat, repair any damage, and restore the License Area or property to its previous condition. Licensee will never interfere with or alter City’s utilities.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 10 12. Further Restrictions on Use; Duty to Notify of Hazardous Mate ri al Release. The following activities are strictly prohibited by Licensee, its Agents, and its Invitees in the License Area, the Community Hub, the Building, or any City property located within, upon, or about the License Area:
(a) the use of heavy equipment;
(b
) activities that may cause ponding or flooding;
(c) the transport, use, generation, or disposal of any Hazardous Material, with the sole exception that Licensee may keep and use Hazardous Material in reasonably limited amounts as are customarily used for general office purposes (such as copy toner and other normal office and cleaning supplies) if used and stored in compliance with Laws (defined in Section 19 [Compliance with Laws] below); (d) any act that constitutes a waste, nuisance, or unreasonable annoyance; and (e) the placement of signs not preapproved by the City.

Licensee will immediately notify City if Licensee learns or has reason to believe that a release of Hazardous Material has occurred, or is threatened to occur, in, on, or about the License Area, the Community Hub, the Building, or any City property located within, upon, or about the License Area. For purposes of this License, the term “Hazardous Material” means material that, because of its quantity, concentration, or physical or chemical characteristics, is at any time deemed by any federal, state, or local governmental authority to pose a present or potential hazard to public health, welfare, or the environment. Hazardous M aterial includes any material or substance defined as a “hazardous substance, pollutant or contaminant” under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, as amended, 42 U.S.C.

Section 9601 et seq., or under California Health & Safety Code Section 25316; a “hazardous waste” listed under California Health & Safety Code Section 25140; any asbestos and asbestos containing materials whether or not those materials are part of the License Area or are naturally occurring substances in the License Area, and any petroleum, including crude oil or any fraction thereof, natural gas or natural gas liquids. The term “release” or “threatened release” when used with respect to Hazardous Material includes any actual or imminent spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, leaching, dumping, or disposing in, on, under, or about the License Area.

13. Utilities and Services .

At its sole cost, throughout the term of this License, City w ill provide basic utilities and services described in the attached Exhibit D (“Standard Utilities and Services”) to the License Area, subject to the terms and conditions stated in Exhibit D.

15. Baseline C
ondition. Licensee must document the condition of the License Area prior to the Commencement Date through the use of photographs and any other appropriate documentation to provide a baseline to monitor Licensee’s impacts. Licensee will consult with City to determine DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 11 the appropriate documentation., and Licensee will provide City with a copy of that documentation before the Commencement Date.

16. S urrender. On the Expiration Date or within ten (10) days after any other termination of this License, Licensee will surrender the License Area in the same condition as received, and broom clean, free from hazards, and clear of all debris, and Licensee will remove all of its property from the License Area and any signs or any other improvements permitted under this License, and will repair, at no cost to City, any damage to the License Area caused by that removal. Licensee's obligations under this Section will survive any termination of this License.

17. Insurance.

Licensee will procure and keep in effect at all times during the term of this License insurance that covers all members of Licensee for all operations and activities, regardless of fault or liability, in and around the License Area as follows:
(a) C ommercial general liability insurance with limits not less than Two Million Dollars ($2,000,000) each occurrence combined single limit for bodily injury and property damage, including contractual liability, independent contractors, broad-form property damage, fire damage legal liability (of not less than Fifty Thousand Dollars ($50,000)), and personal injury. (b) Worker’s Compensation Insurance with Employer’s Liability limits not less than One Million Dollars ($1,000,000) each accident.
(c) Business automobile liability insurance with limits not less than One Million Dollars ($1,000,000) each occurrence combined single limit for bodily injury and property damage, including owned and non -owned and hired vehicles, as applicable, if any member of Licensee uses automobiles in connection with its use of the License Area. (d) Other insurance as is generally required by commercial owners of buildings similar in size, character, age, and location as the Building, as may change from time to time.

Prior to the Commencement Date of this License, Licensee will furnish to City certificates of insurance and additional insured policy endorsements in a form evidencing all coverages set forth above. Licensee and its contractors will submit or cause their respect ive insurance brokers to submit the requested information through the Exigis insurance verification program designated by City or any successor program used by City for verification of Licensee and contractor insurance coverage. Approval of the insurance by City will not relieve or decrease Licensee’s liability hereunder. If Licensee fail s to procure such insurance, or to deliver such policies or DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 12 certificates, at its option, City may procure the same for the account of Licensee, and Licensee will reimburse City for any costs so paid by City within five (5) business days after delivery to Licensee of bills therefor.

Licensee thereafter will provide City with certificates of insurance or insurance policies thereafter at least ten (10) days before the expiration dates of any expiring policies.

At no cost to City, Licensee is responsible for separately insuring the personal property of Licensee or any of its Agents or Invitees for all damage of any kind, regardless of fault or liability.

18. C ompliance with Laws. Licensee will, at its expense, conduct and cause to be conducted all activities on the License Area in a safe and prudent manner and in compliance with all laws, regulations, codes, ordinances, and orders of any governmental or other regulatory enti ty (including the Americans with Disabilities Act and any other disability access laws) (collectively, “Laws”), whether presently in effect or subsequently adopted and whether or not in the contemplation of the Parties. Licensee will, at its sole expense, procure and maintain in force at all times during its use of the License Area any and all business and other licenses or approvals necessary to conduct the activities allowed under this License. Licensee understands and agrees that City is entering into this License in its capacity as a property owner with a proprietary interest in the License Area and not as a regulatory agency with police powers. Nothing in this License will limit in any way Licensee’s obligation to obtain any required regulatory approvals from City departments, boards, or commissions or other governmental regulatory authorities, or limit in any way City's exercise of its police powers.

19. City’s
Right to Cure Defaults by Licensee. If Licensee fails to perform any of its obligations under this License to restore the License Area or repair damage, or if Licensee defaults in the performance of any of its other obligations under this License, then City may, at its sole option, remedy the failure for Licensee’s account and at Licensee's expense by providing Licensee with three (3) days’ prior written or oral notice of City’s intention to cure the default (except that no prior notice will be required in an emergency as determined by City). No actions taken by City will be construed as a waiver of any rights or remedies of City under this License or otherwise, and nothing in this License will imply any duty of City to do any act that Licensee is obligated to perform. Licensee will pay to City on demand, all costs, damages, expenses, or liabilities incurred by City, including reasonable attorneys' fees, in remedying or attempting to remedy the default.

Licensee’s obligations under this Section will survive the termination of this License.

20. No Cost ,
Liens . Licensee will bear all costs or expenses of any kind or nature in connection with its use of the License Area, and will keep the License Area free and clear of any liens or claims of lien arising out of or in any way connected with its use of the License Area.

21. Indemnity. Licensee will i ndemnify, defend, and hold harmless City, as well as its commissions, departments, boards, officers, agents, employees, contractors or subcontractors, and each of them, from and against all demands, claims, legal or administrative proceedings, losses, costs, penalties, fines, liens, judgments, damages, and liabilities of any kind (collectively, “Losses”), arising in any manner out of (a) any injury to or death of any person or damage to or destruction of any property occurring in, on, or about the License Area, or any part of it, whether the person or property of Licensee, its Agents, its Invitees, or third persons, relating in any manner to any use or activity by Licensee; (b) any failure by Licensee to faithfully observe or perform any of the terms, covenants, or conditions of this License; (c) the use of the License Area or any DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 13 activities conducted by Licensee, its Agents, or Invitees; or (d) any release or discharge, or threatened release or discharge, of any Hazardous Material caused or allowed by Licens ee, its Agents, or Invitees, on, in, under, or about the License Area, any improvements on the License Area, or into the environment; except solely to the extent of Losses resulting directly and solely from the willful misconduct of City or City’s authorized representatives. The foregoing indemnity includes reasonable attorneys' and consultants' fees, investigation and remediation costs, and all other reasonable costs and expenses incurred by the indemnified parties, including damages for decrease in the value of the License Area and claims for damages or decreases in the value of adjoining property. Licensee specifically acknowledges and agrees that it has an immediate and independent obligation to defend City from any claim that actually or potentially f alls within this indemnity provision even if the allegation is or may be groundless, fraudulent, or false, which obligation arises at the time the claim is tendered to Licensee by City and continues at all times thereafter. Licensee's obligations under this Section will survive the expiration or other termination of this License

22. Wai
ver of Claims; Waiver of Consequential and Incidental Damages . Neither City nor any of its officers, agents, or employees, will be liable for any damage to the property of Licensee, its Agents, Invitees, officers, or employees, or for any bodily injury or death to any persons, resulting or arising from the condition of the License Area or its use by Licensee.

