1 City of San Mateo _Franklin_License Agreement 4894-6082-0526.1
LICENSE AGREEMENT FOR OCCUPANCY OF PORTION OF
ONE FRANKLIN PARKWAY, BUILDING NO. 960/1
SAN MATEO, CA 94403
THIS LICENSE AGREEMENT (the “License") is entered into by and between Franklin Templeton Companies, LLC, a Delaware limited liability company with a place of business at One Franklin Parkway, San Mateo, CA 94403 (“Licensor”) and City of San Mateo a governmental entity with a place of business at 200 Franklin Parkway, San Mateo, CA 94403 (“Licensee”), effective as of the signature date hereof.
WITNESSETH:
WHEREAS Licensor and Licensee desire to enter into this License to govern Licensee’s use of the Licensed Space subject to the following definitions.
The “Building” is the building located at One Franklin Parkway, Building No. 960/1, San Mateo, CA 94403.
The “Furniture” the office and workstation furniture, including office tables and chairs, conference tables and chairs, couches, coffee tables, video cameras and TV monitors located within the Licensed Space as of the date hereof.
The “Licensed Space” is located in the approximately six hundred forty nine (649) rentable square feet on the first floor of Building 960 (the “Building”) as shown on Exhibit A attached hereto and made a part hereof.
The “ Common Areas ” shall mean restrooms, lobbies, stairwells, break room, coffee room and conference rooms located on the first (1st) floor of the Building, and non-reserved surface parking spaces and the parking garage under the Building.
“Hazardous Materials ” shall mean any “hazardous or toxic materials (as such materials may be identified in any federal, state or local law or regulation), provided that the foregoing shall not be deemed to proscribe the use by Licensee of customary office supplies in normal quantitie s so long as such use comports with all applicable laws.”
The word “Premises” refers to the Licensed Space and the Common Areas.
The “Project” is the Franklin Templeton Office Campus at One Franklin Parkway at Bay Meadows, San Mateo, CA, comprising, as of the date hereof, of six (6) office buildings together with certain parking facilities as more particularly shown on the Project Plan attached hereto and made a part hereof as Exhibit A-1. Licensee shall not have access to or use any other areas within the Project that are not the Premises, including, without limitation, the use of other facilities in the Project such as conference rooms, auditoriums, training facilities, and the BBQs and Sports Courts, without the Licensor’s prior written approval, which approval may be withheld in Licensor’s sole and absolute discretion.
“Technology” may include but not be limited to any routing or connectivity software, network switching solutions, wireless LAN solutions, internet and/or broadband lines, use of certain multifunction devices
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(such as printers, scanners, fax machines, etc), certain hardware, and any required or embedded software to enable use of such Technology.
“Real Time Information Center” means a centralized operational function within the San Mateo Police Department that collects, monitors, analyzes, and disseminates information from law enforcement databases, video systems, and other authorized information sources in order to support pu blic safety operations, investigations, and emergency response in near real time.
NOW, THEREFORE , Licensor and Licensee, in consideration of the mutual promises contained herein and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, and intending to be legally bound, agree as follows:
1. Term and Occupancy.
(a) This License shall commence on April 1, 2026 (the “Commencement Date”). Licensor or Licensee may terminate this License for cause or no cause, upon thirty (30) days prior written notice to the other party as set forth in Section 5 below.
(b) During the Term, Licensee shall have the exclusive right to use the Licensed Space and the non-exclusive right to use the Premises (other than the Licensed Space), in accordance with the terms and conditions of this License. Notwithstanding the foregoing, Licensee hereby agrees and acknowledges that the Licensed Space will not be separately demised from the remainder of the Premises and that it shall be Licensee’s sole and absolute duty to ensure the confidentiality and security of its information, documentation and any proprietary items and that neither Licensor nor its agents shall have any liability of any kind for any damage, destruction or dissemination of Licensee’s information, documentation and any proprietary items and Licensee hereby waives any claims against Licensor related to the foregoing. Licensee acknowledges and agrees that this License is a revocable license only and does not convey a leasehold interest to Licensee.
