Non-Exclusive License Agreement and Office Space Lease — Fresno City Council, January 27, 2022

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NON-EXCLUSIVE LI

CENSE AGREEMENT TO CONDUCT COMMERCIAL AVIATION

GROUND HANDLING AND SUPPORT SERVICES AND OFFICE SPACE LEASE AT

FRESNO YOSEMITE INTERNATIONAL AIRPORT
Issued By

CITY OF FRESNO, CALIFORNIA
And
G2 SECURE STAFF, LLC
A Texas Limited Liability Company
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LICENSE AND LEASE AGREEMENT
THIS NON-EXCLUSIVE LICENSE AGREEMENT and Office Space Lease (Agreement or Lease) is made and entered into this ___ day of _________ 2021, by and between the CITY OF FRESNO, CALIFORNIA, a municipal corporation (City or Lessor), and G2 SECURE STAFF, LLC., a California Limited Liability Company (Lessee).

RECITALS
WHEREAS, City owns and operates Fresno Yosemite International Airport, formerly and also known as Fresno Air Terminal, a public use airport located in the City of Fresno, State of California (Airport); and
WHEREAS, Lessee is engaged in the business of ground handling services, and desires to use certain facilities at the Airport, and lease from City cert ain premises and facilities in connection with its use of t he Airport in accordance with the terms, covenants, and conditions hereinafter set forth in this Lease including incorporated exhibits, documents and instruments; and
WHEREAS, on March 25, 2021, acting by and through the City’s Director of Aviation, the City of Fresno, a municipal corporation, entered into a 6 month Temporary Use Lease effective April 25, 2021 and expired October 24, 2021; and WHEREAS, the Lessee wishes to continue it s occupancy of space C187 and T135 and the Lessee is requesting permission/desires to enter into a Lease upon the terms and conditions herein; and
WHEREAS, Lessor has determined it is in the City’s best interest to enter into this Lease with Lessee.

NOW THEREFORE, in accordance with Chapter 5, Article 4, of the Fresno Municipal Code, and subject to all of the terms, condi tions and limitations contained within said Chapter of said Article, all of which are incorporated herein by reference, and in consideration of the above recitals, which reci tals are contractual in nature, the mutual promises herein contained, and for such ot her good and valuable consideration hereby acknowledged, the parties hereto agree as follows:

ARTICLE I: GRANT AND DESCRIPTION OF LEASED PREMISES

1.01 Grant and Description of Leased Premises
City does hereby leas
e to Lessee and Lessee does hereby lease from Lessor in “as is” condition, the following property more specifically identified and described on Exhibit “A”, attached hereto and made a part hereof, said property, hereinafter collectively referred to as the Leased Premises:

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A. That certain office area designated as the C187 consisting of approximately 583 squar
e feet of office space and T 135 consisting of approximately 182 square feet of storage space located at Fresno Yosemite International Airport, Fresno, California; said property being as designat ed and more specifically identified and described on Exhibit “A” attached hereto and made a part hereof.

1.02 Authorized Use of Leased Premises
A. Authorized
Use of the Leased Premises: The Leased Premises may be
used only for an office, ground-handling operations, and storage of equipment used by Lessee's employees, and such other purposes as may reasonably be deemed incidental thereto, and for no other purpose whatsoever.

B. Limitations on Use of Leased Premises

1. Lessee shall neither use, suffer, nor lease the use of the Leased Premises for any improper, immoral, unlawful (including illegal discrimination), unauthorized, or objectionable purpose(s).

2. Lessee shall neither use, suffer, nor lease the use of the Leased Premises for any purpose nor allow any activity therein which would create a nuisance, or in any way obstruct or interfere with the rights of others at Airport or injure or annoy them; or do or permit the doing of an ything in any way tending to injure or reflect unfavorably upon the reputat ion of City or the appearance of the Airport.

3. Lessee shall not construct improv ements upon the Leased Premises or alter, improve or add to any existing structure on such Premises.

4. No used buildings/structu res and no temporary/mobile buildings/structures/trailers may be moved onto the Lease Premises, without the advance written consent by the Lessor.

1.03. Conflict Between "Authorized" and "Unauthorized" Uses With respect to any use of the Leased Pr emises whic
h may be contemplated or
undertaken under authority of this Lease, if any such use may, in any way whatsoever, reasonably be deemed to involve a conflict between "authorized" and "unauthorized" uses as set forth herein, the prohibitions, restrictions and limitations set forth within this Lease, in any and all such cases, prevail, and no "unauthorized" use of the Leased Premises, in whole or in part, shall be undertaken by Lessee or Lessee’s employees, agents, representatives unless and until such use is limited to the degree/extent necessary to eliminate any element/portion thereof giving rise to any such conflict.

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1.04 Use of Airport
Subject to the terms, conditions and restricti
ons of this Lease, Lessee shall have
the right, in common with others so authorized, to use certain common use, public use, and restricted areas of the Airport as designated by the Director or designee, for the sole purpose of conducting its ground handling and support services (hereinafter "Operations") as approved by City and for no other purpose whatsoever.

1.05 Ingress and Egress
Lessee sh
all have the lawful r ight of ingress to and egress from the Airport over the across the public roadways serving the Airport and those designated private roadways on Airport, for Lessee, its agents, employees and contractors; provided, however, that no person shall be authorized to enter a restricted area of the Airport by virtue of such right of ingress and egress.

1.06 Access Control
Any control over access to/from the Leased Premises shall be the responsibility of Lessee. City shall have no responsibility whatsoever in this matter.

ARTICLE II: TERM OF LEASE

2.01 Term
A.

Term: This Lease shall be a 3-year tenancy commencing October 25, 2021.

Definition: The phrase, “the life of this Lease”, and any and all readily identifiable variations thereof, when used herein, means the periodic term of this Lease, as specified within Section 2.01( A) of this Article, above, unless this Lease shall be terminated earlier as herein provided, in which event, said phrase and said variations thereof, shall mean the lesser period during which this Lease shall be in full force and effect.

C. Additional Termination Rights: If at any time during the term of this Lease, there is a default by Lessee as provided in section 5.01 hereunder, then this Lease shall be subject to termination by City upon a minimum three (3) days advance written notice to such effect upon Lessee, in which event, this Lease shall be terminated and at an end as of the time and date set forth within the notice.

D. In the event this Lease shall be canc eled or terminated by City pursuant to the provision of this section 2.01, Lessee shall remove all of its personal property from the Leased Premises and peacefully vacate and surrender said premises back to City not later than the termination time and date specified within City’s notice.

Termination of this Lease by City under the provision of this section shall not be DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 5 of 37
construed as a waiver of any claim City may have against Lessee including for default.

2.02 Re-Delivery

Upon any termination of this Lease, Lessee s hall have no right(s), title or interest in or to the Leased Premises, and Lessee shall peaceably and quietly discontinue use of the Leased Premises and quit and deliver up such to City. At City’s option, the Leased Premises may be left in the condi tion, which exists at the time of the termination of this Lease, or City may require Lessee to return the Lease Premises to the identical condition as when rece ived ordinary wear and tear accepted. In the event Lessee fails, upon City’s reque st, to so restore/return the Lease Premises to City in the identical conditi on as when received, City shall have the right to make all necessary restorati on and invoice Lessee for all related costs incurred. Lessee agrees to pay, upon demand, any and all such charges billed by City pursuant to this subsection and/or City may set off such changes against the security deposit. The provision of this s ubsection shall survive termination of this Lease.

2.03 Assignment

The Lessee shall not transfer or assign this Lease, or any part hereof, or interest herein, except with the prio r written approval of the Cit y and subject to whatever limitations and conditions that may be required by t he City. Any other attempted transfer or assignment shall be void and shall not confer rights upon any third person. No assignment shall relieve the Lessee of any obligation under this Lease unless otherwise agreed by the Cit y. Notwithstanding the foregoing, this section shall not be interpreted to preclude t he assignment of this Lease to Lessee’s ultimate parent, a wholly owned subsidiary of Lessee, or a successor by merger, if such parent, subsidiary, or successor by merger assumes all rights to the obligations of this Lease. Written notice of such assumption shall be provided to the City by parent, subsidiary, or successor by merger not less than thirty (30) days prior to the effective date of such assignment.

ARTICLE III: RENTAL FEES AND OTHER CHARGES

3.01 Fees and Charges:

A. Application of Terminal Area Rental Rates:

(1) The Terminal Area Rental Rate, as st ated in the Master Fee Schedule as amended from time to time (Terminal Ar ea Rental Rate), shall be applied to Exclusive Use Space and Preferential Use Space on a per square foot basis.

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(2) Room C187 comprising 583 square feet of passenger terminal Room T135 comprising 182 square feet as shown in Exhibit “A” attached hereto and hereby made a part hereof is Lessee’s exclusive use space.

Place of Payment: All fees/charges due to be paid to City by Lessee hereunder shall be paid in lawful money of the United States of Am erica, without set off, by check made payable to City and delivered to the following address or account, City by service of written notice upon Lessee, may otherwise direct the payment thereof from time to time during the term hereof.

Via Mail/Express
City of Fresno
Fresno Yosemite International Airport
Attn.: Airport Accounting
4995 East Clinton Way
Fresno, CA 93727-1504
C. Late Payment Charge: Should any installment of monthly rental fees accruing to City under the provisions of this Lease not be received by City within five (5) calendar days after such shall be due, a late payment charge equal to one and one half percent (1.5%) of the overdue amount added thereto and constituting a part thereof shall be impos ed by City each and every month until the entire delinquent amount is received by City.