Licensee acknowledges that this License is freely revocable by City and i n view of that
fact, Licensee expressly assumes the risk of making any expenditures in connection with this License, even if the expenditures are substantial. Without limiting any indemnification obligations of Licensee or other waivers contained in this License and as a material part of the consideration for this License, Licensee fully RELEASES, WAIVES, AND DISCHARGES forever any and all claims, demands, rights, and causes of action against, and covenants not to sue City, their agents, officers, employees, and all persons acting by, through or under each of them, under any present or future laws, statutes, or regulations, including any claim for inverse condemnation or the payment of just compensation under the law of eminent domain, or otherwise at equity, if City exercises its right to revoke or terminate this License.

Licensee acknowledges that it will not be a displaced person at the time this License is terminated or revoked or expires by its own terms, and Licensee fully RE LEASES AND DISCHARGES forever any and all claims, demands, rights, and causes of action against, and covenants not to sue, City, their officers, agents, employees, and all persons acting by, through or under each of them, under any present or future laws, statutes, or regulations, including any and all claims for relocation benefits or assistance from City under federal and state relocation assistance laws (including California Government Code Section 7260 et seq.).

In connection with the foregoing re leases, Licensee acknowledges that it is familiar with Section 1542 of the California Civil Code, which reads:

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 14 Licensee acknowledges that the releases contained in this License includes all known and unknown, disclosed and undisclosed, and anticipated and unanticipated claims. Licensee acknowledges that it has agreed to this License with full knowledge of this waiver and the effect of this waiver, and, being fully aware of the consequences, Licensee intends to waive the benefit of Civil Code Section 1542, or any statute or other similar law now or later in effect. The releases contained in this License will survive any termination of this License.

23. “As Is” Condition of License Area; Disability Access; Disclaimer of Representations.

Licensee accepts the License Area in its “AS IS” condition, without representation or warranty of any kind by City, its officers, agents, or employees, including the suitability, safety, or duration of availability of the License Area or any facilities on the License Area for Licensee's use. Without limiting the foregoing, this License is made subject to all applicable laws, rules, and ordinances governing the use of the License Area, and to any and all covenants, conditions, restrictions , easements, encumbrances, claims of title, and other title matters affecting the License Area, whether foreseen or unforeseen, and whether those matters are of record or would be disclosed by an accurate inspection or survey. It is Licensee's sole obligation to conduct an independent investigation of the License Area and all matters relating to its use of the License Area, including the suitability of the License Area for its uses. Licensee, at its own expense, will obtain all permissions or other approvals from any third parties with existing rights as may be necessary for Licensee to make use of the License Area in the manner contemplated under this License.

Under California Civil Code Section 1938, to the extent applicable to this License, Li
censee is hereby advised that the License Area has not undergone inspection by a Certified Access Specialist (“CASp ”) to determine whether it meets all applicable construction -related accessibility requirements. A CASp can inspect the License Area and determine if it complies with all the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the License Area, City may not prohibit Licensee from obtaining a CASp inspection of the License Area for the occupancy or potential occupancy of Licensee if requested by Licensee. City and Licensee will mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the CASp inspection fee, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the License Area.

24. Repair of Damage.

If any portion of the License Area, the Community Hub, the Building, or any property of City located within, on, or about the License Area is damaged by Licensee, its Agents, Invitees, officers, or employees, or as a result of any activities conducted by Licensee, its Agents, Invitees, officers, or employees, City may, at Licensee’s expense, repair any and all damage and restore the License Area or property to its previous condition.

25. Signs. L
icensee will not place, erect, or maintain any sign, advertisement, banner, or similar object in, on, or about the License Area, except for any temporary sign that is necessary for Licensee's use within the License Area so long as Licensee first obtains City’s written consent, which City may give or withhold in its sole discretion.

26. No Assignment. T his License is personal to Licensee and will not be assigned, conveyed, or otherwise transferred by Licensee under any circumstances. Any attempt to assign, convey, or otherwise transfer this License will be null and void and cause the immediate termination and revocation of this License.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 15 27. C ess ation of Use. Licensee will not terminate its activities on the License Area without prior written notice to City.

28. Special Provisions
(a) City’s Option to Relocate Licensee. At any time after Licensee’s execution of this License, City will have the one -time right to provide Licensee with a similar workstation elsewhere in the Building and Licensee, at its cost, will move to that workstation within thirty (30) days. If the new workstation is not reasonably satisfactory to Licensee, Licensee may terminate this License by providing City with written notice of termination within fifteen (15) days after receiving City’s notice. Licensee’s failure to reject the relocation space within that fifteen - (15)- day period will be deemed acceptance of the new workstation. If Licensee accepts the new workstation, then this License and all of its terms and covenants and conditions will remain in full force and effect, the revised floor plan will become part of this License and will reflect the location of the new workst ation, and the Use Fee will be adjusted proportionately to reflect the new workstation.
(b) Community Service Obligations . 5 Keys will utilize the License Area for administrative and general office purposes to facilititate 5 Keys’ provision of education, training, mentoring, case management, and job placement services to the Local Community. 5 Keys will employ one (1) full-time employee at the Community Hub workstation. In addition, Services that will be facilitated by 5 Keys use of the Community Hub workstation are more fully described in 5 Keys’ response to City’s Request for Proposals relating to the Building’s use of the second floor. (c) Reporting to the Southeast Community Facility Commission. Beginning three (3) months after the Commencement Date and each three (3) months thereafter, Licensee will complete the form attached as Exhibit G [Reporting Form] as Licensee’s quarterly written report to the Southeast Community Facility Commission. A knowledgeable officer of Licensee’s management will attend a Southeast Community Facilities Commission meeting to present and discuss each quarterly report within thirty (30) days of the due date of such report. (d) Special Administrative Charges .

Without limiting City’s other rights and
remedies set forth in this License, at law, or in equity, if Licensee (i) constructs or installs any Alteration without City’s written approval as required by Section 10 [ No Alterations Without City’s Prior Written Approval ] of this License, (ii) fails to provide evidence of the required insurance coverage described in Section 18 [Insurance] above on a timely basis, or (iv) intentionally omitted, then, upon City’s written notice of such failure or unauthorized action, Licensee will pay to City , the amount specified in the table below in consideration of City’s administrative cost and expense in providing notice or performing inspections. If Licens ee fails to provide the necessary document within the time period set forth in such notice , and City may terminate this License.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 16 Violation License
Section
Initial
inspection
and/or notice
Follow up
inspection
and/or notice
Installation of Alterations that are
not approved by City
10 $700.00 $800.00

Failure to obtain/maintain insurance 18 $600.00 $700.00

Failure to fulfill Licensee’s
Reporting Obligations
29(b) $500.00 $600.00
The P
arties agree that the charges set forth in this Section represent a fair and reasonable estimate of the administrative cost and expense that City will incur in connection with providing notices or performing inspections as set forth above and that City’s right to impose the foregoing charges is in addition to and not in lieu of any and all other rights under this License, at law or in equity. The administrative charges set forth in this Section 29 will be increased on each Adjustment Date by three percent (3%).

29. Notices. Except as otherwise expressly provided in this License, any notices given under this License will be effective only if in writing and given by delivering the notice in person, by sending it first class mail or certified mail, with a return receipt requested, or overnight courier, return receipt requested, with postage prepaid, addressed as follows:

[email protected]
With a copy to: Southeast Community Facilities Commission 1550 Evans Avenue
San Francisco, California 94124
Attn: Executive Director
Telephone: (415) 821-2043
Email: [email protected]
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 17 and to: Office of the City Attorney
City Hall, Room 234
1 Dr. Carlton B. Goodlett Place
San Francisco, California 94102-4682
Attn: Real Estate & Finance Group
Re: 1550 Evans Avenue – Community Hub
Licensee: Five Keys Schools and Programs.
70 Oak Grove Street
San Francisco, CA 94107
Steve Good, Chief Executive Officer
Telephone: 415-734-3311
[email protected]
No
tices under this License will be deemed given two (2) days after the date when it has been mailed if sent by first class, certified or overnight courier, or on the date personal delivery is made.

For convenience of the Parties, copies of notices may be sent by email, but no notice sent only by email will be deemed given and will not be binding on the Parties.