(c) Licensee will at all times conduct itself in a manner that complies with the terms and conditions of all applicable laws and the reasonable rules and regulations of the Project, Building and Common Areas adopted from time to time by Licensor, a current copy of which is set forth on Exhibit B attached to this License and made a part hereof . Licensor shall have the right at all times to change and amend the rules and regulations in any reasonable manner. The rules and regulations, as changed in accordance with this Section from time to time, are hereinafter called the “ Rules and Regulations.” In the event of any inconsistency between this License and the Rules and Regulations, the License shall prevail. Licensee shall not do or permit anything to be done in or about the Premises which will in any way obstruct or interfere with the rights of other tenants or occupants of the Building or Project or injure or annoy them or use or allow the Premises or any portion of the Project to be used for any improper, immoral or objectionable purpose, nor shall Licensee cause, maintain or permit any nuisance or auction sale in, on, or about the Premises or and portion of the Project. Licensee shall not commit or suffer the commission of any waste in, on, or about the Premises or any portion of the Project. Licensee will not be permitted to generate, handle, store or dispose of Hazardous Materials in the Premises or Project and will defend, indemnify and hold harmless Licensor from and against any loss, cost, claim, action , damage, liability and/or expense (including reasonable fees of attorneys, investigators and experts) for any Hazardous Materials which become present in or about the Licensed Space during the Term and/or which become present in the Project as a result of the acts of Licensee, its officers, employees, agents or invitees, and such indemnification shall include all costs incurred in connection with any investigation
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of site conditions or any conditions or any cleanup, remedial, removal or restoration work required by any federal, state or local governmental agency or political subdivision. Licensee hereby waives as to Licensor, and releases Licensor from, any claims, judgments, damages, fines, penalties, costs (including attorney, consultant and expert fees), liabilities (including sums paid in settlement of claims) or loss es which arise during or after the Term in connection with Hazardous Materials which become pres ent in or about the Project, unless caused by Licensor’s gross negligence or willful misconduct. (d) Subject to Licensor’s superior legal possessory interest in the Licensed Space and the Premises, and strictly during the Term, Licensor hereby grants to Licensee a limited, revocable, non - transferable license to (a) exclusively use and occupy the Licensed Space, and (b) use the Premises on a non-exclusive basis, in each case solely for the Permitted Use and in accordance with this License.
This License shall not be deemed to create a lease, tenancy, or other real property interest
2. Permitted Use of the Licensed Space. The Licensed Space shall be used as a Real Time Information Center in connection with Licensee's governmental operations and for no other use.
3. License Fees. During the Term, Licensee agrees to pay Licensor, without demand, deduction or offset, a License Fee in the amount of $1.00 per month. The first payment of said License Fee is payable on the Commencement Date, and shall thereafter be payable monthly in advance on the first business day of each and every subsequent month during the Term. Licensee shall pay the License Fee and all other payments due hereunder by its check made payable in lawful currency of the United States of America, to Licensor at the following address (or such other address as Licensor specifies to Licensee from time to time):
Franklin Templeton Companies, LLC
One Franklin Parkway
San Mateo, CA 94403
This is a full service License. Licensor shall pay for all utility services provided to the Licensed Space including, but not limited to water, fuel, gas, oil, heat, electricity, power, air -conditioning and garbage removal and shall pay for janitorial services and Technology. “Technology” may include but not be limited to any routing or connectivity software, network switching solutions, wireless LAN solutions, internet and/or broadband lines, use of certain multifunction devices (such as printers, scanners, fax machines, et c), certain hardware, and any required or embedded software to enable use of such Technology.
4. Improvements. Licensee acknowledges that it accepts the Premises, Furniture and Technology in an “AS IS” “WHERE IS” and “WITH ALL FAULTS” condition, without any obligation by Licensor to perform any alterations, improvements, redecorating or other work therein or to provide any construction or monetary allowance with respect thereto. “Technology” may include but not be limited to any routing or connectivity software, network switching solutions, wireless LAN solutions, internet and/or broadband lines, use of certain multifunction devices (such as printers, scanners, fax machines, etc), certain hardware, and any required or embedded software to enable use of such Technology.