D. Security Deposit: Lessee shall provide to City a Security Deposit in an amount equal to three (3) months Lease Fees and Charges. Such deposit shall be in the form of cash, a Surety Bond issued by an insurance company authorized to do business in the State of California and authorized to write such bonds in said State, or a non-revocable Letter of Credit establis hed in favor of City for the account of Lessee by a federally chartered bank acceptable to City, guaranteeing the faithful performance of all of the covenants and conditions herein to be performed by Lessee. Upon the expiration or terminati on of this Lease, and the payment of all fees and charges due to the City for t he privileges granted in this Lease, the Security Deposit shall be refunded to Lessee, provided there are no other outstanding claims or charges against Lessee. City shall not be required to pay, and City shall not pay, any interest on this Security Deposit.

E. Employee Parking Facilities: Lessee managers working at the terminal building shall have the right to the use of vehicular parking facilities in common with other employees. Such facilities shall be locat ed in an area designa ted by City. City reserves the right to assess a reasonable charge to recover the costs of providing such space to such employees, in co mmon with other Airpor t/tenant employees, for such parking facilities. The rate shall be set by the Master Fee Schedule.

F. Taxes: Lessee agrees to pay, before delinquency, as and when due, any and all lawful taxes, assessments or charges which, during the life hereof, may be levied DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 7 of 37
by the State, County, City, and/or other tax-levying body on any part or all of the personal property of Lessee and/or upon the Possessory Interest, if any, of Lessee in Airport's premises under this Lease.1
G. Monthly Operations Reports: Lessee shall furnish to Director monthly on the 10 th of each following month, an accurate written report of Lessee’s operations at the Airport during the preceding period. The report form shall be provided by the Director and shall include, but shall not necessarily be limited to:
(1) Total number of Enplaning Pa ssengers and Deplaning passengers of Lessee and aircraft of other airlines handled by Lessee, by date and flight number;
(2) Other such information that City may request from Lessee to prepare airline invoices and establish and assess rates and charges.

If Lessee fails to furnish Director with the report required by this Section, by the date specified within this Section, it s hall be considered in default under this Lease and Lessee’s operations at the Airport can be terminated.

Monthly Operations Reports shall be delivered to City at the address below or at such address to which City, by se rvice of written notice upon Airline, may direct the delivery thereof, from time to time:

Via Mail/Express
City of Fresno
Fresno Yosemite International Airport
Attn.: Airport Accounting
4995 East Clinton Way
Fresno, CA 93727-1504
Via email at: [email protected]
ARTICLE IV: OPERATIONS, CONDITIONS, OBLIGATIONS AND RESTRICTIONS OF LESSEE

4.01 Description of Lessee’s Operations
A.

Using the form provided in “Exhibit D”, attached hereto and incorporated herein by reference, Lessee shall file and at all times maintain with City a current and 1 Any interest in real property which exists as a result of possession, exclusive use, or a right to possession or exclusive use of any real property (land and/or im provements located therein or thereon) wh ich is owned by the City of Fresno (City) is a taxable possessory interest unless the possessor of interest in such property is exempt from taxation. With regard to any possessory interest to be acquired by Lessee under this Lease, Lessee, by its signatures hereunto affixed, warrants, stipulates, confirms, acknowledges and agrees that, prior to executing this Lease, Lessee either took a copy of this Lease to the office of the Fr esno County Tax Assessors or by some other appropriate means independent of City or any employee, agent, or representative of City determined, to Lessee’s full and complete satisfaction, how much Lessee will be taxed, if at all.

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detailed description of all ground servic e operations Lessee conducts at the Airport. This detailed description must be filed with and approved by City before Lessee commences operations at the Airport. Whenever the ground service operations conducted by Lessee at the Ai rport change or the airlines serviced by Lessee change, Lessee shall immediatel y file a revised Exhibit D with the City so that, at all times, the Exhibi t D on file with City accurately and fully describes Lessee’s current operations at the Airport. Lessee’s failure to maintain a current Exhibit D with City, is a breach of this Lease and cause for termination hereof.

B. In addition to filing the detailed description of ground service operations Lessee conducts at the Airport, Lessee shall provide copies of each ground handling service agreement that Lessee has wit h each airline at the Airport. City reserved the right to review and approve such agreement.

4.02 Approved Services That May be Performed by Lessee

A. Lessee is hereby permitted to use t hose designated areas of Airport for the sole purpose of conducting its Operations and related activities, as specified herein, and for no other purpose whatsoev er. This Lease shall not be valid unless Lessee demonstrates to the City that it has first entered into a contract to perform the services described hereunder with an Airline or Lessee holding a valid agreement with City. In the ev ent any contract under which Lessee performs services is cancelled or term inated by the aforem entioned Airline or Lessee, Lessee shall immediately notify City in writi ng. Operations hereunder shall be non-exclusive and at Lessee’s sole cost, expense and responsibility.

Subject to use restrictions, limitations and conditions set forth in this Lease and as provided by law, Lessee’s commercial aviation ground handling service business may only include the following operations, as denoted hereinafter:

1. Ground Handling Ramp Services for Airlines

Guiding aircraft to a parking position for purposes of loading and unloading passengers, baggage, and cargo; furnis hing equipment for the safe and efficient loading and unloading of pa ssengers and cargo to and from an aircraft; proving a fire guard equi pped with necessary and appropriate firefighting equipment; delivering ai rcraft cargo packages and mail to appropriate designated locations on the Airport, including, but not limited to Air Cargo buildings and terminal build ings; repairing, maintaining and refueling all required ramp equipment owned by the Lessee or the Airlines contracting with Lessee, provided that: (i) repair and maintenance must be performed at premises other than at the Airline passenger terminal buildings or the ramps adjacent ther eto; (ii) such work s hall be performed only at areas designated for such purpose by the Director or disgnee; and (iii) refueling must be performed only in areas designed by the Director for ground service equipment. The services under this subparagraph must be DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 9 of 37
directly provided by the Less ee and not through a subcontracting agreement.

2. Light Maintenance Services for Airlines

Providing light maintenance to Lessee’s Airline customers on the aircraft parking aprons located at or near the Ai rline passenger terminal buildings to such extent as is (a) provided in the rights and uses stated in the applicable agreement between the respective Airline and the City where it permits the Airline to use said areas and other facilities for such purposes, or (b) provided City ordinances, rules, codes and regulations permit said activities at said location at Airpor t. The term “light maintenance” means normal airline, overnight flight maintenance and inspections.

3. Into-Plane Fuel Services for Airlines

The right to transfer or deliver fuel to Airline aircraft and to pump the fuel into proper compartments or tanks aboar d the aircraft in accordance with the terms of the contracts that the Lessee may, from time to time, enter into with an Airline. However, the services under this subsection do not apply to the sale at Airport of jet fuel, aviation gasoline, aircraft lubricating oils or other aircraft oils; said sales and t he fees thereon are covered by other provisions of this Lease.

4. Waste Disposal Services for Airlines

Maintaining and operating waste dispos al services and lavatory cleaning services to the Airlines at Airport.

5. Ground Equipment Rental and/or Operation and/or Maintenance for Airlines

Renting, or operating, or maintaining aircraft ground equipment to Airlines, including but not limited to tugs, aircraft starters, aircraft loading stairs and air-conditioning units in accordance with the terms of the contracts that the Lessee may, from time to time, enter into with the Airlines. Such ground equipment shall not include automobiles, trucks, or other vehicles designed for use on public streets, ei ther into or out of t he Airport. Maintenance of ground equipment must be (i) performed at locations other than the Airline’s passenger terminal buildings or the ramps adjacent thereto; and (ii) shall be performed only in areas designed for such purpose by the Director or designee.

6. Passenger Services for Airlines.

Providing clearance documents for aircraft passengers, cargo and baggage as may be required by applicable gov ernmental agencies; providing and DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 10 of 37
handling passenger ticketing and baggage check-in; furnishing linguists for the assistance of passengers speaking a foreign language; and arranging for, but not preparing or selling in-f light meals for passengers departing on aircraft.

7. Porter Services for Airlines

Handing and transporting passenger baggage and other articles of personal property through the Airl ine passenger terminal buildings and terminal areas, including the United States Federal Inspections area.

8. Security Services for Airlines or City’s Lessees

Providing security services at the ai rline passenger terminal buildings and terminal areas as specified by cont ractual agreements with an Airline or other City Lessees or Tenants.

9. Baggage Delivery Services for Airlines

Handling and transporting of baggage and other articles of Airline passengers and customers for screening, rerouting, or delivery at Airport.

10. Aircraft Cleaning for Airlines

Cleaning aircraft interiors and exterior s. Notwithstanding anything to the contrary set forth herein, Lessee must seek the City’s prior written approval prior to conducting any exterior aircraft cleaning.

4.03 Rights of Airlines

Lessee understands and agrees that federally certificated Airlines shall have the right at all times to provide any of the above described services for themselves for their own operations. None of the services which Lessee is authorized to perform under this Lessee shall involve the operation of aircraft by Lessee unless it holds a separate air carrier operating agreement from City.

4.04 Conditions, Limitations and Restrictions

Lessee’s use of the Airport shall be subject to the following terms, conditions.

Imitations, covenants and restrictions.

A. Lessee agrees that it wil l not permit any act of omission or commission or any type of condition to exist on the Airport which would in any way create a hazard to persons or property or would serve to jeopardize or invalidate any polices of insurance or increase the premium rate(s) charged for any insurance covering Airport property, operations, or the premises or operations of any tenant of City.

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B. Lessee may use the Air Operations Area and other restri cted areas of the Airport only as specifically authoriz ed and directed by the Director and in accordance with the directives of the federal government issued by and through the FAA or the TSA. If the TSA imposes a penalty or fine on the City for Lessee’s acts or omissions, then Lessee shall reimburse and indemnify the City for the entire amount of the penalty or fine.