30. S everability. I
f any provision of this License or the application of a provision of this License to any person, entity, or circumstance is invalid or unenforceable, the remainder of this License, or the application of the provision to persons, entities, or circumstances other than those as to which it is invalid or unenforceable, will not be affected, and each other provision of this License will be valid and be enforceable to the fullest extent permitted by law, except to the extent that enforcement of this License without the invalidated provision would be unreasonable or inequitable under all the circumstances or would frustrate a fundamental purpose of this License.

31. Cooperative Drafting. This License has been drafted through a cooperative effort of both Parties, and both P arties have had an opportunity to have this License reviewed and revised by legal counsel. No party will be considered the drafter of this License, and no presumption or rule that an ambiguity will be construed against the party drafting the clause will apply to the interpretation or enforcement of this License.

32. General Provisions. (a
) This License may be amended or modified only by a writing signed by City and Licensee. (b) No waiver by any party of any of the provisions of this License will be effective unless in writing and signed by an officer or other authorized representative, and only to the extent expressly provided in such written waiver. No waiver will be deemed a subsequent or continuing waiver of the same, or any other, provision of this License. (c) The exhibits referenced in and attached to this instrument are incorporated into this License. (d) This License contains the entire agreement between the Parties regarding the subject matter of this License, and all prior written or oral negotiations, discussions, understandings, and agreements are merged into this License. (e) The Section and other headings of this License are for convenience of reference only and will be disregarded in the interpretation of this License. (f) Time is of the essence in all matters relating to this License. (g) This License is governed by California law and City’s Charter. (h) If either party commences an action against the other or a dispute arises under DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 18 this License, the prevailing party will be entitled to recover from the other reasonable attorneys’ fees and costs. For purposes of this License and the indemnifications set forth in this License, reasonable attorneys’ fees of City will be based on the fees regularly charged by private attorneys in San Francisco with comparable experience notwithstanding City’s use of its own attorneys. (i) If Licensee consists of more than one person then the obligations of each person will be joint and several. (j) Licensee may not record this License or any memorandum of this License. (k) Subject to the prohibition against assignments or other transfers by Licensee hereunder, this License will be binding upon and inure to the benefit of the Parties and their respective heirs, representatives, successors, and assigns. (l) Any sale or conveyance of the property burdened by this License by City will automatically revoke this License. (m) Notwithstanding anything to the contrary contained in this License, no officer or employee of City has authority to commit City to this License unless and until a resolution of the SFPUC has been duly adopted approving this License and authorizing the transaction contemplated by this License. Therefore, any of City’s obligations or liabilities pursuant to or under this License are contingent upon enactment of such a resolution, and this License will be null and void if, at its sole discretion, the SFPUC does not approve this License. (n) Each of the persons executing this License on Licensee’s behalf do hereby represent and warrant that Licensee is a duly formed or organized (as applicable) and validly existing entity under the laws of California, that Licensee is in good standing and qualified to do business in California (and covenants to maintain such status during the term of this License), that Licensee has full right and authority to enter into this License, and that each and all of the persons signing on behalf of Licensee are authorized to do so. Upon City’s request, Licensee will provide City with evidence reasonably satisfactory to City confirming the foregoing representations and warranties. (o) Except as expressl y provided to the contrary, all approvals, consents, and determinations to be made by City under this License may be made at City’s sole and absolute discretion. (p) Whenever this License requires City’s or the SFPUC’s consent or approval, the General Manager of the SFPUC, or his or her designee, is authorized to provide such consent or approval, except as otherwise provided by applicable Laws, including City’s Charter, or by the SFPUC’s Real Estate Guidelines. No consent, approval, election, or option wi ll be effective unless given, made, or exercised in writing. (q) This License may be executed in two or more counterparts, each of which will be deemed an original, but all of which taken together will constitute one and the same instrument. (r) Use of the word “including” or similar words will not be construed to limit any general term, statement, or other matter in this License, whether or not language of non-limitation, such as “without limitation” or similar words, are used. .
[SIGNATURES ON FOLLOWING PAGE]
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 19 LICENSEE: FIVE KEYS SCHOOLS AND PROGRAMS
a California nonprofit public benefit corporation
By:
____________________________________
Print Name: Steve Good
Its: Chief Executive Officer
Date: __________________________
CITY: CITY AND COUNTY OF SAN FRANCISCO,
a municipal corporation
By: ____________________________________
DENNIS J. HERRERA
General
Manager
San Francisco Public Utilities Commission
Date: : ___________________________
APPROVED AS TO FORM:

DAVID CHIU
City Attorney
By: ___________________________
Elizabeth A. Dietrich
Deputy City Attorney
Authorized by
San Francisco Public Utilities Commission
Resolution No. ______________________
Adopted: ______________________
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 12/28/2022 | 7:29:49 AM PST
Exh. A-1

EXHIBIT A
Site Plan of the Building and the Property
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. A-1-1
EXHIBIT A-1
Floor Plan
[see attached]
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. B-1

EXHIBIT B
License Area
[see attached]
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EXHIBIT C
Common Meeting and Classrooms
See Attached
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Subject to the terms and conditions of this License, City will provide the following basic utilities and services:

A. E levator . Unattended automatic passenger elevator facilities serving the floor(s) on which the License Area are located, on a 24-hours a day, 7-days a week basis.

B. Ventilation; Heating and Air-Co nditioning. Ventilation to the License Area, and air-conditioning and heating to the License Area in season, Monday through Friday, except holidays generally recognized in the City of San Francisco, from 7:00 a.m. to 6:00 p.m., and at the temperatures and in the amounts as City deems reasonably necessary for the comfortable occupancy of the License Area, subject to applicable Laws. No member of Licensee nor its Agents or Invitees may alter, adjust, tamper with, or in any manner affect the installations or facilities supplying climate control to the Building or the License Area.

C. Electricity.

Electric current to the License Area on a 24-hours a day, 7-days a week basis, in a quantity as reasonably determined by City to service standard office lighting and normal fractional horsepower office machines. No member of Licensee nor its Agents or Invitees may connect any apparatus or device with wires, conduits, or pipes, or other means by which the services are supplied, for the purpose of using additional or extraordinary amounts of the services without City’s prior written consent. At all times, use of electric current by any member of Licensee or its Agents or Invitees may not exceed the capacity of feeders to the Building or the risers or wiring installation, except as provided in working drawings to City.

D. Water. W
ater available at current points of supply in public areas for drinking and lavatory purposes only, and on a 24-hours a day, 7-days a week basis.

E. Janitorial Service. B uilding standard janitorial service to the License Area on a 5-days per week basis, Monday through Friday, except holidays generally recognized in the City of San Francisco, provided the License Area is kept reasonably in order by Licensee. Licensee will pay to City any cost incurred by City in excess of the services generally provided for other licensees in the Building. Licensee also will pay City the cost of removal of any of Licensee’s extraordinary refuse, recycling, or rubbish.

F. Refuse. L
icensee will abide by all current and future composting, recycling, and refuse rules established by City.

G. Pest Control. L icensee will abide b y all current and future pest control rules established by City
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. E-1

EXHIBIT E
Building Rules and Regulations

1. L
icensee acknowledges and agrees that the Building is an open space concept collaborative building, and therefore, Licensee is solely responsible for securing, storing, and removing its equipment including laptops, cell phones, personal belongs, and confidential m aterials. City has no responsibility for theft or damage of any kind for any such equipment and materials.

4. The License Area and Common Areas may not be used by Licensee for lodging of any kind.

7. Licensee will not employ any person or persons other than City’s maintenance staff to repair the License Area or the furniture unless City otherwise agrees in writing, which approval may be conditioned on prior proof of appropriate insurance. Except with City’s written consent, no person or persons other than those approved by City will be permitted to enter the Building for any addition, alteration, or repair of the License Area. Licensee will not cause any unnecessary DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. E-2
labor because of Licensee’s carelessness or indifference in the preservation of good order and appropriate use of the Building systems.

8. City will furnish Licensee with two (2) initial keys to the License Area, free of charge.

City may make a reasonable charge for ad ditional keys and for having locks changed. Licensee will not make or have made additional keys without City’s prior written consent, which consent will not be unreasonably withheld or delayed. Licensee will not alter any lock or install any new or additional locking devices without City’s prior written consent. All locks installed in the License Area, excluding Licensee’s vaults and safes, or special security areas (which will be designated by Licensee in a written notice to City), will be keyed to the Building master key system. City may make reasonable charge for any additional lock or any bolt (including labor) installed on any door of the License Area. Licensee, on the termination of its tenancy, will deliver to City all keys to doors in the Licens e Area. If Licensee loses any keys, Licensee will pay City for the cost of re-keying the License Area and, if necessary, the Building.