Licensee shall not make or cause to be made to the Technology, Furniture or Premises, including but not limited to any systems or facilities serving the Licensed Space , any addition, modification, renovation, alteration or change.
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5. Termination of the Term of this License. Notwithstanding anything in this License to the contrary, Licensor and Licensee shall , upon thirty (30) days’ prior written notice to the other (the “Termination Notice ”), have the right to terminate this License at any time during the Term. The Termination Notice shall set forth the date of termination of this License. Upon such date of termination, Licensee shall vacate the Licensed Space, leaving it as provided by Section 7 (Surren der of Licensed Space), the Term of this License shall be deemed to have expired and Licensor and Licensee shall have no further duty or obligation to the other whatsoever with respect to the Premises, other than (i) those duties and obligations which expressly survive the expiration or earlier termination of this License and (ii) the full payment by Licensee of any amounts outstanding under this License, including but not limited to the License Fee, up to and through the date of termination of this License. The Termination Notice shall include a statement of the amount of any charges outstanding at that time with the parties agreeing to make a final and complete accounting of said amounts on or before the actual date of termination.
6. Default.
(a) Upon the happening of one or more of the events as expressed below in (i) through (iii), inclusive (each individually, an “Event of Default” and collectively, “ Events of Default ”), Licensor shall have any and all rights and remedies hereinafter set forth:
(i) In the event Licensee should fail to pay any other sums required to be paid hereunder, as and when the same become due, and such failure shall continue for a period of five (5) days after written notice thereof is given by Licensor to Licensee specifying the nature of such default. (ii) In the event Licensee fails to keep, observe or perform any of the other terms, conditions or covenants on the part of Licensee herein to be kept, observed and performed for more than ten (10) days after written notice thereof is given by Licensor to Licensee specifying the nature of such default.
(iii) In the event Licensee violates any of the Rules and Regulations, and fails to cure such violation within twenty-four (24) hours after notice from Licensor. (b) Upon the occurrence of any Event of Default, Licensor may terminate this License by written notice to Licensee, in which event this License, all rights of Licensee under this License, and all duties of Licensor under this License shall immediately cease an d terminate, and at the option of Licensor, all License Fees and other amounts due hereunder which are reasonably ascertainable, for the remainder of the then-current Term of this License, shall become immediately due and payable, provided that Licensee sh all be given credit for revenue the Licensor should obtain by entering into a lease or license to replace Licensee, with such credit reduced by the reasonable costs and expenses of such efforts. However, claims, if any, that shall have accrued to Licensee against Licensor before the Licensor terminates pursuant to this subsection (b) shall survive such termination. (c) In addition to the remedies specified in this License, Licensor shall have all remedies available pursuant to applicable law. It is understood and agreed that the remedies herein given to Licensor shall be cumulative, and the exercise of anyone remedy by Licensor shall not be to the exclusion of any other remedy.
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7. Surrender of Licensed Space. Licensee shall vacate the Licensed Space at the expiration or sooner termination of the Term, in as good condition and repair as when received, broom-cleaned, with all rubbish, furnishings, equipment, trade fixtures and other personal property of Licensee (other than any property which is provided by Licensor for Licensee’s use during the Term, such as the Furniture and the Technology) removed therefrom (and with any damage caused by such removal fully repaired).
Licensee shall deliver all keys to Licensor or Licensor’s managing agent. Licensee shall not remove the Furniture or Technology from the Licensed Space.