C. Lessee shall not use the Airport in any manner that migh t interfere with the landing and taking off of aircraft from Airport or otherwise constitute a hazard.

In the event this covenant is breached, City reserves the right to cause the abatement of such interference at the expense of Lessee and/or to immediately terminate this Lease, or to place such restrictions on the operations of Lessee, as City deems necessary in the public interest.

D. Lessee is limited to conducting its ground handling and support services Operations on a nonexclusive basis.

E. Lessee shall neither use, suffer, lic ense the use of the premises for any improper, immoral, unlawful (including illegal discrimination), unauthorized, nor objectionable purpose(s).

F. Lessee shall neither use, suffer, lic ense the use of the premises for any purpose nor allow any activity therein which would create a nuisance, or in any way obstruct or interfere wit h the rights of others at Ai rport or injure or annoy them; or do or permit the doing of anything in any way tending to injure or reflect unfavorably upon the reputation of City or the appearance of the Airport.

G. Lessee shall not construct improvement s upon the premises or alter, improve or add to any existing structure on such premises.

H. No used buildings/structures and no temporary/mobile buildings/structures/trailers may be moved onto the premises, without the advance written consent by the City.

4.05 Handling and Storing Hazar dous Articles and Materials

A. Only Airlines, air freight forwarders and airport tenant s with Airport Leases or permits authorizing them to conduct the receiving, storing or transporting of hazardous articles or mate rials shall be allowed to enga ge in such activities.

Where permitted, the receiving, storing and handling of all such articles or materials will be the sole responsibility of these respective companies and shall comply with current applicable airline handling directives, company manuals, and other applicable laws and regulations. Lessee shall not store, use or dispose of hazardous materials on the Airport nor cause, permit or allow any officer, agent, employee, contractor, permittee or invitee of Lessee to store, use or dispose of DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 12 of 37
hazardous materials on the Airport. Lessee shall be solely and fully responsible for notifying the appropriate public agencies of any hazardous material release which occurs on the Airport, or is caused by or results from activities of Lessee, Lessee's officers, agents, employees, cont ractors, permittees or invitees on Airport. Lessee shall immediately notif y the City of any hazardous material releases which occurs on the Airport regardless of whether the release was caused by or results from Lessee’s acti vities or is in a quantity that would otherwise be reportable to a public agency.

B. Lessee shall, at all times, keep t he premises and each and every part thereof in a neat, clean and orderly condition, and shall prevent the accumulation of, and shall maintain said premises free from any refuse or waste materials which might be or constitute a potential health, environmental, or fire hazard or public or private nuisance. Lessee shall ne ither conduct nor suffer or permit the conducting of any activity on the premises which either directly or indirectly produces objectionable or unlawful amounts or levels of air pollution (gases, particulate matter, odors, fumes, smoke, dust, etc.); water pollution; light, glare, or heat; electronic and/or radio emissions interfering with any navigational or communications facilities/operations a ssociated with the op eration of the Airport and/or its use by ai rcraft; trash or refuse accumulation; or any other activity/operation which is hazardous or dangerous by reason or risk of explosion, fire or harmful emission. Lessee shall not cause or permit to occur any violation of any federal, state, or local law, ordinance, or regulation now or hereafter enacted, related to environment al conditions in, on, under or about the premises, or arising from Lessee' s use(s) or occupancy(ies) thereof, including, but not limited to, soil and ground water conditions.

4.06 Parking and Equipment Storage

Lessee's vehicles and equipment, including the vehicles and equipment of Lessee’s employees, guests, contractors and clients, if permitted to be operated on Airport property, shall be pa rked only in those areas approv ed for such pa rking, unless specifically authorized in writing by the City to be parked temporarily elsewhere. For any vehicle or equipment owned, Licensed or hired by Lessee and found in an unauthorized area or left unattended in a restricted area, Lessee shall be responsible for any fines or citations for breach of airfield security regulations. Lessee agrees such vehicles or equipment may be immediately removed and stored by City at the expense of Lessee.

4.07 Responsibility for Use

Lessee is and shall remain an independent contractor responsible to all parties for its acts and omissions and agrees that City shall in no way be responsible Lessee’s acts or omissions. Throughout the term of this Lease, Lessee shall retain sole responsibility, liability and cost for safeguarding all persons and property affected by its Operations and for the conduct of its activities on the Airport. Lessee shall at all DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 13 of 37
times conduct its Operations in a safe, pruden t, professional and lawful manner.

Lessee agrees that its Operations hereunder shall not unreasonably interfere with or impede the operations of City, other authorized users and tenants of the Airport, or the general public.

4.08 Licenses, Permits and Certifications

Lessee shall at it sole cost and expense (a) obtain and maintain in effect at all times any and all licenses, certificates and permits required for its occupancy, use of and Operations on Airport property; and (b) obtain any and all licenses, permits and other operating, use or safety certifications required by federal, state and/or local regulatory agencies for its use of, operations on, activities at and associated storage on Airport property. Lessee shall provide City with copies upon request of any and all such licenses, permits, certific ations and other document ation evidencing compliance herewith.

4.09 Operating Standards

Lessee covenants and agrees that it shall conduct its Operations and its activities at Airport in a safe, lawful, prudent and professional manner, at all times providing the quality and levels of service necessary to meet the demand for same, in accordance with all applicable regula tions currently in effect and as may be amended, and pursuant to directives issued by the Au thority in connection therewith. Lessee acknowledges that it has received and agrees to make available to its employees copies of the City's Airp ort Operations Rules and Re gulations, Code, Policy, and other applicable regulatory and procedural information.

4.10 Responsible Ma nager and Subordinate

Lessee shall at all times re tain an active, qualified, competent, experienced and responsive station manager to supervise its Operations and to represent and act for Lessee at Airport. Lessee’s manager shall be availabl e during regular business hours and on-call at all other times in the event of an emergency. At all times during the manager's absence a responsible subordinate shall be in charge and available at Airport. Lessee shall provide City and keep current at all times the names of its manager and subordinate, their respective office, cell and emergency home telephone numbers, and their email addresses.

4.11 Personnel, Training, Policies and Procedures

Lessee shall provide for the proper training and for the certification/licensing of all of its employees in all areas of service as duties require. Lessee shall produce copies of employee certification and licensing records upon demand by City. Lessee shall be responsible for the training of all employees in conformity with the Airport Rules for Airlines/Ground Handler s handbook requirements. Le ssee shall control the DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 14 of 37
conduct, demeanor and appearance of its employees to ensure the maintenance of a high standard of service at all times.

4.12 Purchase of Su pplies and Services

Should Lessee contract with a third party to provide services, which might otherwise be performed by Lessee under this Lease, such third party shall be deemed to be conducting a business at Airport. Prior to said third party engaging in such services, Lessee shall ensure that such third party has secured a valid license agreement from City to operate at Airport. City may impose charges, rentals and fees upon such third parties for facilities used or for services provided. Nothing herein shall be construed as in any way limiting the powers of City to fully exercise its governmental rights, its proprietary functions, its obligations under any bond covenants, or its rights to enforce any federal, state or local law, rule or regulation

4.13 Safety Procedures and Fi re Prevention Procedures

Lessee shall comply with al l fire safety rules, regulat ions and procedures at the Airport. Lessee shall insta ll and maintain, at Lessee ’s sole expense, such extinguishing devices, signage and fixtures on and in its facilities and equipment and operating areas as may be required by the Aircraft Rescu e and Fire Fighting Department (ARFF) or any applicable law or regulation. Combustible and flammable liquid storage shall meet all Uniform Fire Code requirements.

4.14 Security

Lessee shall comply with all rules and regulations of City applicable to the Airport and airfield security. At its sole cost an d expense, Lessee shal l be responsible for providing its own security (i) for any equipment, vehi cles, materials and other personal property brought onto the Airport by or for Lessee, and (ii) for any services or activities provided or conducted by Lessee or by anyone on behalf of Lessee under this Lease. Lessee agrees to protect the integrity of security of the Airport perimeter and agrees to undertake measures necessar y for the prevention of unauthorized access into any restricted ar ea of the Airport. Lessee’s responsibilities hereunder expressly include, but shall not be limited to, implementing a security plan to meet the requirements of the TSA and the City.

4.15 No Obligat ions of City

Lessee acknowledges that City has made no representations or warranties relating to the suitability of the Airport for any particular use. Except as otherwise expressly provided in this Lease, City shall have no obligation whatsoever to Lessee for the maintenance of the Airport or any improvements, fixtures, furnishings or equipment now or hereafter constructed, installed or used as a part of the Airport. City shall have no liability to Lessee arising out of any defect or deficiency in the Airport.

DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 15 of 37

4.16 City’s Right of Inspection

City and its authorized officers, employ ees, agents, volunt eers, contractors, subcontractors and other representatives shall have the right to monitor all activities of Lessee and to inspect Lessee’s areas of operation, equipment and conduct of business, including for the following purposes:

A. To determine Lessee’s compliance with the terms and conditions of this Lease and with City’s directives issued in connection herewith; and

B. To perform maintenance or other remedi al work where Lessee is obligated to perform said work, but has failed, to do so, after City’s notice of noncompliance, in which case Lessee shall reimburse City for the costs thereof promptly upon demand. and

C. To gain access to any mechanical, electrical, utility and structural system at the Airport for the purpose of maintaining and repairing said system.

4.17 Exterior Signs and Outside Storage

Installation of exterior signs and /or outside storage of any materials, supplies, products, equipment or other personal pr operty in or about the Airport, unless expressly permitted by this Lease, is prohibited.