11. Licensee is responsible for adequately protecting the floors, corners, and corridor walls used in the delivery or moving of merchandise, equipment, materials, supplies, furniture, or other items brought into or out of the Building. Licensee will only use hand-trucks in the License Area or the Common Areas of the Building that are equipped with rubber tires and side guards. No vehicles of any kind may be brought by Licensee into the Building or kept in or about the License Area. If considered necessary by City, City may require floor protection of a thickness necessary to properly distribute the weight of the objects. City will not be responsible for loss of or damage to any of Licensee’s property from any cause . All damage done to the Building by any delivery or moving Licensee’s property or merchandise will be repaired at the expense of Licensee.

12. Licensee may not use or keep in the License Area or the Building any kerosene, gasoline, or flammable, combustible, or noxious fluid or materials or use any method of heating or air conditioning other than those limited quantities necessary for the operation and maintenance of normal office equipment. Licensee will not use, keep, or permit or suffer the License Area to be occupied or used in a manner offensive or objectionable to City or other occupants of the Building because of noise, odors, and/or vibrations, or interfere in any way with other occupants or those having business in the Building.

City will furnish passes to persons as requested by Licensee in writing. Licensee will be DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. E-3
responsible for all persons for whom it requests passes and will be liable to City for all acts of those persons. City will in no case be liable for damages for any error with regard to the admission to or exclusion from the Building of any person. In the case of invasion, mob, riot, public excitement, or other circumstances rendering action advisable in City’s opinion, City reserves the right to prevent access to the Building by any action as City may deem appropriate, including closing any doors in the Building.

16. No curtains, draperies, blinds, shutters, shades, screens, or other coverings, hangings or decorations may be attached to, hung or placed in, or used in connection with any window of the Building without City’s prior written consent.

Licensee will at all times comply with any rules or orders of the fire department with respect to ingress and egress.

18. The toilet rooms, toilets, urinals, wash bowls, and other apparatus may not be used for any purpose other than that for which they were constructed, and no foreign substance of any kind whatsoever may be deposi ted in them. The expense of any breakage, stoppage, or damage resulting in any violation of this rule will be borne by Licensee.

20. Licensee may not install any radio or television antenna, loudspeaker, or other device on or about the roof area or exterior walls of the Building or in the Common Areas. Licensee will not interfere with radio or television broadcasting or reception from or in the Building or elsewhere.

21. Licensee will store all its trash and garbage within the License Area. No materials may be placed in the Common Area, Common Area trash boxes or receptacles . If the materials are of a nature that it may not be disposed of in the ordinary and customary manner of recycling, removing DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. E-4
and disposing of trash and garbage in the City of San Francisco (for example batteries), Licensee, at its cost, is responsible for such disposal.

22. Canvassing, soliciting, peddling, or distribution of handbills or any other written material in the Building is prohibited and Licensee will cooperate to prevent the forgoing.

23. Upon City’s request (which request need not be in writing), Licensee will immediately reduce its lighting and equipment for temporary periods designated by City, when required in City’s judgment to prevent overloads of the mechanical or electrical systems of the Building.

25. Licensee assumes all responsibility for protecting its License Area from theft, robbery, pilferage, and damage, which includes keeping doors locked and other means of entry closed.

26. No vending machine may be maintained or operated within the License Area or the Building without City’s prior written consent.

29. No animal or bird is permitted in the License Area or the Building, except for trained service animals when in the company of their masters.

30. The requirements of Licensee will be attended to only on request received by telephone or writing or in person at the management office of the Building. City employees will not perform any work or do anything outside of their regular duties unless under special instructions from City.

31. City may wa ive any one or more of these Rules and Regulations for the benefit of any particular licensee or tenant, but no waiver by City may be construed as a waiver of these Rules and Regulations in favor of any other licensee or tenant or prevent City from later e nforcing any Rules and Regulations against any or all of the occupants of the Building.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. E-5

35. Licensee will be responsible for the observance of all the Rules and Regulations by Licensee’s employees, agents, clients, customers, invitees, and guests.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. F
-1

EXHIBIT F
City Requirements

2. MacBride Principles – N
orthern Ireland . The provisions of San Francisco
Administrative Code Section 12F are incorporated into this License by this reference and made part of this License. By signing this License, Licensee confirms that Licensee has read and understood that City urges companies doing business in Northern Ireland to resolve employment inequities and to abide by the MacBride Principles, and urges San Francisco companies to do business with corporations that abide by the MacBride Principles.

3. Non-Discrimination.
(a) Covenant Not to Discriminate . In the performance of this License, Licensee will not discriminate against any employee of, any City employee working with Licensee, or applicant for employment with Licensee, or against any person seeking accommodations, advantages, facilities, privileges, services, or membership in all business, social, or other establishments or organizations, on the basis of the fact or perception of a person’s race, color, creed, religion, national origin, ancestry, age, height, weight, sex, sexual orientation, gender identity, domestic partner status, marital status, disability, or Acquired Immune Deficiency Syndrome or HIV status (AIDS/HIV status), or ass ociation with members of those protected classes, or in retaliation for opposition to discrimination against those classes. (b) Subcontracts. L
icensee will include in all subcontracts relating to the License Area a non-discrimination clause applicable to the subcontractor in substantially the form of Subsection (a) above. In addition, Licensee will incorporate by reference in all subcontracts the provisions of Sections 12B.2(a), 12B.2(c)-(k), and 12C.3 of the San Francisco Administrative Code and will require all subcontractors to comply with those provisions. Licensee’s failure to comply with the obligations in this Subsection will constitute a material breach of this License. (c) Non-Dis
crimination in Benefits. Licensee does not as of the date of this License and will not during the T erm of this License, in any of its operations in San Francisco, on real property owned by City, or where the work is being performed for City or elsewhere within the United States, discriminate in the provision of bereavement leave, family medical leave, health benefits, membership or membership discounts, moving expenses, pension and retirement benefits, or travel benefits, as well as any benefits other than the benefits specified above, between employees with domestic partners and employees with spouses, and/or between the domestic partners and spouses of the employees where the domestic DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. F
-2
partnership has been registered with a governmental entity under state or local law authorizing the registration, subject to the conditions set forth in Section 12B.2(b) of the San Francisco Administrative Code.
(d) Condition to License. As a condition to this License, Licensee will execute the “Chapter 12B Declaration: Nondiscrimination in Contracts and Benefits” form (Form CMD-12B-101) with supporting documentation and secure the approval of the form by the San Francisco Contract Monitoring Division (the “ CMD”).

Licensee represents that prior to execution of this License, (i) Licensee executed and submitted to the CMD Form CMD -12B-101 with supporting documentation, and (ii) the CMD approved the form.
(e) Incorporation of Administrative Code Provisions by Reference. The provisions of Chapters 12B and 12C of the San Francisco Administrative Code relating to non-discrimination by parties contracting for the use of City property are incorporated in this Section by reference and made a part of this License as though fully set forth. Licensee will comply fully with and be bound by all of the provisions that apply to this License under those Chapters of the Administrative Code, including but not limited to, the remedies provided in those Chapters.

4. Tropical Hardwoods and Virgin Redwood Ban . Ci
ty urges companies not to import,
purchase, obtain, or use for any purpose, any tropical hardwood, tropical hardwood wood product, virgin redwood, or virgin redwood wood product, except as expressly permitted by the application of San Francisco Environment Code S ections 802(b) and 803(b).

5. Notification of Prohibition on Contributions. L
icensee acknowledges that it is familiar
with Section 1.126 of the San Francisco Campaign and Governmental Conduct Code, which prohibits any person who contracts with City for the selling or leasing of any land or building to or from City whenever such transaction would require the approval by a City elective officer, the board on which that City elective officer serves, or a board on which an appointee of that individual serves, from making any campaign contribution to (a) the City elective officer, (b) a candidate for the office held by such individual, or (c) a committee controlled by such individual or candidate, at any time from the commencement of negotiations for the contract until the later of either the termination of negotiations for such contract or twelve months after the date the contract is approved. Licensee acknowledges that the foregoing restriction applies only if the contract or a combination or series of contracts approved by the same individual or board in a fiscal year have a total anticipated or actual value of $100,000 or more. Licensee further acknowledges that (i) the prohibition on contributions applies to each Licensee; each member of Licensee’s board of directors, and Licensee’s chief executive officer, chief financial officer, and chief operating officer; any person with an ownership interest of more than ten percent (10%) in Licensee; DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. F
-3
any subcontractor listed in the contract; and any committee that is sponsored or controlled by Licensee; and (ii) within thirty (30) days of the submission of a proposal for the contract, the City department seeking to enter into the contract must notify the Ethics Commission of the parties and any subcontractor to the contract. Additionally, Licensee certifies it has informed each of the persons described in the preceding sentence of the prohibitions contained in Section 1.126 by the time it submitted a proposal for the contract to the City, and has provided the names of the persons required to be informed to the City department seeking to enter into that contract within thirty (30) days of submitting its contract proposal to the City department receiving that submittal, and acknowledges the City department receiving that submittal was required to notify the Ethics Commission of those persons.

