Contracts & Agreements_06-2024 - Laserfiche WebLink

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Reviewed by Counsel and Acceptable as to Legal Form --Sheppard Mullin remain in full force and effect and Landlord and Tenant shall be obligated to perform their respective obligations thereunder, provided, however, Tenant shall no longer be obligated to pay Rent (as defined in Section 18 of the State Street Lease) under the terms of the State Street Lease from and after the Commencement Date (as defined in Exhibit A attached hereto) of the Orange Street Lease. For purposes of this Termination Agreement and notwithstanding anything to the contrary in the State Street Lease, the "Termination Date" shall be the date which is ninety (90) days following the Commencement Date. Notwithstanding anything in the State Street Lease to the contrary, the Parties agree that effective as of the Termination Date, the provisions in the State Street Lease shall no longer be of any force or effect, except for those provisions that by their express terms, survive the termination of the State Street Lease, including, but not limited to, the indemnifications therein and Tenant shall have no responsibility, liability, obligation or financial commitment to Landlord, except as specifically set forth in this Termination Agreement. 2. Requirements of Tenant's Surrender. Notwithstanding anything to the contrary set forth in the State Street Lease, Tenant shall not be obligated to repair or restore the State Street Property as a condition to the surrender thereof with the exception of Tenant's obligation to remove, at its sole cost and expense, Tenant's automated teller machines from the State Street Property, and Tenant shall not be obligated to remove utility and service lines to ATMs, replacing any floor coverings or otherwise restore the location of the ATMs. Other than as set forth in this Section 2, Tenant shall have no other obligations regarding the surrender or condition of the State Street Property, including but not limited to Sections 10 (Maintenance and Repairs), 11 (Alterations and Additions) and 29 (Surrender of the Premises) of the State Street Lease. 3. Reimbursement of Certain Improvements to Orange Street Property. It is acknowledged that, in recognition of Tenant's relocation to the Orange Street Property under the Orange Street Lease, Landlord shall pay to Orange Owner a sum equal to the cost of certain tenant improvement work to be completed by the Orange Owner at the Orange Street Property as more particularly described in that certain Reimbursement Agreement dated -'J y 2 024. 23- by and between Landlord and Orange Owner ("Reimbursement Agreement"). Notwithstanding anything to the contrary herein or in the State Street Lease, Landlord and Tenant confirm and agree that notwithstanding the payments by Landlord to Orange Owner pursuant to the Reimbursement Agreement, the State Street Lease shall not terminate and Tenant shall have no obligation to vacate or surrender the State Street Property unless and until the Termination Date of the State Street Lease occurs in accordance with the terms of this Termination Agreement. 4. Removal of Tenant's Signage. Within sixty (60) days following the Termination Date, Landlord shall remove Tenant's proprietary signage from the State Street Property and shall cause it to be destroyed. Upon completion of said destruction, Landlord shall deliver to Tenant an affidavit in the form attached hereto as Exhibit B confirming completion of such destruction. In order to keep Tenant's customers and the public fully informed and to avoid confusion, Tenant shall have the right at all times prior to the date upon which all of Tenant's signage has been removed from the State Street Property, to install and maintain temporary signage at the State Street Property announcing and providing information regarding Tenant's new location at the Orange Street Property. Citibank [FINAL REVIEW COPY] -2-City of Redlands SMRH:4854-3459-0049.14 Lease Termination // 300 E. State St., Redlands, CA 102523 0100-092806