4.18 Alterations/Additions/M odifications/Improvements

Neither City nor Lessee sha ll be obligated to make, nor shall Lessee shall make any alterations, additions, modifications, or improvements in/on/to any part of the Airport, at any time during the term hereof, for any purpose whatsoever.

4.19 Liability for Damage

Lessee shall be liable for and shall prom ptly repair any damage to any Airport areas/facilities where such damage shall be attributable to any act or omission on the part of Lessee, Lessee's employees, contractors, subcontractors, agents, representatives, associates, guests, and/or invitees. Should Lessee fail or be unable to promptly affect any such repairs, City shall have the right to make such repairs, and Lessee agrees to reimburse Cit y for all reasonable costs of such repairs, including reasonable administrative costs.

4.20 Disposable Waste

Lessee agrees to keep all areas covered by this Lease free and clear of rubbish, debris, and litter. Lessee shall use the outdoor receptacles provided by City for the collection and removal of all trash, gar bage and other refuse resulting from the operation of the Passenger Terminal Building, including the activities authorized in DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 16 of 37
this Lease. Lessee, at its own cost and expense, shall provide and use suitable receptacles for the collection, within all ot her Airport areas, of all trash and other refuse. Piling of boxes, cartons, barrels or other items in an un safe or unsightly manner in or about Airport or the premises is prohibited.

4.21 Assignment, Sublicenses and Encumbrances

The Lessee shall not transfer, assign, encumber or mortgage this Lease, or any part hereof, or interest herein, except with the prior written approval of the City and subject to whatever limitations and conditi ons that may be required by the City.

Any other attempted transfer or assignment shall be void and shall not confer rights upon any third person. No assignment sha ll relieve the Lessee of any obligation under this Lease unless other wise agreed by the City. Lessee shall not grant permission to any other person to occupy any portion of the areas covered by this Lease without the consent of City. Notwithstanding the foregoing, this section shall not be interpreted to preclude the assignm ent of this Lease to Lessee’s ultimate parent, a wholly owned subsidiary of Lesse e, or a successor by merger, if such parent, subsidiary, or successor by merger assumes all rights to the obligations of this Lease. Written notice of such assu mption shall be provided to the City by parent, subsidiary, or successor by merger not less than thirty (30) days prior to the effective date of such assignment.

4.22 Inspection/Examination/C ondition/Acceptance of the Premises: Lessee expressly warrants, stipulates, acknowledges, agrees, and/or represents to City as set forth within the following sub-paragraphs of this paragraph.

A. Inspection and Examination by Less ee: Prior To Lessee's Affixing its Signature(s) hereto, Lessee inspected and examined the Premises and all of the improvements located in and/or on same and the facilities appurtenant thereto and det ermined and/or was assured, by means independent of City or any employee, agent, or repr esentative of City, to Lessee's full and complete satisfaction, the condition thereof, and Lessee also determined or was assured, to Lessee's full and complete satisfaction, by means independent of City or any employee, agent, or representative of City, of the truth of all facts material to this Lea se, and this Lease is/was executed by Lessee as a result of Lessee’s inspection and investigation and not as a result of any representations made by City or any employee, agent, or representative of City.

B. Condition of Premises: At the time of execution of this Lease by Lessee, the Premises was in a clean, safe, habi table, and, for such uses/purposes as are herein expressly authorized, usable condition.

C. Acceptance of Premises by Lessee: Lessee warrant s to City that prior to Lessee’s execution hereof, Lessee, by means independent of City or any employee, agent or representative of City, determined, to Lessee’s full and DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 17 of 37
complete satisfaction, the acceptability of the Premises to Lessee for such uses as are authorized herein, and that Lessee accepts(ed) said Premises in an "AS IS" condition as of the commencement date of the term hereof.

4.23 Liability for Damage:

Lessee shall be liable for and shall prompt ly repair any damage to the Premises where such damage shall be attributable to any act or omission on the part of Lessee, Lessee's employees, contra ctors, subcontractors, agents, representatives, associates, guests, and/or invitees. Lessee shall also be liable for and shall promptly repair any damage to other Airport premises/facilities where such damage shall be attributable to any ac t or omission on the part of Lessee, Lessee's employees, contractors, subc ontractors, agents, representatives, associates, guests and/or invitees. S hould Lessee fail or be unable to promptly affect any such repairs, City shall have the right to make such repairs, and Lessee agrees to reimburse City for all reasonabl e costs of such repairs, including reasonable administrative costs.

4.24 Maintenance/Repair.

A. Premises.

Lessee, at its sole cost and expense, assumes re sponsibility for and shall accomplish all necessary repairs and maintenance, including cleaning and janitorial service necessary to ma intain the Premises and any appurtenant facilities in good condition and repair and neat and clean appearance.

B. Re-delivery.

Upon any termination of this Lease, Lessee shall have no right(s), title or interest in or to the Premises, and Lessee shall peaceably and quietly discontinue use of the Premises and quit and deliver up such to City. At City’s option, the Premises may be left in the condition which exists at the time of the termination of this Lease, or City may require Lessee to re turn the Premises to the identical condition as when received. In the event Lessee fails, upon City’s request, to return the Premises to City in the identical condition as when received, City shall have the right to make all necessary restoration and invoice Lessee for all related costs incurred. Lessee agrees to pay , upon demand, any and all such charges billed by City pursuant to this subsection. The provisions of this subsection shall survive termination of this Lease.

4.25 Utilities:

City shall pay all charges for water, se wage, gas, and electricity supplied to and used by the Premises. City shall have t he right to charge Lessee, together with other passenger Terminal Building tenants, an Energy Supplemental Charge, for DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 18 of 37
excess energy costs via a percentage surc harge on the energy por tion of facility rental rates, as authorized in City’s Master Fee Schedule.

A. Electricity, Heating and Air Conditioning:

During the term of this Lease, taking into account the availability of such utility service from City's commercial supplie rs and prudent energy conservation measures, City shall provide to the Premises lighting, other electrical service, and heating and air conditioning, as such are normally provided by City within the building in which said space is located; but, City shall not be liable to Lessee, in any way whatsoever, as a result of any failure or inability of the City to so perform.

B. Other Utilities:

Lessee shall have the right to install telephone or other telecommunications service and equipment in the Premises, at Lessee’s sole cost and expense, upon approval of detailed plans for such installation by Director. If Lessee does have any utilities other than Electr icity, Heating and Air Conditioning installed in the Premises, Lessee will pay all costs ther eof before delinquency and hold City harmless therefrom.

4.26 Control of Hazards and Nuisances:

Lessee shall, at all times, keep the Leased Premises and each and every part thereof in a neat, clean and orderly conditi on, and shall prevent the accumulation of, and shall maintain said Premises free from any refuse or waste materials which might be or constitute a potential health, environmental, or fire hazard or public or private nuisance. Lessee shall neither conduct nor suffer or permit the conducting of any activity on the Leased Premises which either directly or indirectly produces objectionable or unlawful amounts or levels of air pollution (gases, particulate matter, odors, fumes, smoke, dust, etc.); water pollution; light, glare, or heat; electronic and/or radio emissions in terfering with any navigational or communications facilities/operations asso ciated with the operatio n of the Airport and/or its use by aircraft; trash or refuse accumulation; or any other activity/operation which is hazardous or dangerous by reason or risk of explosion, fire or harmful emission. Lessee shall not cause or permit to occur any violation of any federal, state, or local law, ordinance, or regulation now or hereafter enacted, related to environmental conditi ons in, on, under or about the Leased Premises, or arising from Lessee's use(s) or occupancy(ies) thereof, including, but not limited to, soil and ground water conditions.

ARTICLE V: DEFAULT

5.01 Default by Lessee

1. The vacating or abandonment of the Leased Premises by Lessee.

2. The failure by Lessee to use the Leased Premises for lawful purposes only and/or failure by Lessee to comply with or observe any statute, law, ordinance, rule, regulation, standard or requirement of any federal, state, or local government entity with respect to Lessee's occupancy(ies) and/or use(s) of any part or a ll of the Leased Premises, as such statutes, laws, ordinances, rules, regulations, standards or requirements exist(ed) on the commencement date of the term hereof or as such may exist at any time and from time to time during the life hereof, where any such failure shall be evidenced by either a finding or judgment of any c ourt of competent jurisdiction or where any such s hall be admitted by Lessee in any proceeding brought against Lessee by any government entity.

3. The inability of and/or failure by Le ssee to obtain, pay for, and maintain in full force and effect at all times dur ing the life of this Lease, without any lapse in coverage, such insurance and surety as shall be required of Lessee hereunder.

4. The occurrence of any of the following:

(a) Lessee's becoming insolvent, or failing in business, or the making by Lessee of any general arrangement or an assignment for the benefit of creditors;

(b) the filing by or against Lessee of a petition to have Lessee adjudged a bankrupt or a petition for reorgani zation or arrangement under any law relating to bankruptcy;

(c) the appointment of a receiver to ta ke possession of substantially all of Lessee's assets located in or on the Leased Premises or of Lessee's interest in this Lease; or

(d) the attachment, execution or other judicial seizure of substantially all of Lessee's assets located in or on the Leased Premises or of Lessee's interest in this Lease.

5. Any attempted/purported hypothecati on, encumbrance, sale, assignment, or transfer of this Lease, in whole or in part, and/or any of Lessee's rights, title and interests in or to any part or all of the Leased Premises and/or in or to any part or all of the improv ements and appurtenances thereto which exist(ed) therein or thereon at the co mmencement of the term hereof or which may at any time and from time to time be constructed/installed therein DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 20 of 37
or thereon during t he life of this Lease, or any attempted/purported sub- letting/renting of any part or all of the Leased Premises by Lessee to any other person or entity w homsoever, or any occupancy/use of the Leased Premises, in whole or in part, by any person/entity, other than Lessee, without Lessor's prior written consent pursuant to and in conformity with the provisions of this Lease.