6. Possessory Interest Taxes.

Licensee recognizes and understands that this License may create a possessory interest subject to property taxation and that Licensee may be subject to the payment of property taxes levied on that interest under applicable law. Licensee agrees to pay taxes of any kind, including possessory interest taxes, if any, that may be lawfully assessed on Licensee's interest under this License or use of the License Area and to pay any other taxes, excises, licenses, license charges, or assessments based on Licensee's usage of the License Area that may be imposed on Licensee by applicable law. Licensee will pay all of the charges when they become due and payable and before delinquency.

San Francisco Administrative Code Sections 23.38 and 23.39 require that certain inf
ormation relating to the creation, renewal, extension, assignment, sublicense, or other transfer of this License be provided to the County Assessor within sixty (60) days after the transaction. Accordingly, Licensee must provide a copy of this License to the County Assessor not later than sixty (60) days after the commencement date of this License, and any failure of Licensee to timely provide a copy of this License to the County Assessor will be a default under this License. Licensee also will timely provide any information that City may request to ensure compliance with this or any other reporting requirement.

7. Restriction o
n the Use of Pesticides. Licensee will not use or apply or allow the use or application of any pesticide, as defined in Section 12753 of Chapter 2 of Division 7 of the California Food and Agricultural Code, on the License Area, or contract with any party to provide pest abatement or control services to the License Area. Licensee will comply with Chapter 3 of the San Francisco Environment Code.

8. Prohibition of Tobacco Sales and Advertising. Licensee acknowledges and agrees that no advertising of cigarettes or tobacco products is allowed in the License Area. This advertising prohibition includes the placement of the name of a company producing cigarettes or tobacco products or the name of any cigarette or tobacco product in any promotion of any event or product. In addition, Licensee acknowledges and agrees that no Sales, Manufacture, or Distribution of Tobacco Products (as such capitalized terms are defined in Health Code Section 19K.1) is allowed in the License Area. The prohibition against Sales, Manufacture, or Distribution of Tobacco Products does not apply to persons who are affiliated with an accredited academic institution where the Sale, Manufacture, and/or Distribution of Tobacco Products is conducted as part of academic research.

9. Prohibition of Alcoholic Beverage Advertising. Licensee acknowledges and agrees that no advertising of alcoholic beverages is allowed on the License Area. This advertising DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. F
-4
prohibition includes the placement of the name of a company producing alcoholic beverages or the name of any alcoholic beverage in any promotion of any event or product.

10. Drug-F ree Workplace. Licensee acknowledges that under the Federal Drug -Free Workplace Act of 1989, the unlawful manufacture, distribution, possession, or use of a controlled substance under federal law is prohibited on City property, including the License Area. Licensee agrees that any violation of this prohibition by Licensee, its Agents, or Invitees will be a material breach of this License.

11. Conflicts of Interest. Through its execution of this License, Licensee acknowledges that it is familiar with the provisions of Article III, Chapter 2 of City's Campaign and Governmental Conduct Code, and Sections 87100 et seq. and sections 1090 et seq. of the Government Code of the State of California, and certifies that it does not know of any facts that would constitute a violation of those provisions, and agrees that if Licensee becomes aware of any such fact durin g the term of this License, Licensee will immediately notify City.

12. Food Service and Packaging Waste Reduction.

Licensee will comply fully with and be
bound by all of the provisions of the Food Service and Packaging Waste Reduction Ordinance, as set forth in the San Francisco Environment Code, Chapter 16, including the remedies provided in that chapter, and implementing guidelines and rules. The provisions of Chapter 16 are incorporated into this License by reference and made a part of this License as thou gh fully set forth. This provision is a material term of this License.

13. San Francisco Packaged Water Ordinance . L
icensee will comply with San Francisco
Environment Code Chapter 24 (“ Chapter 24”). Licensee may not sell, provide, or otherwise distribute Packaged Water, as defined in Chapter 24 (including bottled water), in the performance of this License or on City property unless Licensee obtains a waiver from City’s Department of the Environment. If Licensee violates this requirement, City may exercise all remed ies in this License and the Director of City’s Department of the Environment may impose administrative fines as set forth in Chapter 24.

14. Sugar-Sweetened Beverage Prohibition . L
icensee will not sell, provide, or otherwise
distribute Sugar-Sweetened Beverages, as defined by San Francisco Administrative Code Chapter 101, as part of its performance of this License.

15. Public Records Disclosure. City's Sunshine Ordinance (San Francisco Administrative Code Chapter 67) and the State Public Records Law (Government C ode Section 6250 et seq.) apply to this License and any and all records, information, and materials submitted to City in connection with this License. Any such records, information, and materials may be subject to public disclosure in accordance with such laws. Licensee authorizes City to disclose any such records, information, and materials submitted to City.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. F
-5

16. GASB 87 License Accounting . T he Governmental Accounting Standards Board (“GASB”), an independent organization that establishes accounting and financial reporting standards for U.S. state and local governments, issued Statement 87 to improve certain reporting and accounting practices. Upon City’s request, Licensee agrees to complete a GASB checklist together with any other reasonably required information and provide the same to City in order to facilitate City’s collection and evaluation of information for City’s financial reporting purpose.

17. Vaccination Policy. L
icensee will comply with the requirements of the 38th Supplement to Mayoral Proclamation Declaring the Existence of a Local Emergency (“Emergency Declaration”), dated February 25, 2020, and the Contractor Vaccination Policy for City Contractors issued by the City Administrator (“Vaccination Policy”), as those documents may be amended from time to time. Capitalized terms used in this Section and not otherwise defined in this License have the meanings ascribed to them in the Emergency Declaration or Vaccination Policy. The requirements stated in the Emergency Declaration and Vaccination Policy are material terms and conditions of this License, which include but are not limited to, the following:
(a) Licensee w
ill identify its Covered Employees who are or will be at the Premises, and will inform them of the COVID-19 vaccination requirements stated in City’s Vaccination Policy and the Emergency Declaration.
(b) Licensee will maintain a list of its Covered Employees by name and position, which list must not include the employees’ vaccination status. Licensee will update the list as needed to show all current Covered Employees, and Licensee will provide that list to City on request.
(c) Licensee will be responsible for determining the vaccination status of any Covered Employees working for any sublicensees under this License. Licensee will ensure that its covered subtenants submit required information to Licensee respecting their compliance with the Vaccination Policy.
(d) Licensee previously submitted to City the Attestation Form confirming its compliance with the Vaccination Policy , including Attachment A thereto respecting any medical or religious vaccination exemptions granted to its Covered Employees . Licensee will submit an updated Attachment A if Licensee assigns a new Covered Employee to work in the Premises who is eligible for an exemption under the Vaccination Policy. (e) Licensee will coordinate with the City to confirm that City can safely accommodate at the Premises any Covered Employee for whom Licensee has granted a medical or religious vaccination exemption, which may include ensuring that exempt employees who are accommodated comply with any required health and safety protocols.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-1

EXHIBIT G
Reporting Form
Organization
Organization Name
Reporting Period
Point of Contact: Name
Point of Contact: Title
Point of Contact: Phone Number
Point of Contact: Email Address
Programs
DESCRIPTION Program 1 Program 2 Program 3 Program 4 Program 5 Name of Program
Categories of Service (Categories below)
Priority Population Served (Categories
below)
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-2
Program Description
Program Impact (Qualitative/Narrative -
describe program goals, challenges, best
practices, share a client success story etc.)
Program Website

SEE CATEGORIES BELOW
Categories of Service Priority
Populations
Financial Empowerment English Language
Learners
Economic Development Low Income
Jobs, Internships and Training Credit Deficient
Community Stabilization
Active or Formerly
Justice-Involved
Individuals
Health and Wellness Active or Former
Foster Care Youth
Family, Youth and Senior Services Unhoused or
Formerly Unhoused
Enviromental Education HOPE SF Residents
Arts Programming Individuals with
Disability
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-3
Long-term
Unemployed (age
25 and older)
Public Benefits
Recipients
Public Housing
Residents
Employed
Underemployed
(age 25 and older)
Unemployed
Women and
Gender Minorities
Veterans (age 25
and older)
Data Unknown or
Unavailable.