8. Required Insurance. It is a condition of this License that Licensee comply with the following requirements. Licensor agrees to accept evidence of self-insurance to meet the requirements. (a) Licensee shall obtain and maintain the following insurance from a responsible insurance company, of Licensee’s choice, that is authorized to do business in the State of California, and with a general policyholder rating of not less than “A-” and financial rating of not less than “VIII” in the most current Best’s Insurance Report:
(i) commercial general liability insurance with respect to the Premises and the operations of or on behalf of Licensee in, on or about the Premises, including but not limited to coverage for personal injury, contractual liability, independent contractors, broad form property damage, fire legal liability, products liability (if a product is sold from the Premises), and liquor law liability (if alcoholic beverages are sold, served or consumed within the Premises), which policy(ies) shall be written on an “occurrence” basis and for not less than $2,000,000 combined single limit (with a $50,000 minimum limit on fire legal liability) per occurrence for bodily injury, death and property damage liability, or the current limit of liability carried by Licensee, whichever is greater, and subject to such increases in amounts as Licensor may determine from time to time;
(ii) workers’ compensation insurance as required by law, together with employers’ liability insurance coverage of at least $1,000,000; and (iii) insurance against fire, vandalism, malicious mischief and such other additional perils as may be included in a standard “special form” policy, insuring all alterations, additions, decorations, or improvements by Licensee located in the Licensed Space, trade fixtures, furnishings, equipment and items of personal property in the Licensed Space, in an amount equal to or not less than 90% of their actual replacement cost (with replacement cost endorsement), which policy shall also include extra expense coverage.
(b) The deductible or other retained limit under any policy carried by Licensee shall be commercially reasonable, and Licensee shall be responsible for payment of such retained limit. Licensor (“Additional Party”) shall not be responsible for payment of any deductible or self-insured retention or uninsured amount even if the Additional Party is negligent. (c) Each policy evidencing insurance required to be carried by Licensee pursuant to this Section 8 shall contain the following provisions and/or clauses satisfactory to Licensor:
(i) with respect to Licensee’s commercial general liability insurance, a provision that the policy and the coverage provided shall be primary and that any cov erage carried by Licensor shall be ex cess of and non -contributory with any policies carried by Licensee, together with a provision
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including Licensor, its agents, employees, contractors and representatives and any other parties in interest designated by Licensor as additional insureds; (ii) except with respect to Licensee’s commercial general liability insurance, a waiver by the insurer of any right to subrogation against Licensor, its agents, employees, contractors and representatives which arises or might arise by reason of any payment , deductible or self -insured retention under the policy or by reason of any act or omission of Licensor, its agents, employees, contractors or representatives; and
(iii) a provision that the insurer will not cancel or change the coverage named by the policy without first giving the Additional Party 30 days prior written notice. (d) Licensee shall also name the Additional Party as an additional insured on any excess or umbrella liability policy carried by Licensee.
(e) In the event of a loss covered by any policy under which the Additional Party is an additional insured, such Licensor shall be entitled to review a copy of such policy. (f) Any insurance required of Licensee may be furnished by Licensee under any blanket policy carried by it or under a separate policy.
(g) Licensee shall furnish to Licensor evidence, reasonably satisfactory to Licensor, of having obtained such insurance prior to occupying the Licensed Space and shall promptly notify Licensor of any cancellation or lapse in any such insurance coverage. Every ninety (90) days after commencement of this License throughout the Term of this License, Licensee shall confirm to Licensor that such insurance is in full force and effect.
9. Insurance Not Provided. Licensor does not provide insurance coverage for Licensee’s personal property, business interruptions or directors’ and officers’ liability and will not be responsible or liable for loss, damage or theft of any personal property, loss due to any business interruptions or loss to Licensee’s directors and officers. Therefore, Licensee shall be responsible for obtaining (i) personal property insurance beyond the minimum required by Section 8(a) as appropriate for Licensee’s personal property, (ii) business interruption insurance and (iii) directors and officers liability insurance from an insurance company of Licensee’s choice. Licensee understands that it is Licensee’s responsibility to contact Licensee’s insurance agent for such coverage or to ask any questions.