6. The failure by Lessee to make any pay ment of rent or any other required payment, as and when due hereunder.

7. The failure by Lessee to keep, observe , undertake, fulfill, or perform any of the terms, covenants, conditions, warr anties, agreements, obligations, and/or provisions of this Lease to be kept, observed, undertaken, fulfilled, and/or performed by Lessee, other than those herein-above .

B. Lessor's Remedies

1. Abandonment: If Lessee abandons the Leased Premises, this lease shall continue in effect. Lessor shall not be deemed to terminate this Lease as a result of such material default and br each other than by written notice of termination served upon Lessee by Lessor, and Lessor shall have all of the remedies available to Lessor under Section 1951.4 of the Civil Code of the State of California so long as Lessor does not terminate Lessee's right to possession of the Leased Premises, and Lessor may enforce all of Lessor's rights and remedies under this Lease, including the right to recover the rent as it becomes due under the Lease. After abandonment of the Leased Premises by Lessee, Lessor may, at any time thereafter, give notice of termination.

2. Termination: Upon the occurrence of any material default and breach of this Lease by Lessee as set forth within this Article, Lessor may terminate this Lease by service of a minimum of three (3) days advance written notice to such effect upon Lessee, in which event this Lease shall terminate at 11:59:59 p.m., on the termination date specified within such notice.

(a) Such notice shall, as a minimum, set forth the following:

(1) The default and breach which resulted in such termination by Lessor; and

(2) a demand for possession, which, in the event only three (3) days advance notice shall be given by Lessor, shall be
effective at 12:00:01 a.m., on the fourth (4
th) calendar day
following the date on which the notice in which such demand is contained shall be suffi ciently served upon Lessee by Lessor in conformity with the provisions of, Article VIII, Section

8.12, "Notices," of this Lease; or, if more than the minimum DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 21 of 37
number of days advance notice s hall be given, at 12:00:01 a.m., on the next day following the date specified within such notice as being the date of termination hereof.

(b) Such notice may contain any other notice which Lessor may, at its option, desire or be required to give (e.g., "Demand For Payment" of any and all monies due and owing).

3. Possession: Following te rmination of this Lease by Lessor pursuant to any of the provisions of this Lease, without prejudice to other remedies Lessor may have by reason of Lessee's defaul t and breach and/or by reason of such termination, Lessor may:

(a) peaceably re-enter the Leased Premises upon voluntary surrender thereof by Lessee; or

(b) remove Lessee and/or any other persons and/or entities occupying the Leased Premises t herefrom, and remove all personal property therefrom and store all such property not belonging to Lessor in a public warehouse or elsewhere at the cost of and for the account of Lessee, using such legal proceedings as may be available to Lessor under the laws or judicial decisions of the State of California; or

(c) repossess the Leased Premises or re-let the Leased Premises or any part thereof for such term (which may be for a term extending beyond the term of this Lease) at such rental and upon such other terms and conditions as shall be determined solely by Lessor, with the right to make reasonable altera tions and repairs to the Leased Premises.

4. Recovery: Following termination of th is Lease by Lessor pursuant to any of the provisions of this Lease, Lessor shall have all the rights and remedies available to Lessor under Section 1951.2 of the Civil Code of the State of California. The amount of damages Lessor may recover following such termination of this Lease shall include:

(a) the worth at the ti me of award of the unp aid rent which had been earned at the time of termination of this Lease;

(b) the worth at the time of award of the amount by which the unpaid rent which would have been earned after te rmination of this Lease until the time of award exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided;

(c) the worth at the time of award of the amount by which the unpaid rent for the balance of the term after the time of award exceeds the DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 22 of 37
amount of such rental loss for the same period Lessee proves could be reasonably avoided; and

(d) any other amount necessary to compensate Lessor for all the detriment proximately caused by Lessee's failure to perform Lessee's obligations under this Lease or which in the ordinary course of things would be likely to result therefrom.

5. Additional Remedies: Following the occurrence of any material default and breach of this Lease by Lessee as set forth within this Lease, above, in addition to the foregoing remedies, Le ssor may maintain Lessee’s right to possession, in which case this Lease shall continue in effect whether or not Lessee shall have abandoned the Leased Pr emises and, so long as this Lease is not terminated by Lessor or by a decree of a c ourt of competent jurisdiction, Lessor shall be entitled to enforce all of Lessor's rights and remedies hereunder, including the right to recover the rent as it becomes due under this Lease, and, during any su ch period, Lessor shall have the right to remedy any defaul t of Lessee, to maintain or improve the Leased Premises without terminating this Lease, to incur expenses on behalf of Lessee in seeking a new sub-tenant, to cause a receiver to be appointed to administer the Leased Premises and any new or existing sub-leases and to add to the rent payable her eunder all of Lessor's reasonable costs in so doing, with interest at the maximum reasonable rate then permitted by law from the date of such expenditure until the same is repaid.

6. Other: In the event Lessee causes or threatens to cause a breach of any of the covenants, terms or conditions contained in the Lease, Lessor shall be entitled to obtain all sums held by Lessee, by any trustee or in any account provided for herein, to enjoin such breach or threatened breach and to invoke any remedy allowed at law, in equity, by statute or otherwise as though re-entry, summary proceedings and other remedies were not provided for in this Lease.

7. Cumulative Remedies: Each right and remedy of Lessor provided for in this Lease or now or hereafter existing at law, in equity, by statute or otherwise shall be cumulative and shall not preclude Lessor from exercising any other rights or from pursuing any other remedies provided for in this Lease or now or hereafter available to Le ssor under the laws or j udicial decisions of the State of California.

8. Indemnification: Nothi ng contained within this Section affects the right of Lessor to indemnification by Lessee as herein elsewhere provided in this Lease.

ARTICLE VI: NATIONAL EMERGENCY AND CONDEMNATION/DMINENT DOMAIN

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6.01 Total Taking/Condemnation Of Leased Premises

A. In the event that the Government of the United States takes over the operation of the Airport, or any part thereof which shall include all of the Leased Premises, by requisition or other unilateral action as the result of a national emergency or other wise, this Lease shall terminate as of the effective date of any such taking; or, if all of the Leased Premises shall be taken by public authority pursuant to condemnation actions(s) under the laws of eminent domain, this Lease s hall terminate as of the date of title vesting in such proceeding.

B. Unless otherwise expressly provided in this Lease, upon termination of this Lease as a result of either of th e events described wit hin paragraph A of this Section 6.01 of this Article VI, above, the parties hereto shall be relieved of any and all obligations, one to the other, hereunder, not accrued to the date of such termination and Lessor sha ll promptly return, on a pro rata basis, any then unearned rent theretofore paid by Lessee hereunder.

C. Lessor shall not be liable to Lessee fo r any injury to Lessee's business or loss of income or any other injury or loss suffered by Lessee as a result of any such taking and/or termination.

6.02 Partial Taking/Condem nation Of Leased Premises

In the event that only a par t of the Leased Premises shall be taken as a result of any of those actions described in Section 6.01 of this Article, above, if such partial taking shall involve land ot her than that on which any leased building is situated and shall not otherwise constitute a ba r to Lessee's continued beneficial occupancy and use of that/those portion(s) of the Leased Premises not so taken, this Lease shall continue in full force and effect and that/those certain parcel(s) of land so taken shall be automatically delet ed from the premises leased by Lessor to Lessee hereunder, as of the date of such taking and/or title vesting, and the rent then being paid to Lessor by Lessee shall then be adjusted to an amount which shall be equal to the total rental t hen being paid by Lessee pursuant to the provisions hereof on the date immediately preceding the date of such taking and/or title vesting resulting in such deletion, le ss that certain portion of said total rental then being paid for the portion(s) of the Leased Premises then so deleted.

6.03 Awards

In the event that all or part of the Leased Premises shall be taken as a result of any of those actions described in this Article, above, the rights of the parties hereto with respect to such award(s) as shall be paid for such taking shall be as follows:

A. Lessor shall be entitled to the entire amount of any and all compensation awarded by reason of the taking of the leased land and any and all Lessor- DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 24 of 37
owned improvements then lo cated therein or ther eon, and Lessee waives any right or claim to any part of said amount from Lessor or the condemning authority.

B. Lessee shall have the right to cl aim and recover from the condemning authority such compensation as may be separately awarded or recoverable by Lessee in Lessee's own right on account of:

(1) the taking of or injury to any Lessee-owned improvements then located on the leased land, including the va lue of the then ex isting leasehold interest therein and thereto to the ex tent of Lessee's interest therein, based on the value of the then remain ing unexpired portion of the term of this Lease, as said value shall be determined in the proceedings for the taking of such operations and awarding such compensation; and

(2) any and all cost or loss (including loss of business) which may be incurred by Lessee as a result of Lessee's having to remove Lessee's personal property (including merc handise, furniture, industrial improvements, office improvements, trade fixtures and equipment) to a new location.

6.04 Notice And Execution

Upon service of process upon Lessor in connection with either any taking over of Airport by the United States Governm ent or any condemnation or potential condemnation, Lessor shall immediately give Lessee notice thereof in writing.

Lessee shall immediately execute and deliv er to Lessor any and all instruments which may be required to fully effectuate any and all of the provisions of this Article VI of this Lease if, as and when any such instruments shall be required of Lessee.