Demographics
(enter the value (#) for each program)
CATEGORY Key Performance Indicator (KPI) Name of Program 1 Name of Program 2 Name of Program 3 Female
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-4
Gender Identity
(only for program
clients age 12 and
older)
Male
Trans Male
Trans Female
Genderqueer or Gender Non-binary
Not listed, specified
Declined to state
Data Unknown or Unavailable
TOTAL
Age
(for all program
clients)
Youth (17 and under)
TAY (age 18 to 24)
Adults (age 25 to 54)
Older Adults (age 55 and over)
Declined to state
Data Unknown or Unavailable
TOTAL
Race and Ethnicity
(for all program
clients)
American Indian or Alaska Native, alone
Asian, alone
Black or African-American, alone
Hispanic, Latino, or Spanish
Middle Eastern or North African, alone
Native Hawaiian or Other Pacific Islander,
alone
White, alone
Other Race, alone
Two or More Races
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-5
Declined to state
Data Unknown or Unavailable
TOTAL
Residence
(for all program
clients)
Zip Code 94016
Zip Code 94102
Zip Code 94103
Zip Code 94104
Zip Code 94105
Zip Code 94107
Zip Code 94108
Zip Code 94109
Zip Code 94110
Zip Code 94111
Zip Code 94112
Zip Code 94114
Zip Code 94115
Zip Code 94116
Zip Code 94117
Zip Code 94118
Zip Code 94119
Zip Code 94120
Zip Code 94121
Zip Code 94122
Zip Code 94123
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-6
Zip Code 94124
Zip Code 94125
Zip Code 94126
Zip Code 94127
Zip Code 94129
Zip Code 94130
Zip Code 94131
Zip Code 94132
Zip Code 94133
Zip Code 94134
Zip Code 94137
Zip Code 94139
Zip Code 94140
Zip Code 94141
Zip Code 94142
Zip Code 94143
Zip Code 94144
Zip Code 94145
Zip Code 94146
Zip Code 94147
Zip Code 94151
Zip Code 94153
Zip Code 94154
Zip Code 94156
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-7
Zip Code 94158
Zip Code 94159
Zip Code 94160
Zip Code 94161
Zip Code 94162
Zip Code 94163
Zip Code 94164
Zip Code 94171
Zip Code 94172
Zip Code 94177
Zip Code 94188
Zip Code other SF
Outside of San Francisco Resident
Declined to state
Data Unknown or Unavailable
TOTAL
Workforce
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-8
(enter the value (#) for each program)
CATEGORY Key Performance Indicator (KPI) Name of Program 1 Name of Program 2 Name of Program 3 School Enrollment - at
time of program entry Not in School
(for applicable
program clients) In Middle School
In High School
In GED Program
In Vocational Education Program
In Postsecondary Institution
Declined to state
Data Unknown or Unavailable
TOTAL
Educational
Attainment -
post program
completion
Less than High School Equivalent
(for applicable
program clients) High School Graduate (or equivalency)
Some College, no degree
Associate's Degree
Bachelor's Degree
Graduate Degree
Declined to state
Data Unknown or Unavailable
TOTAL
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-9
Training Completion
and Industry Enrolled in English Language Service(s)
(for applicable
program clients) Completed Basic Skills Training
Completed Job Readiness Training
Completed Training, Other (Not Voc. or Occ.)
INDUSTRY of Completed Vocational and/or
Occupational Skills Training
Accommodation and Food Services
Administrative and Support and
Waste Services
Arts, Entertainment, and Recreation
Construction
Crop and Animal Production
Educational Services
Finance and Insurance
Government
Health Care and Social Assistance
Information
Management of Companies and
Enterprises
Manufacturing
Mining, Quarrying, and Oil and
Gas Extraction
Other Services (except Public
Administration)
Professional, Scientific, and
Technical Services
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-10
Real Estate and Rental and Leasing
Retail Trade
Transportation and Warehousing
Utilities
Wholesale Trade
Other, Non-Specified
Data Unknown or Unavailable
TOTAL
Employment
Placements and
Industry
Unsubsidized Job Placements
(for applicable
program clients) Subsidized Job Placements
INDUSTRY of Employment Placements
Accommodation and Food Services
Administrative and Support and
Waste Services
Arts, Entertainment, and Recreation
Construction
Crop and Animal Production
Educational Services
Finance and Insurance
Government
Health Care and Social Assistance
Information
Management of Companies and
Enterprises
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-11
Manufacturing
Mining, Quarrying, and Oil and
Gas Extraction
Other Services (except Public
Administration)
Professional, Scientific, and
Technical Services
Real Estate and Rental and Leasing
Retail Trade
Transportation and Warehousing
Utilities
Wholesale Trade
Data Unknown or Unavailable
TOTAL
Individual
Employment Earnings
Pre-Program (i.e.
taxable wages at
program intake)
Average Hourly Employment Earnings ($)
(Total Amount ($) of Hourly Earnings of
Clients/ Total # of Clients with Data
Available)
(only for applicable
program clients
age 18 and older)
# of Clients with Data Available
# of Clients with Data Unavailable
Individual
Employment
Earnings, Post-
Program (i.e. taxable
Average Hourly Employment Earnings ($)
(Total Amount ($) of Hourly Earnings of
Clients/ Total # of Clients with Data
Available)
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-12
wages post program,
at job placement etc.)
(only for applicable
program clients
age 18 and older)
# of Clients with Data Available
# of Clients with Data Unavailable
Employment
Retention Clients employed 1 month after program
exit (regardless if different position or
employer). (for applicable
program clients)
Clients employed 3 months after program
exit (regardless if different position or
employer).

Clients employed 6 months after program
exit (regardless if different position or
employer)
Clients employed 12 months after program
exit (regardless if different position or
employer).

Clients employed 18 months after program
exit (regardless if different position or
employer).

Clients employed 24 months after program
exit (regardless if different position or
employer).
# of Clients with Data Available
# of Clients with Data Unavailable
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-13
Education
(enter the value (#,$, or%)) for each applicable program) CATEGORY Key Performance Indicator (KPI) Name of Program 1 Name of Program 2 Name of Program 3 Student Achievement Percentile of our grade level cohorts scoring fair on standardized tests for Math
Percentage increase or decrease from prior
school year's percentile of the grade level
cohorts scoring fair on standardized tests for
Math
Percentile of our grade level cohorts scoring
fair on standardized tests for English
Percentage increase or decrease from prior
school year's percentile of the grade level
cohorts scoring fair on standardized tests for
English
The percentage of students who met or
exceeded a school district-defined level of
proficiency on the most recent Mathematics
benchmark test.

The percentage of students who met or
exceeded a school district-defined level of
proficiency on the most recent Literacy
benchmark test.

Discipline Referrals The percentage of currently enrolled students who have committed a disciplinary infraction
during the current school year.

DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-14
Number of students re-enrolled after taking a
restorative disciplinary break and successfully
completed the academic semester
Number of students referred to other
programs and/or services for support in
managing disciplinary issues
Program, organization, and/or service that
student was referred to
Attendance and
Enrollment Rates Average daily attendance
Limited English Proficiency (% enrollment)
Graduation Rates Percent of students on track to graduate during reporting period
Percent of students who successfully graduate
during reporting period
Percent of youth who applied and enrolled
successfully to college (JC, UC, and CSU)
Number of youth receiving financial assistance
Total dollar amount of application fee
financial assistance
Percent of youth receiving barrier removal
and wrap around support assistance received
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-15
Referrals:

CATEGORY Key Performance Indicator (KPI) Number of Participants Referred
Name(s) of Organization(s)
Referred To (Optional)
Tenant Referrals Referred to services provided by other tenant partners
Other Service
Referrals
Referred to services providing assistance around
Food insecurity
Referred to services providing assistance around
Housing
Referred to services providing assistance around
Health and Wellness: Therapy, Behavior Health
Service, Health Education, Health Services, STI
treatment, Birth Control options and Pregnancy
Referred to a priority service as specified in the
Lease Agreement: Financial Empowerment, Economic
Development, Jobs, Internships and Training,
Community Stabilization, Youth Programming, Senior
Services, Enviromental Education, Arts Programming
Received re-entry guidance provided with resources
to aide them towards a path to becoming a
productive contributor in San Francisco
Counseling
Services
Number of referrals made to the Therapist of the
Day by staff as well another staff from on-site CBOs
Number of youth in counseling who are referred to
internal or external Youth Development, Employment,
or Housing Services
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-16
Events:

CATEGORY Key Performance Indicator (KPI) Number of Participants Referred Name(s) of Organization(s) Referred To (Optional)
Tenant Referrals Referred to services provided by other tenant partners
Other Service
Referrals
Referred to services providing assistance around
Food insecurity
Referred to services providing assistance around
Housing
Referred to services providing assistance around
Health and Wellness: Therapy, Behavior Health
Service, Health Education, Health Services, STI
treatment, Birth Control options and Pregnancy
Referred to a priority service as specified in the
Lease Agreement: Financial Empowerment, Economic
Development, Jobs, Internships and Training,
Community Stabilization, Youth Programming, Senior
Services, Enviromental Education, Arts Programming
Received re-entry guidance provided with resources
to aide them towards a path to becoming a
productive contributor in San Francisco
Counseling
Services
Number of referrals made to the Therapist of the
Day by staff as well another staff from on-site CBOs
Number of youth in counseling who are referred to
internal or external Youth Development, Employment,
or Housing Services
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. G
-17
Th
e above is true and correct, ______________________________ Tenant
_______________________________________________________________________ DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. H
-1

EXHIBIT H

Licensee will faithfully comply with both these City’s rules and regulations , w hich the City and CIPA (together “Internet Usage Rules and Regulations”) may amend from time to time. Failure to comply with the Internet Usage Rules and Regulations will be a default under the License. City and its third-party contractor will have the right to take all actions to terminate Licensee’s internet access immediately.

1. Licensee will be limited to ten (10) gigs of usage per month. Usage above this amount will be at City’s option and at Licensee’s cost.

2. Licensee will be solely responsible for the cost of connecting to the Building’s internet systems.

4. Licensee will be responsible for the costs to correct, repair, or restore the Building’s internet systems caused by Licensee ’s downloading of malware, including ransomware.

5. Licensee will not use the internet connections for nefarious purposes nor access to offensive materials, including but not limited to pornography, obscene material, and other material that may be harmful to min ors. City may also block or filter other content deemed inappropriate, lacking educational or work- related content, or posing a threat to the network.

6. Licensee will not use any website, application, or methods to bypass network filtering or perform any other unlawful activities.

7. City, in the enforcement of the Internet Usage Rules and Regulations, reserves the right to monitor Licensee’s online activities and reserves the right to access, review, copy, DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. H
-2
store, or delete any electronic communications or files. Licensee will have no right to privacy while using the Building’s internet systems --including emails, cookies, and internet history.

8. City reserves the right to disclose any electronic activity, including electronic communications, to law enforcement of ficials or third parties, as appropriate and consistent with applicable law. City will fully cooperate with local, state, or federal officials in any lawful investigation concerning or relating to any illegal activities conducted through the Building’s internet systems.

11. City reserves the right to establish additional usage protocols, including mandatory password changes
Below is a non-exhaustive list of examples of prohibited behavior:

1. Causing harm to others, damage to their property or City property, such as:
• Using, posting, or distributing profane, lewd, vulgar, threatening, or abusive language in any digital messaging platforms (email, instant, etc.) or professional social media sites.
• Accessing, using, posting, or distributing information or materials that are pornographic or otherwise obscene, advocate illegal or dangerous acts, or advocate violence or discrimination. If Licensees inadvertently access such infor mation, they should immediately sever their connection to said content and disclose the inadvertent access to SECC staff.
• Accessing, posting, or distributing harassing, discriminatory, inflammatory, or hateful material, or making damaging or false statements about others. • Sending, posting, or otherwise distributing chain letters or engaging in spamming; illegal acquisition of other visitors’ information.
• Damaging computer equipment, files, data or the Building’s internet systems in any way, including spreading computer viruses, vandalizing data, software or equipment, damaging or disabling others’ electronic property, or engaging in conduct that could interfere or cause a danger of disruption to the Building’s programming or business environment;
• Using the Building’s internet systems in a manner that interferes with the appropriate use by Building visitors or the job duties of SECC or City staff or other tenants. • Downloading, posting, reproducing, or distributing music, photographs, video, or other works in violation of applicable copyright laws. Any music, photographs, and/or video should only be downloaded by Licensee during and for their job duties, and not for DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 Exh. H-
3 personal purposes. If a work specifies how that work may be used, the user should follow the expressed requirements. If Licensees are unsure whether they can use a work, they should request permission from the copyright or trademark owner.

4. Engaging in criminal or other unlawful activities
DocuSign Envelope ID: 2F098699-64B0-4366-B407-9AE276690E93 DN
DN UP

B F H K M
6 5
4 1
2 G.2 C G
3 A LJED
MEETING 2
309
OFFICE 3
311

OPEN OFFICES
301
SHOWER
320
SHOWER
319
OFFICE 4
314
MEETING 5
313

CLASSROOM
315
FACILITIES 1
318
STOR
326

CONFERENCE
302 STOR
307
JAN
303
MEETING 1
306
OFFICE 1
305
OFFICE 2
308

ALL GENDER
324

IDF / AV
323
MEN
321
WOMEN
322
COPY
327

LACTATION
304
LOBBY
300

BREAK ROOM
316

CLASSROOM
328

CORRIDOR
329

SHAFT SHAFT SHAFT
ELEV

OPEN OFFICES
301

OPEN OFFICES
301
STAIR 1
STAIR 2
CH-10 CH-10
CH-10
CH-10
CH-10
CH-10
CH-10
CH-10
CH-10
CH-10
CH-10 CH-10
TB-12
CH-10 CH-10
TB-12
CH-10 CH-10
TB-12
CH-02
CH-10
TB-12
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02 CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02 CH-02 CH-02 CH-02
CH-02
CH-02 CH-02 CH-02 CH-02
CH-02 CH-02 CH-02 CH-02
CH-02
CH-02 CH-02 CH-02 CH-02
CH-09
CH-09
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02 CH-02
CH-02
CH-02
CH-02
CH-02
CH-02 CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-10
CH-09
CH-09
CH-09
CH-09
CH-09
CH-09
CH-09 CH-09
CH-09
CH-09
CH-09
CH-09
CH-09 CH-09
CH-09
CH-09 CH-09
CH-10
CH-10 CH-10
CH-10
CH-10
CH-10
CH-10
CH-10 CH-10
CH-10
CH-10
CH-10
ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 ST-02 CH-10
CH-10
CH-09
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-02
CH-09 CH-09
CH-09 CH-09
CH-09 CH-09
CH-09
CH-09
CH-09
U-01
WS-1
WS-02
WS-3
U-01
WS-1WS-3
WS-1
WS-02
WS-3
WS-3
WS-02
WS-1
WS-02
WS-3
WS-1
WS-3WS-02
WS-03
WS-03
U-01
WS-06
CH-10CH-10
CH-10 CH-10
CH-10CH-10
CH-09 CH-10
CH-10
CH-09
TB-22 TB-22
CH-05
WS-1
U-01 WS-02 WS-02
TB-06
CH-09 CH-09
CH-09
CH-09
CH-09
CH-09 TB-12
TB-02
TB-22 TB-22
TB-11 TB-11 TB-11
TB-11 TB-11 TB-11
TB-11 TB-11 TB-11
TB-05
TB-05
TB-11 TB-11 TB-11
TB-11 TB-11 TB-11
TB-11 TB-11 TB-11
CH-12CH-12
CH-12 CH-12
WS-02
WS-3
WS-1
WS-02
WS-3
WS-1 WS-1 WS-1
LT-01
LT-01
LT-01 LT-01
LT-01
LT-01 LT-01
LT-01
LT-01 LT-01
LT-01 LT-01
LT-01 LT-01
LT-01
LT-01 LT-01
LT-01 LT-01
LT-01 LT-01
LT-01
LT-01 LT-01
LT-01 LT-01
LT-01 LT-01
LT-01
LT-01
LT-01
WS-3
WS-3
ST-07 ST-07 ST-07 ST-07 ST-07 ST-07 ST-07 ST-07
MEETING 4
312
MEETING 3
310
FACILITIES 2
317
/REFER TO: 1 A-1023
N.I.C.