10. Waiver and Indemnity.
(a) Waiver of Liability . Licensor shall not be liable or responsible in any way for, and Licensee hereby waives all claims against Licensor with respect to or arising out of: any death or any injury of any nature whatsoever that may be suffered or sustained by Licensee or any employee; Licensee, including any invitee, guest, agent or customer of Licensee or any other person, from any causes whatsoever; or for any loss or damage or injury to any property outside or within the Premises belonging to Licensee or its employees, agen ts, customers, invitees, guests or any other person, unless and to the extent such injury or damage is caused by the negligence or willful misconduct of Licensor, its employees or agents. Without limiting the generality of the foregoing, Licensor shall no t be liable for any damage or damages of any nature whatsoever to persons or property caused by explosion, fire, theft or breakage, by sprinkler, drainage or plumbing systems, by failure for any cause to supply
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adequate drainage, by the interruption of any public utility or service, by steam, gas, water, rain or other substances leaking, issuing or flowing into any part of the Premises, by natural occurrence, acts of the public enemy, riot, strike, insurrection, war, court order, requisition or order of governmental body or authority, or by anything done or omitted to be done by any tenant, occupant or person in the Building or at the Project unless and to the extent such injury or damage is caused by the negligen ce or willful misconduct of Licensor, its employees or agents . In addition, Licensor shall not be liable for any loss or damage for which the Licensee is required to insure, or for any loss or damage resulting from any construction, alterations or repair.
(b) Indemnity. Licensee shall indemnify, defend and hold harmless Licensor and its respective agents and employees, from and against any and all loss, cost, claim, action, damage, liability and/or expense (including reasonable fees of attorneys, investigators and experts) which (i) arises out of the occupancy or use of the Premises or the Technology by Licensee or its agents, employees, invitees or licensees, (ii) arises out of any breach of or noncompliance with the terms and conditions of this License by Licensee or its agents, employees, invitees or licensees, or (iii) is occasioned by any act or omission of Licensee or its agents, employees, invitees or licensees. Licensee’s obligations pursuant to this paragraph shall survive the expiration or termination of this License.
11. Broker. Licensee represents and warrants that it has not dealt with any broker or agent in the negotiation for or the obtaining of this License, and agrees to indemnify, defend and hold Licensor harmless from and against any loss, cost, claim, action, damage, liability and/or expense (including reasonable fees of attorneys, investigators and experts) for compensation claimed by any such broker or agent employed or engaged by it or claiming to have been employed or engaged by it.
12. Notices.
(a) Notices shall be sent by any of the following: hand delivery, U.S. Postal Service (“USPS”) with proof of receipt, Federal Express, or UPS. In addition to the methods set forth in the preceding sentence, the sender shall make reasonable efforts to send all notices by fax or electronic transmission. A notice shall be deemed given and delivered at the time of actual delivery, if it is (i) personally delivered, (ii) delivered by the USPS and signed for by the recipient, or (iii) delivered by Federal Express or UPS. If the notice is sent by the USPS but not signed for, it shall be deemed given upon the third calendar day following the day on which it is deposited with the USPS. (b) Until further notice, all notices to shall be sent to the following addresses:
IF TO LICENSEE:
San Mateo Police Department
200 Franklin Parkway
San Mateo, CA 94403
IF TO LICENSOR:
FRANKLIN TEMPLETON COMPANIES, LLC
One Franklin Parkway, MS 960/1
San Mateo, CA 94403
Attention: Facilities Manager
FRANKLIN TEMPLETON COMPANIES, LLC
8 City of San Mateo _Franklin_License Agreement 4894-6082-0526.1
One Franklin Parkway, MS 920
San Mateo, CA 94403
Attention: Legal Department
FRANKLIN RESOURCES, INC.
Corporate Secretary
One Franklin Parkway
San Mateo, CA 94403
and:
FRANKLIN TEMPLETON COMPANIES, LLC
One Franklin Parkway, MS 960/1
San Mateo, CA 94403
Attention: Kara Dominguez, Director-Corporate Real Estate
13. License Not Assignable. This License is a personal right of Licensee and is not assignable or transferable under any circumstances.