ARTICLE VII: INSURANCE, INDEMNIFICATION, AND EXEMPTION OF CITY

7.01 Insurance Requirements

Throughout the life of this Lease, Lessee sh all pay for and maintain in full force and effect all policies of insurance required hereunder with an insurance company(ies) either (i) admi tted by the California Insurance Commissioner to do business in the State of California and rated not less than "A-VII" in Best's Insurance Rating Guide, or (ii) authorized by City’ s Risk Manager or his/her designee. The following policies of insurance are required:

(i) COMMERCIAL GENERAL LIABILITY insu rance which shall be at least as broad as Insurance Services Office (I SO) form CG 00 01 and shall include coverage for “bodily injury”, “property damage” and “personal and advertising injury”, including premises and operation, products and completed operations, and contractual liability with limits of liability of not less than $2,000,000 per DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 25 of 37
occurrence for bodily injury and proper ty damage, $2,000,000 per occurrence for personal and advertising injury, $4,000,000 aggregate for products and completed operations and $4,000,000 g eneral aggregate. Lessee may substitute Airport Liability insurance for this insurance provided the coverage is as broad as required and the limits of liability are not less than required.

(ii) COMMERCIAL AUTOMOBILE LIABILITY insurance which shall be at least as broad as the most current versi on of Insurance Service Office (ISO) Business Auto Coverage Form CA 00 01, and include coverage for all owned, hired, and non-owned automobiles or ot her licensed vehicles (Code 1 - Any Auto) with limits of liability of not less than $1,000,000 per accident for bodily injury and property damage.

(iii) WORKERS' COMPENSATION insurance as required under the California Labor Code.

(iv) EMPLOYERS’ LIABILITY insurance with limits of liability of not less than $1,000,000 each accident, $1,000,000 dis ease policy limit and $1,000,000 disease each employee.

(v) POLLUTION LIABILITY insurance with limits of liability of not less than $2,000,000 per claim/occurrence and $4,000,000 aggregate.

(vi) PROPERTY: Limits of insuranc e in an amount equal to the full (100%) replacement cost (without deduction for depreciation) of TENANT’S business property.

In the event Lessee purchases an Umbrella or Excess insurance policy(ies) to meet the minimum limits of insurance set forth above, this insurance policy(ies) shall “follow form” and afford no less coverage than the primary insurance policy(ies).

Lessee shall be responsible for payment of any deductibles contained in any insurance policies requir ed hereunder and Lessee shall also be responsible for payment of any self-insured retentions. At no time shall City be responsible for the payment of any deductibles or self-insur ed retentions. Any deductibles or self- insured retentions must be declared to, and approved by, the City’s Risk Manager or designee. At t he option of the City’s Risk Manager or designee, either (i) the insurer shall reduce or eliminate such deduc tibles or self-insured retentions as respects City, its officers, officials, employees, agents, and vo lunteers; or (ii) Lessee shall provide a financial guarantee, satisfactory to City’s Risk Manager or designee, guaranteeing payment of losses and related investigations, claim administration and defense expenses. At no time shall City be responsible for the payment of any deductibles or self-insured retentions.

DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 26 of 37
All policies of insurance required hereunder shall be endorsed to provide that the coverage shall not be cancelled, reduced in coverage or in limit s except after 30 calendar day written notice has been given to City. Upon issuance by the insurer, broker, or agent of a notice of cancellation, non-renewal, or reduction in coverage or in limits, Lessee shall furnish Cit y with a new certificate and applicable endorsements for such policy(ies). In the event any policy is due to expire during this Lease, Lessee shall provide a new certificate, and applicable endorsements, evidencing renewal of such policy not less than 15 calendar days prior to the expiration date of the expiring policy.

The General Liability (or Air port Liability, if applicable) , Pollution Liability and Automobile Liability insurance policies shall be written on an occurrence form and shall name City, its office rs, officials, agents, employees and volunteers as an additional insured. Such policy(ies) of insurance shall be endorsed so Lessee’s insurance shall be primary and no contribut ion shall be required of City. The coverage shall contain no special limitations on the scope of protection afforded to City, its officers, officials, employees , agents and volunteers. Any Workers’ Compensation insurance policy shall contain a waiver of subrogation as to City, its officers, officials, agents, employees and volunteers.

a. Lessee shall furnish City with all ce rtificate(s) and appl icable endorsements effecting coverage required hereunder . All certificates and applicable endorsements are to be received and appr oved by the City’s Risk Manager or his/her designee prior to City’s execut ion of the Lease. Such evidence of insurance shall be provided City at the following address:

City of Fresno
Airports Department
4995 E. Clinton Way
Fresno, CA 93727

b. Upon request of City, Le ssee shall immediately furnish City with a complete copy of any insurance policy required under this Contract, including all endorsements, with said copy certified by the underwriter to be a tr ue and correct copy of the original policy. This requirement shall survive expiration or termination of this Lease.

c. Any failure to maintain the required in surance shall be sufficient cause for City to terminate this Lease. No action taken by City hereunder shall in any way relieve Lessee of its responsibilities under this Lease.

d. The fact that insurance is obtained by Lessee shall not be deemed to release or diminish the liability of Lessee, includ ing, without limitati on, liability under the indemnity provisions of this Lease. T he duty to indemnify City and its officers, officials, employees, agents and volunteers shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 27 of 37
Lessee. Approval or purchas e of any insurance contracts or policies shall in no way relieve from liability nor limit the liability of Lessee.

e. Lessee and its insurers hereby waive al l rights of recovery against City and its officers, officials, employees, agents, and volunteers, on account of injury, loss by or damage to the Lessee or its officers, o fficials, employees, agents, volunteers, invitees, consultants, subconsultants, c ontractors, and subcontractors, or its property or the property of others under its care, custody and control. Lessee shall give notice to its insurers that this waiver of subrogation is contained in this Lease. This requirement shall survive termination or expiration of this Lease.

f. If Lessee should contract any work on t he Premises or subc ontract any of its obligations under this Lease, Lessee shall require each consultant, subconsultant, contractor and subcontractor to provide in surance protection in favor of City and its officers, officials, employees, agent s and volunteers in accordance with the terms of each of the pr eceding paragraphs, except t hat the consultants’, subconsultants’, contractors’ or subcontractors’ certificates and endorsements shall be on file with Less ee and City prior to the comm encement of any work by the consultant, subconsultant, contractor or subcontractor.

7.03 Indemnification

Except to any extent expressly provided for in the Lease, and to the furthest extent allowed by law, Lessee shall indemni fy, hold harmless and defend City and its officers, officials, employees, agents and volunteers (hereinafter referred to collectively as “City”) from any and all loss, liability, fi nes, penalties, forfeitures, costs and damages (whether in tort or stri ct liability including damage by fire or other casualty) alleged to have been incurred by City or Lessee, and from any and all claims, demands and actions in law or equity (including attorney’s fees and litigation expenses) arising or alleged to hav e arisen directly or indirectly out of Lessee’s: (i) occupancy, maintenance and/or use of Leased Premises; (ii) use of any Common Use Space, Exclusive Use Space, Joint Use Space, Preferential Use Space and Shared Use Space, upon which the Leased Premises is located; or(iii) performance of, or failure to perform, th is Lease. Lessee’s obligations under the preceding sentence shall apply regardless of whether CITY or any of its officers, officials, employees, agents or volunteer s are passively negligent, but shall not apply to any loss, liability, fines, penalties , forfeitures, costs or damages caused by the active or sole negligence, or the willful misconduct, of CITY or any of its officers, officials, employees, agents or volunteers.

Lessee acknowledges that any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in c ontract, tort or strict liability, including but not limited to personal injury, death at any time and property damage, including damage by fire or other casualty) arisi ng out of or in any way connected with releases or discharges of a Hazardous Substance, or the exacerbation of a potential environmental hazard, occurring as a result of or in connection with: (i) DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 28 of 37
Lessee’s occupancy, maintenance and/or use of the Leased Premises; (ii) Lessee’s use of any Common Use Space, Exclusive Use Space, Joint Use space, Preferential Use Space and Shared Use Space, upon which the Leased Premises is located; (iii) Lessee’s activities or the activities of any of Lessee’s representatives (including, wit hout limitation, any of Lessee’s officers, officials, employees, agents, volunteers, invitees, subtenants, consultants, subconsultants, contractors or subcontractors), and all r easonable costs, expenses and liabilities for environmental investigations, monito ring, containment, ab atement, removal, repair, cleanup, restoration, remediat ion and other response costs, including reasonable attorneys’ fees and disbur sements and any fines and penalties imposed for the violation of any Legal Requirements relating to the environment or human health, are expressly within the scope of the indemnity set forth above.

Lessee’s occupancy, maintenance and use of the Premises, and use of all or any part of Airport, including, but not limit ed to, use of any Common Use Space, Exclusive Use Space, Joint Use Space, Preferential Use Space and Shared Use Space, upon which the Leased Premises is located, shall be at Lessee’s sole risk and expense. Lessee accepts all risk re lating to Lessee’s: (i) occupancy, maintenance and/or use of the Premises; (ii) Lessee’s use of any Common Use Space, Exclusive Use Space, Joint Use space, Preferential Use Space and Shared Use Space, upon which the Leased Premises is located; or (iii) performance of, or failure to perform, this Lease City shall not be liable to Lessee and its insurer(s) for, and Lessee and its insurer(s) hereby waive and release City from, any and all loss, liability, fines, penalti es, forfeitures, costs or damages resulting from or attributable to an occurrenc e on or about the Premises, or all or any part of the Airport, including, but not limited to, us e of any Common Use Space, Exclusive Use Space, Joint Use Space, Prefer ential Use Space and Shared Use Space, upon which the Leased Premises is located, in any way related to the Lessee’s operations and activities. This waiver shall not extend to any and all loss, liability, fines, penalties, forfeitures, costs or damages caused solely by the gross negligence, or by the willful misconduct of City.