CRADES
C-26741
A
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12/2019
REPG. AR
FA ZE
CRADES
C-26741
A
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REPG. AR
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Plan No.

Drawing Title
Project
Scale:

Original Sheet Size: 24"x36"
Section Mgr.

WWE O&M Mgr.

WWE Engineering Mgr.

EMB Mgr.

BUREAU OF ARCHITECTURE

INFRASTRUCTURE DIVISION

ENGINEERING MANAGEMENT BUREAU
Designed
Drawn
Checked
Drawing/
File No.

Revision No

FOR THE SOLE USE OF THE DOCUMENT RECIPIENT -

DO NOT CITE, COPY, OR CIRCULATE WITHOUT THE
EXPRESSED PERMISSION OF THE SFPUC.

For reduced plans original scale is in inches
0 4
Contract No.

Checked/Approved
Project Mgr. S. CAMPBELL
Proj. Arch.

Key Plan
WW-682R
FP
TG
TH
VV
MP
RS GJ

JD TG JL
30 Van Ness Avenue, Suite 4100,
San Francisco, CA 94102-6028
Phone (415)557-4700 Fax (415)557-4701
Technical Mgr.

Section Mgr.

Bureau Mgr. J. LAUE
M. PIERRON
V. VANONI
9/14/2022 9:39:02 PM
C:\Users\fperez\Documents\8778A_SECC_ARCH_R20_fara.perez.rvt 1/8" = 1' -0"

COMMUNITY CENTER - THIRD

FLOOR FF&E PLAN - FOR

REFERENCE ONLY
A-1022

SOUTHEAST COMMUNITY
CENTER
1550 EVANS AVENUE
SAN FRANCISCO, CA 94124
100% CONSTRUCTION DOCUMENTS
08/30/2019
Julia Laue - Principal Architect / Division Manager
WW17231

KEY NOTES SHEET NOTES LEGEND

1. SEE GENERAL NOTES ON DRAWING G-0004.

2. DIMENSIONS ARE TO FACE OF STUD OR TO CENTERLINE O F COLUMN, UNLESS OTHERWISE NOTED.

3. SEE CONCRETE SLAB PLANS FOR CONCRETE CURBS AND CO NCRETE SLAB DEPRESSIONS.

4. WHERE CONCRETE CURBS ARE INTERRUPTED BY DOOR OPEN INGS, ROUGH OPENINGS AT CURB TO BE 5" WIDER THAN DOOR WIDTH, TYPICAL AT ALL HOLLOW METAL AND SOLID CORE WOOD DOORS.

5. SEE ENLARGED FLOOR PLANS FOR WALL, DOOR, WINDOW A ND CURTAIN WALL TYPES.

6. SEE ENLARGED FLOOR PLANS FOR FIRE-RATED PARTITION S.

7. SEE ENLARGED FLOOR PLANS FOR STRUCTURAL COLUMNS A ND BEAMS TO RECEIVE CEMENTITIOUS OR INTUMESCENT FIREPROOFING.

8. THE FIRE SPRINKLER MONITORING SYSTEM ANNUNCIATOR PANEL WILL BE LOCATED IN STAIR 1 AT THE FIRST FLOOR IN THE COMMUNITY CENTER. SEE ELECTRICAL DRAWING.

9. THE FIRE SPRINKLER MONITORING SYSTEM CONTROL PANE L WILL BE LOCATED IN THE ELECTRICAL ROOM AT THE SECOND FLOOR IN THE ALEX PIT CHER PAVILION. S.E.D. 0' 4' 8' 16' 32'
N
1/8" = 1'-0" 1 COMMUNITY CENTER THIRD FLOOR FF&E PLAN - FOR REFEREN CE ONLY NO. DATE REVISIONS
P|D
R3B-1

P|D
R3B-1

P|D|AV

R3B-31

P|FF

P|D
R3B-1

P|D|AV

R3B-31

P|D|AV

R3B-31

P|D
R3B-1

P|D|AV

R3B-31

P|D
R3B-1

P|FF

4 MULTI-UTILITY 6" FLOORBOX WITH (1) UNCONTROLLED DUPLEX RECEPTACLE, (1) CONTROLLED RECEPTACLE AND DATA.

LEGRAND #6AT2PCRBK OR EQUAL. S.E.D.

MULTI-UTILITY 6" FLOORBOX WITH FURNITURE FEED OPTION FOR POWER AND DATA. LEGRAND 6ATCFFBK OR EQUAL. S.E.D.

MULTI-UTILITY 8" FLOORBOX WITH (1) UNCONTROLLED DUPLEX
RECEPTACLE, (1) CONTROLLED RECEPTACLE, DATA AND AV. LEGRAND #8AT2PCRBK OR EQUAL. S.E.D.

NEMA 5-20R CONVENIENCE DUPLEX RECEPTACLE AND
OUTLET, STANDARD GRADE, +18" AFF UON. S.E.D.

NEMA 5-20R CONVENIENCE QUAD RECEPTACLE AND
OUTLET, G STANDARD GRADE +18" AFF UON.

WALL MOUNTED DATA OUTLETS TO BE INSTALLED WITHIN 12
INCHES OF A POWER OUTLET. SEE TELECOM DRAWINGS
CEILING MOUNTED WIRELESS ACCESS POINT. SEE TELECOM DWGS.

FEED POINT FOR MULTIPLE DATA CABLES FOR MODULAR FURNITURE.

NEW WALL

NEW WALL
12 W
12 12 12
60" A.F.F.
60"
A.F.F.
36" AFF 36" AFF
36" AFF 36" AFF
4 PROPOSED AMENDMENT TO SFPUC REAL ESTATE GUIDELINES

4.4 Special Cases

4.4.1 The Southeast Community Facility
To balance the effects of the legally required expansion of the Southeast Water Pollution Control Plant in the mid-1970s, the City provided mitigation in the form of a commercial greenhouse and skills-training center. Drawing on the support of the citizens of the Bayview- Hunters Point area, the City elected to construct a greenhouse and a multipurpose “Skills Center” facility providing skills-training, education, child and senior daycare programs, and community meeting facilities to offset the adverse impacts of the sewage treatment plant on the neighborhood. Thus, the Southeast Community Facility (SECF), located at 1800 Oakdale Avenue, San Francisco, and the greenhouses, located at 1150 Phelps Street, San Francisco, were built in or about 1986. The SFPUC operates operated the SECF and the adjacent greenhouse, regardless of revenues generated or expenses incurred, to mitigate effects on the surrounding community arising from the construction and operation of the Southeast Water Pollution Control Plant.

The SFPUC opened the Southeast Community Center ( SECC) at 1550 Evans Avenue in October of 2022 to replace the aging SECF. The SECC provides programming to promote the health, well-being, and cultural, educational, and financial empowerment of first the Bayview- Hunters Point community and second the greater San Francisco community (SECC Mission).

Such programming is governed by City Administrative Code Chapter 54.

The third floor of the SECC is designed to provide both separate demised offices and an open- plan co-working space (Community Hub) for nonprofit community organizations furthering the SECC Mission. The SECC leases provide the tenants with the right to use separate demised offices and common area facilities such as conference rooms, restrooms, and photocopier equipment. The SFPUC issues the SECC leases at 50 percent of fair market rent after approval by the Commission.

The Community Hub licenses provide licensees with the right to use individual workstations, secured lockers , and com mon area facilities such as conference rooms, restrooms , and photocopier equipment.

The General Manager is authorized to approve and execute any Community Hub license at 50 percent of fair market rent (plus a small service fee to cover on-site services) with a month-to- month term up to 18 months, provided that (i) the license will be issued to a nonprofit public benefit or charitable organization qualified to do business in the State of California; (ii) the licensee has demonstrated an ability t o provide services and programs that will further the SECC Mission; (iii) the license provisions are designed to ensure that the licensee is actively providing services and programs to further the SECC Mission; (iv) the licensee has demonstrated the financ ial resources to pay the use fee and security deposit, procure the required insurance and permits required by the City and County of San Francisco, and provide services and programs to further the SECC Mission; (v) the license is on a form developed in consultation with the City Attorney and each license is approved as to form by the City Attorney; and (vi) the SECF Commission has recommended the license for SFPUC approval.

CleanPowerSF Sfpuc CommissionJanuary 24, 2023

CleanPowerSF Sfpuc Commission
January 24, 2023