14. Counterparts. This License may be executed, electronically (i.e., by email pdf, DocuSign and the like), in two (2) or more counterparts, each of which shall constitute an original, but all of which, when taken together, shall constitute but one instrument.
15. Headings. The headings of the paragraphs of this License are inserted solely for convenience of reference and are not a part of and are not intended to govern, limit or aid in the construction of any terms or provision hereof.
16. Governing Law and Forum. This License shall be governed by and construed in accordance with the laws of the State of California.
17. Amendments. This License may not be altered, changed, or amended except by an instrument signed by both parties hereto and approved by Licensor.
18. No Representations or Warranties. Neither Licensor nor Licensor’s agents or attorneys have made any representations or warranties with respect to the Project, Premises, the Building or this License, except as expressly set forth herein, and no rights, easements or licenses are or shall be acquired by Licensee by implication or otherwise.
19. Signs. Licensee shall not be entitled to any signage at the Project, Building or Premises.
20. Holding Over . If Licensee shall remain in possession after the expiration of or earlier termination of this License, Licensee shall indemnify, defend (with counsel reasonably acceptable to Licensor) and hold Licensor harmless against any and all claims, losses, damages and liabilities resulting from failure to surrender possession, including, without limitation, any claims made by any succeeding licensee or tenant.
21. Attorneys’ Fees. In the event of any action or proceeding (including a bankruptcy case or proceeding) brought by either party against the other under this License, the prevailing party shall be entitled to recover court costs (including expert witness fees) and the fees of its attorneys in such action
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or proceeding (whether at the administrative, trial or appellate levels) in such amount as the court or administrative body may adjudge reasonable.
22. Confidentiality of License. Excluding the Licensee's obligations to comply with public records laws or any other release of this License required by law , Licensee acknowledges and agrees that the terms of this License are confidential and constitute proprietary information of Licensor. Disclosure of the terms hereof could adversely affect the ability of Licensor to negotiate other licenses or leases with respect to the Building and Project and impair Licensor’s relationship with other licensees and tenants of the Building and Project. Licensee agrees that it, its partners, officers, directors, employees and attorneys, shall not disclose the terms and condi tions of this Licensee to any other person without the prior written consent of Licensor. It is understood and agreed that damages would be an inadequate remedy for the breach of this provision by Licensee, and Licensor shall have the right to specific performance of this provision and to injunctive relief to prevent its breach or continued breach. For the avoidance of doubt, nothing in this License prevents an individual from communicating directly with a regulatory or law enforcement authority about any possible violation of law or regulation. These obligations of consent and confidentiality shall not apply to any information that is required to be disclosed by Licensee in response to any applicable laws, judicial processes or the publication of this License as part of a City Council agenda.
23. CASp. For purposes of Section 1938 of the California Civil Code, Licensor hereby discloses to Licensee, and Licensee hereby acknowledges, that (check one):
To Licensor 's actual knowledge, the Licensed Space has undergone inspection by a Certified Access Specialist (CASp).
If the Licensed Space has undergone inspection by a CASp prior to the execution of this License and, to the best of Licensor 's knowledge, there have been no modifications or alterations completed or commenced between the date of the inspection and the date of this License whi ch have impacted the Licensed Space's compliance with construction -related accessibility standards, Section 1938 requires Licensor to provide to Licensee, prior to execution of this License, a copy of any report prepared by the CASp. If, prior to the date of this License, the Licensed Space was issued an inspection report by a CASp indicating that it meets applicable standards, as defined in paragraph (4) of subdivision (a) of California Civil Code Section 55.52, Licensor is required to provide a copy of the current disability access inspect ion certificate and any inspection report to Licensee that was not already provided pursuant to the foregoing sentence, within seven (7) days of the date of the execution of this License.
X To Licensor 's actual knowledge, the Licensed Space has not undergone inspection by a CASp.
or
To Licensor's actual knowledge, the Licensed Space has undergone inspection by a CASP but, to the best of Licensor's knowledge, there have been intervening modifications or alterations completed or commenced which have impacted the Licensed Space ’s compliance with construction related accessibility standards.