Lessee shall immediately notify City of any occurrence on Lessee’s use of any Common Use Space, Exclusive Use Space, Joint Use space, Preferential Use Space and Shared Use Space, upon whic h the Leased Premises is located, resulting in injury or death to any person or damage to property of any person.

If Lessee should contract any work on the Premises or subcontract any of its obligations under this Lease, Lessee shall require each consultant, subconsultant, contractor and subcontractor to indemnify, hold harmless and defend City and its officers, officials, employees, agents and volunteers in accordance with the terms of this Section.

The provisions of this Section shall surv ive the termination or expiration of this Lease.

8.01 Non-Transferability

This Lease is Non-Transferable and shal l be valid only for the herein named Lessee for and to whom issued; thus, Le ssee may not and shall not at any time sell, transfer, sublease or assign this Lease, in whole or in part, and any attempted or purported sale, transfer, sublease or assignment hereof shall be null and void and shall constitute a breach of this Lease by Lessee.

8.02 Government Requirements

A. Permits with the United States Government: This Lease is subject and subordinate to the provisions of any agreements heretofore or hereafter made between the City and the United States Government, the execution of which is required to enable or permit tr ansfer of rights or prop erty to City for Airport purposes or expenditure of federal funds for Airport improvement, maintenance or development. Lessee shall abide by requirements of agreements entered into between the City and the United States Government, and shall consent to amendments and modifications of this Leas e if required by such agreements or if required as a condi tion of City’s entry into such agreements, provided however that if any modification to said Lease with the United States Government has a material or adverse impact on the operations of the Lessee, the Lessee shall have the right to te rminate this Lease upon ninety (90) days written notice.

B. Nondiscrimination: Le ssee shall not employ discrim inatory practices in the provision of services, employment of personnel, or in any other respect on the basis of race, color, creed, religion, sex, national origin, ancestry, ethnicity, age, marital status, status as a disabled ve teran or veteran of the Vietnam era, medical condition, or physical or mental disability. During the entire term and performance of this Lease, Lessee agrees as follows:

1. Lessee will comply with all laws and regulations, as applicable, including without limitation applicable portions of Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally-assisted Programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, as amended from time to ti me. Lessee assures that it will undertake an Affirmative Action Program, if required by 14 CFR Part 152, Subpart E, to ensure that no person in the United States shall, on the grounds of race, color, creed, religio n, sex, national origin, ancestry, ethnicity, age, marital status, status as a disabled veteran or veteran of the Vietnam era, medical condition, or physical or mental disability be excluded from participation in, be denied the benefits of, or be subject to DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 30 of 37
discrimination under any program or acti vity made possible by or resulting from this Lease.

2. Lessee will not discriminate against any employee or applicant for employment because of race, color, cr eed, religion, sex, national origin, ancestry, ethnicity, age, marital status, and status as a disabled veteran or veteran of the Vietnam era, medical condition, or physical or mental disability. Lessee shall take affirmative action to ensure that applicants are employed, and the employees are tr eated during employment, without regard to their race, color, creed, religion, sex, national origin, ancestry, ethnicity, age, marital status, status as a disabled veteran or veteran of the Vietnam era, medical condition, or physical or mental disability. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recr uitment or recruitment advertising; layoff or termination; rates of pay or other fo rms of compensation; and selection for training, including ap prenticeship. Lessee agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provision of this nondiscrimination clause.

3. Lessee will, in all solicitations or advertisements for employees placed by or on behalf of Lessee, state that all qualified applicants will receive consideration for employment without regard to race, color, creed, religion, sex, national origin, ancestry, ethnici ty, age, marital status, status as a disabled veteran or veteran of the Vi etnam era, medica l condition, or physical or mental disability.

4. Lessee will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice advising such labor union or workers' representatives of Lessee’s commitment under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

C. Disadvantaged Business Enterprise: T he Lessee agrees that it shall at all times comply with FAA Regulation 49 CFR Part 23, Subpart F, or as superseded by CFR Part 26 to the ext ent that such obligation applies to Lessee in accordance with Federal Regulations and the City's DBE Program for Federally Assisted Projects supplied herewith or available from the City.

D. Federal Aviation Act, Section 308: No thing herein contained shall be deemed to grant the Lessee any exclusive right or privilege withi n the meaning of Section 308 of the Federal Aviation Ac t or the conduct of any activity on Airport, except that, subject to the terms and provisions hereof, Lessee shall have the right to conduct operations at the Airport under the provisions of this Lease.

E. Airport Safety/Security:

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1. Lessee shall observe all safety/s ecurity requirements of Federal Aviation Regulations, Transportation Security Regulations and Airport Security Program, applicable parts, as the same may be from time-to- time amended, which will be furnished to Lessee as approved by the Federal Aviation Administration and/or Transportation Security Administration, and to take such steps as may be necessary or directed by City to ensure that employees, invitees, and guests observe these requirements.

2. If City incurs any fines and/or penalties imposed by the Federal Aviation Administration, Transportation Security Administration, or any other federal, state, or local agency, or any expense in enforcing the regulations of Federal Aviation R egulations, Transportation Security Administration and/or Airport Security Program, as a result of the acts or omissions of Lessee, Lessee agr ees to pay and/or reimburse all such costs and expense. Lessee further agrees to rectify any security deficiency as may be determined as such by City or the Federal Aviation Administration or Transportation Security Administration. City reserves the right to take whatever action necessary to rectify any security deficiency, in the event Le ssee fails to remedy the security deficiency.

F. Federal Grant Agreement Assurances

Those certain sixteen (16) numbered provisions set forth within Section "B", "Assurances", of Exhibit "B", "Assuranc es Required by the Federal Aviation Administration" (FAA), attached hereto and made a part hereo f, are specific provisions required by the FAA to be appropriately included within all agreements (including, without limitati on, leases, licenses, permits, and contracts) between the City of Fresno, California and any and all entities who use or perform work or conduct activiti es on City-owned Airport premises for aeronautical or non-aeronautical purposes. Lessee, by its signature(s) hereunto affixed, acknowledges that it has reviewed the aforesaid Exhibit, in its entirety, and fully understands the m eaning, purpose, and in tent thereof.

Lessee hereby expressly agrees that, thr oughout the term hereof, it shall fully and faithfully comply with, abide by and/or adhere to, as applicable and appropriate, each and every one of the numbe red provisions contained within Section "B", "Assurances", of said Ex hibit (as said numbered provisions are reflected therein or as same may be am ended, from time to time, during the term hereof, by City, as the FAA's requirements thereon imposed may so dictate), which, pursuant to the gui delines established within paragraphs 2 through 4 of Section "A" of said Exhibit, shall either be applicable to Lessee on the start date of the term hereof or which, as a result of changing facts and/or circumstances, shall subsequently bec ome applicable to Lessee, hereunder, during the term hereof.

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8.03 Required Accessibi lity Disclosure:

A Certified Access Specialist (CASp) ca n inspect the subj ect premises and determine whether the subj ect premises comply wit h all of the applicable construction-related accessibility standar ds under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibi t the lessee or tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the lessee or tenant, if requested by the lessee or tenant. The parties shall mutually agree on the arrangements fo r the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violati ons of construction-related accessibility standards within the premises.

8.04 Liens And Claims

Lessee shall not suffer or permit to be enforced against Lessor's title to the Leased Premises, or any part thereof, any lien, claim or demand arising from any work of construction, repair, restor ation, maintenance or remo val as herein provided, or otherwise arising (except liens, claims or demands suffered by or arising from the actions of Lessor), and Lessee shall pay all such liens, claims and demands before any action is brought to enforce same against said Premises; and Lessee agrees to hold Lessor and said Premises free and harmless from all liability for any and all such liens, claims or demands, t ogether with all costs and expenses in connection therewith. Lessor shall have the right at any time to post and maintain on said Premises such notices as may be necessary to protect Lessor against liability for all such liens, claims and demands. This paragraph shall survive expiration or termination of this Lease.

8.05 Independent Contractor

Lessee is and throughout this Lease shall be an independent contractor and not an employee, partner or agent of the City. Neither part y shall have any right to control, supervise or dire ct the manner or me thod or choice by which the other party or its contractors shall perform its or their work or function. However, each party shall retain the right to verify t hat the other is performing its respective obligations in accordance with the terms hereof.

A. Neither the Lessee, nor any of its o fficers, associates, agents or employees shall be deemed an employee of the City for any purpose. Lessee shall not be entitled to nor shall it receive any benefit normally provided to employees of the City such as, but not limited to, vacati on payment, retirement, health care or sick pay. The City shall not be respons ible for withholding income or other taxes from the payments made to Lessee. Lessee shall be solely responsible for filing all returns and paying any income, social security or other tax levied DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 33 of 37
upon or determined with respect to the payments made to Lessee pursuant to this Lease.

8.06 Inability Of Lessee
This Lease and the obligations of Less ee hereunder shall not be affected or impaired because Lessor is unable to fulfill any of its obligations hereunder or is delayed in doing so, if such inability or del ay is caused by reason of strike, labor troubles, acts of God, or any other cause beyond the reasonable control of Lessor.

8.07 Partnership/Joint Venture

This Lease does not evidence a partnership or joint venture between Lessee and City. Except the any extent expressly provided for in this Lease, (i) the City does not grant, convey, or delegate to Lessee any tangible or intangible property interest or express or implied agency, license, right or authority, (ii) Lessee shall have no authority to bind the City absent its express written consent, (iii) either Party shall be free from obligations or liabilities under contracts entered by the other, and (iv) each Party shall bear its own costs/expenses in pursuit hereof.

8.08 Review/Examination of Lease

Submission of this instrument by City for review, examination and/or execution by or on behalf of Lessee does not constitute a reservation of or option to obtain a Lease and this instrument is not effective as a Lease or otherwise, unless and until executed and delivered by both City and Lessee.