California Civil Code Section 1938 states:
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"A Certified Access Specialist (CASp) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction -related accessibility standards under state law. Although state law does not require a CASp in spection of the subject premises, the commercial property owner or Licensor may not prohibit the Licensee from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the Licensee, if requested by the Licensee. The parties shall mutually agree on the arrangements for 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 violations of construction -related accessibility standa rds within the premises."
Notwithstanding anything to the contrary in this License, Licensor and Licensee hereby agree that, during the Term of this License, Licensee shall be responsible for (i) the payment of the fee for any CASp inspection that Licensee desires, and (ii) making, at Licensee's cost, any repairs necessary to correct violations of construction -related accessibility standards within the Licensed Space provided that such repairs shall be in accordance with the terms of the License. Licensee hereby agrees that: any CASp inspecting the Licensed Space shall be selected by Licensor; Licensee shall promptly deliver to Licensor any CASp report regarding the Licensed Space obtained by Licensee; and Licensee shall keep information contained in any CASp report regarding the Licensed Space confidential, except as may be necessary for Licensee or its agents to complete any repairs or correct violations with respect to the Licensed Space that Licensee agrees to undertake or as required by Law or in any litigation. Licensee shall have no right to cancel or terminate the License due to violations of construction -related accessibility standards within the Licensed Space identified in a CASp report obtained during the Term of the License.
24. Parking/Transportation. Licensee will be granted the nonexclusive right to parking spaces located in the non -reserved surface parking spaces located in Parking Structures Lot A and PSA as shown on Exhibit A-1 attached hereto and made a part hereof (and not in any subterranean parking spaces). Licensee shall not park in any other parking spaces located at the Project, nor shall it use any electric vehicle charges located at the Project. Licensee agrees to com ply and to cause its employees, agents, invitees and customers to comply with such reasonable rules, regulations and charges for parking as Licensor may adopt from time to time. Licensee shall participate in the City of San Mateo’s Traffic Management Plan, if any, or any Traffic Management Plan issued by the City of San Mateo’s Traffic Management Association or any other entity taking direction from the City of San Mateo on any Traffic Management Plan. Licensor reserves the right to change the entrances, exits, traffic lanes, boundaries and location of any parking structures or parking areas within the Project.
Signature page follows
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IN WITNESS WHEREOF , Licensor and Licensee have execute d this License to be effective as of April 1, 2026 (“Effective Date”).
LICENSOR:
By:
Name:
Title:
LICENSEE:
By:
Name: Ed Barberini
Title: Chief of Police
APPROVED AS TO FORM:
By: ____________________________________________
Name: Bahareh Abdollahi
Title: Assistant City Attorney
EXHIBIT A
4894-6082-0526.1
EXHIBIT “A”
LICENSED SPACE
4894-6082-0526.1
EXHIBIT A-1
EXHIBIT B
4894-6082-0526.1
EXHIBIT “B”
RULES AND REGULATIONS
1. Nothing shall be attached to the outside walls of the Building. Other than Building standard blinds, no curtains, blinds, shades, screens or other obstructions shall be attached to or hung in or used in connection with any exterior window or entry door of the Licensed Space.
2. No sign, advertisement, notice or other lettering visible from the exterior of the Licensed Space shall be exhibited, inscribed, painted or affixed to any part of the Licensed Space without the prior written consen t of Licensor , which conse nt may be withheld in Licensor’s sole and reasonable discretion, provided that Licensor shall not unreasonably withhold consent to signs required by applicable law or regulation.
3. The grills, louvers, skylights, windows and doors that reflect or admit li ght and/or air into the Licensed Space shall not be covered or obstructed by Licensee, nor shall any articles be placed on the window sills, radiators or convectors.
4. Licensor shall have the right to prohibit any advertising by any tenant or licensee which, in Licensor's opinion, tends to impair the reputation of the Building, and upon written notice from Licensor, Licensee shall refrain from or discontinue such advertising.