8.09 Interpretation of Provisions

Nothing herein contained shall be constr ued or interpreted, in any manner whatsoever, as limiting, relinquishing or waiving any of the rights of ownership enjoyed by City in and to Airport property, or in any manner wa iving or limiting City’s control over the operation, maint enance, etc., of Air port property or in derogation of such governmental rights as City possesses, except as is specifically set forth herein.

8.10 Invalid Provisions

In the event any term, covenant, condition or provision of this Lease, or the application thereof to any perso n, entity, or circumstance, shall to any extent be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, condition s or provisions of this Lease, or the application thereof to any person, entity, or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated, provided that such invalidity, voiding or unenforceability of such covenant, condition or provision does not materially prejudice either party in its respective rights and obligations DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 34 of 37
contained in the then remaining valid coven ants, conditions or provisions of this Lease.

8.11 Captions and Pa ragraph Numbers

The captions, paragraph and sub- paragraph numbers and/ or alphabetical identifiers appearing in this Lease are inserted solely for the purpose of convenience in reference and in no way de fine, limit, construe , or describe the scope or intent of such sections, par agraphs or subparagraphs of this Lease nor in any way whatsoever affect this Lease.

8.12 Notices

Any notice required or intended to be given to either party under the terms of this Lease shall be in writing and shall be de emed to be duly given if delivered personally or deposited into the United States mail, by registered or certified mail, return receipt requested with postage prepai d, addressed to the party to which notice is to be given at the party's addre ss set forth on the signature page of this Lease or at such other address as the parties may from time to time designate by written notice.

A. Personal service, as aforesaid, shall be deemed served and effective upon delivery thereof. Service by mail, as aforesaid, sha ll be deemed to be sufficiently served and effective as of 12:00:01 A.M., on the fourth (4th) calendar day following t he date of deposit in the Un ited States mail of such registered or certified mail, properly addressed and postage prepaid.

8.13 Rules and Regulations

Lessee shall observe and obey and require its officers, employees, agents and invitees to obey and observe the duly enacted and lawful rules and regulations of the City, and the duly enacted and lawful rules and regulations now in existence or hereafter promulgated by Cit y, by the FAAs, or by any other local, state, or federal agency of competent jurisdiction. Lessee shall comply with all federal, state and municipal laws, regulations and ordinan ces, including all promulgated, which may apply to the operations of business at the Airport.

8.14 Amendment

This Lease may not be changed, amended, or otherwise modified in any way whatsoever, except in writing, signed by both City and Lessee.

8.15 Acknowledgment by Lessee

By its signature(s) hereunto affixed, Lessee expressly acknowledges that Lessee clearly understands that neit her this Lease, itself, nor the issuance of this Lease DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 J:\FYI\Tenant Files\G2 Secure Staff (Lease)\Legal\G2 Secure Staff License Lease Agreement FINAL (Clean).docx 35 of 37
by City to Lessee nor acceptance of this Lease by Lessee constitutes, in any way whatsoever, any agreement by or on behalf of City to enter into any further/other agreement, Lease, lease, or other arrangement of any type whatsoever, beyond the term of or in addition to this Lease.

8.16 Interpretation

The parties acknowledge that this Lease in its final form is the result of the combined efforts of the parties and that, should any provision of this Lease be found to be ambiguous in any way, such ambiguity shall not be resolved by construing this Lease in favor or against any party, but rather by construing the terms in accordance with their generally accepted meaning.

8.17 Attorney's Fees

If either party is required to commence any proceeding or legal action to enforce or interpret any term, covenant or conditi on of this Lease, the prevailing party in such proceeding or action shall be entitled to recover from t he other party its reasonable attorney's fees and legal expens es in addition to any other relief to which such party may be entitled.

8.18 Exhibits

Each exhibit and attachment referenced in this Lease is, by the reference, incorporated into and made a part of this Lease.

8.19 Precedence of Documents

In the event of any conflict between the body of this Lease and any Exhibit or Attachment hereto, the terms and conditions of the body of this Lease shall control and take precedence over the terms and c onditions expressed within the Exhibit or Attachment. Furthermore, any terms or conditions contained within any Exhibit or Attachment hereto which purport to m odify the allocation of risk between the parties, provided for within the body of this Lease, shall be null and void.

8.20 Cumulative Remedies

No remedy or election hereunder shall be deemed exclusive but shall, wherever possible, be cumulative with all other remedies at law or in equity.

8.21 Non-Solicitation

Lessee represents and warrants that it has not paid or agreed to pay any compensation, contingent or otherwise, to solicit or procure this Lease or any rights/benefits hereunder.

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8.22 Waiver

A. The waiver by either par ty of a breach by the other of any provision of this Lease shall not constitute a continuing wa iver or a waiver of any subsequent breach of either the same or a different provision of this Lease.

B. No provisions of this Lease may be waived unless in writing and signed by all parties to this Lease.

8.23 Assigns/Successors

Subject to this Lease and section 8.01 hereof, all rights, benefits, duties, liabilities and obligations hereunder shall inure to the benefit of, and be binding upon the parties, signatories, and their respective principals, successors, transferees, agents, servants, representatives and assigns.

8.24 Governing Law and Venue

This Lease shall be governed by, and construed and enforced in accordance with, the laws of the State of Ca lifornia. Venue for purposes of the filing of any case, controversy or proceeding regarding the enforcement or interpretation of this Lease and any rights and duties hereunder shall be Fresno County, California.

8.25 Final Agreement

Each party acknowledges that they have read and fully understand the contents of this Lease. This Lease and any documents, instruments and materials referenced and incorporated herein represents the entire and integrated agreement between the parties with respect to the subject matter hereof and supersedes all prior negotiations, representations or agreements, ei ther written or or al, including that certain Temporary Use Permit above refe renced, entered by and between the parties. This Lease may be modified only by written instrument duly authorized and executed by both City and Lessee.

8.26 Counterparts

This Lease may be executed in any number of counterparts and any party may execute any counterpart, each of which when exec uted and delivered will be deemed to be an original and all of whic h counterparts taken together will be deemed to be but one and the same instrumen t. The execution of this Lease by any party hereto will not bec ome effective until counte rparts hereof have been executed by all parties hereto.

[Signatures follow on the next page.]
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IN WITNESS WHEREOF, City has caused this Lease to be executed and issued by its Director of Aviation, and Lessee, by the si gnature(s) of its duly authorized officer(s) hereunto below affixed, has accepted this Lease and acknowledged and/or agreed to all of the terms, covenants, conditions, warr anties, agreements, and provisions herein contained, as of the day and year first above written.

CITY OF FRESNO
A Municipal Corporation

By:

Henry Thompson, MBA,
A.A.E., IAP
Director of Aviation

Address for Notice:

City of Fresno Airports
Department
4995 E. Clinton Way
Fresno, CA 93727

APPROVED AS TO FORM:

Douglas T. Sloan
City Attorney

By:

Brandon M. Collet Date
Senior Deputy City Attorney

ATTEST:

Todd Stermer, CMC
City Clerk
G2 SECURE STAFF., LLC.

A Texas Limited Liability Company

By:

Name:

Title:
(If corporation or LLC., must be
CEO/President of Board/Vice
President of Board (circle one))

By:

Name:

Title:
(If corporation or LLC., must be
CFO/Treasurer/Secretary (circle
one))

Address for Notice:

By:________________________
Deputy

4 Attachments -
Exhibit "A" (Description of Leased Premises)
Exhibit "B” (Assurances Required by The Federal Aviation Administration) Exhibit "C” (Conflict of Interest Form)
Exhibit "D” (GSE Equipment List)

DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 400 E Las Colinas
Blvd Suite 750s
Irving, T 75039
Julie Gostic
G2 Secure Staff, LLC
12/8/2021
President
CFO
Roger Zebroski
12/13/2021

EXHIBIT “A”

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FRESNO YOSEMITE INTERNATIONAL AIRPORT
ROOM C187 LOCATION MAP
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FRESNO YOSEMITE INTERNATIONAL AIRPORT
TERMINAL ROOM MAP - ROOM T135LOCATION MAP
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EXHIBIT “B”

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FAA
Airports

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c.
d.
e.
f.
i.
q.
s.
u.
w.
y.

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a.

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i.

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DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 EXHIBIT “C”
DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589 Exhibit “&”

DISCLOSURE OF CONFLICT OF INTEREST
YES* NO
1 Are you currently in litigation with the City of Fresno or any of its agents?
2 Do you represent any firm, organization or person who is in litigation with the City of Fresno?
3 Do you currently represent or perform work for any clients who do business with the City of Fresno?
4 Are you or any of your principals, managers or professionals, owners or investors in a business which does business with the City of Fresno, or in a business which is in litigation with the City of Fresno?
5 Are you or any of your principals, managers or professionals, related by blood or marriage to any City of Fresno employee who has any significant role in the subject matter of this service? 6 Do you or any of your subcontractors have, or expect to have, any interest, direct or indirect, in any other contract in connection with this Project?
* If the answer to any question is yes, please explain in full below.

Explanation:

Signature
Date
(name)
(company)
(address)
Additional page(s) attached.
(city state zip)
Non-Exclusive License Agreement To Conduct Commercial Aviation Ground Handling and Support Services and Office Space Lease
between City of Fresno ("Fresno) and *6HFXUH6WDII//& (“ G2 ”) DocuSign Envelope ID: CE4C35EF-BB3B-49C8-92FE-73D2B24E1589

12/8/2021

Julie Gostic

G2 Secure Staff, LLC

400 E Las Colinas Blvd Ste 750
Irving, TX 75039

Fresno City CouncilJanuary 27, 2022

Fresno City Council
January 27, 2022