5. Common a reas within the Project, including, without limitation, the Common Areas, shall not be obstructed or encumbered by Licensee or used for any purposes other than ingress of egress to and from the Licensed Space and for delivery of merchandise and equipment in a prompt and efficient manner, using elevators and passageways designated for such delivery by Licensor.
6. All locks or bolts of any kind shall be opera ble by keys provided to Licensor. Licensee shall, upon the termination of its License , deliver to Licensor all keys of stores, offices and lavatories, either furnished to or otherwise procured by Licensor and in the event of the loss of any keys furnished by Licensor, Licensee shall pay to Licensor the reasonable cost thereof.
7. Licensee shall keep the entrance door to the Licensed Space closed at all times.
8. All movement in or out of any freight, furniture, boxes, crates or any other large object or matter of any description must take place during such times a nd in such elevators as Licensor may reasonably prescribe. Licensor reserves the right to inspect all articles to be brought into the Building and to exclude from the Building all articles which violate any of these Ru les and Regulations or the License. Licensor may require that any person leaving the public areas of the Building with any article to s ubmit a pass, signed by an authorized person, listing each article being removed, but the establishment and enforcement of such requirement shall not impose any responsibility on Licensor for the protection of any Licensee against the removal of property from the Licensed Space.
9. All hand trucks shall be equipped with rubber tires, side guards and such other safeguards as Licensor may require.
10. Licensee shall not have access to the Building's roof, mechanical, electrical or telephone rooms without permission from Licensor.
EXHIBIT B
4894-6082-0526.1
11. Licensee shall not permit or suffer the Licensed Space to be occupied or used in a manner offensive or reasonably objectionable to Licensor or other occupants of the Building by reason of noise, odors, or vibrations or interfere in any way with other tenants or those having business therein.
12. Licensee shall not employ any person or persons for the purpose of cleaning the Licensed Space, unless otherwise agreed to by Licensor. Licensee shall use reasonable efforts not to cause any unnecessary labor by reason of such Licensee’s carelessness or indifference in the preservation of good order and cleanliness.
13. Licensee shall store all its trash and recyclables within its Licensed Space. No material shall be disposed of which may result in a violation of any applicable Laws. All refuse disposal shall be made only though entryways and elevators provided for such purposes and at such times as Licensor shall designate. Licensee shall use the Building's hauler.
14. Licensee shall not deface any part of the Building. No boring, cutting or stringing of wires shall be permitted, except with prior consent of Licensor, and as Licensor may reasonably direct.
15. The water and wash closets, electrical closets, mechanical rooms, fire stairs and other plumbing fixtures shall not be used for any purposes other than those for which they were constructed and no sweepings, rubbish, rags, acids or other substances shall be deposited therein. All damages resulting from any misuse of the fixtures shall be borne by Licensee.
16. Licensee, before closing and leaving the Licensed Space at any time, shall see that all lights, water faucets, etc. are turned off. All entrance doors in the Licensed Space shall be kept locked by Licensee when the Licensed Space is not in use.
17. No bicycles (except for areas in the Building set aside for the storage of bicycles), in-line roller skates, vehicles or animals of any kind (except for seeing eye dogs) shall be br ought into or kept by any Licensee in or about the Premises or the Building.
18. Canvassing or soliciting in the Building is prohibited.
19. Employees of Licensor shall not perform any work or do anything outside of the regular duties, unless under special instructions from the office of Licensor or in response to any emergency condition.
20. Licensor reserves the right to exclude from the Building all persons who do not present a valid Building pass. All Licensee visitors shall register with the security desk in the Building and display a visitor badge at all times while at the Project. Licensee shall be responsible for all persons for whom a pass shall be issued at the request of Licensee and shall be liable to Licensor for all acts of such persons.
21. No alcohol or drugs are permitted on the Project. Smoking is permitted only in designated areas within the Project.
22. Licensor shall not be responsible to Licensee or to any other person or entity for the non- observance or violation of these Rules and Regulations by any other tenant or other person or entity.