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CC 11-07-23 Item No. 10 Blue Pheasant_Written CommunicationsCC 11-7-2023 Written Communications Item No. 10 Hungry Jacks Corp (Blue Pheasant) lease agreement From:Kitty Moore To:City Clerk; Kirsten Squarcia Subject:Item 10 Blue Pheasant Written Communications CC Mtg Nov. 7 Date:Tuesday, November 7, 2023 12:36:45 PM Attachments:image001.png image002.png image003.png image004.png 04-025, Blue Pheasant Lease.pdf 08-097 Blue Pheasant Restaurant Lease Extension.pdf 13-098 Amendment #2 09-22-2020.pdf 13-098 Hungry Jack"s Corporation, Lease Agreement, 22100 Stevens Creek Boulevard (Blue Pheasant); First Amendment dated 07_01_2018.pdf 13-098 Rent Deferral Letter of Understanding #1 07-21-2020.pdf Dear City Clerk, Please include the following email and the attached Blue Pheasant lease agreements for agenda item 10 which I would also like pulled from Consent, to clarify the various changed base rent amounts. Of note is that the current lease base rent amount is lower than what was charged in 2005. The Staff Report for the Agenda states: “The updated lease contains the following substantive terms: 1) Base Rent of $6,715/month ($80,580/year) – (unchanged from current lease) 2) Additional payment of 6% of gross sales (pre-covid revenues were approximately $30,000/year) – (unchanged from current lease) 3) An initial two-year lease term, with three one-year extensions (each at City’s sole discretion to extend) 4) Tenant’s maintenance and utility payment obligations” Here is the 2013 definition of gross sales the City receives a profit on: “Gross sales" as used in this lease agreement means the sales price of all food, sundry food items, nonalcoholic and alcoholic beverages, and other commercial items sold and the charges made for all services performed in which a charge is made by Lessee or its sublessees in or upon any part of the Property, whether for cash or on credit, whether paid or unpaid, collected or uncollected, less all credits for returned merchandise, exchanges, refunds, and allowances. The amount of sales tax or excise tax based on sales imposed by any governmental taking authority shall be excluded from gross sales. However the 2004 lease base rents are as follows: Here are the 2008 lease base rents: Then in 2013 the lease base rent was dropped significantly, what accounts for this?: 2020 Covid adjustment to a 50% reduced base rent from $6,875: Thank you, Kitty Moore Kitty Moore​ Councilmember City Council KMoore@cupertino.gov (408) 777-1389 u-\ - 0~,.) LEASE AGREEMENT BETWEEN THE CITY OF CUPERTINO AND THE BLUE PHEASANT RESTAURANT, a California Corporation This Lease is entered into by the City of Cupertino (the "City"), a municipal corporation of the State of California, and The Blue Pheasant Restaurant, a California Corporation whose address for these purposes is 22100 Stevens Creek Boulevard, Cupertino, California 95014 (the "Lessee") The building to be leased by the Agreement is commonly known as "The Blue Pheasant" and more particularly described as 22100 Stevens Creek Boulevard, City of Cupertino, County of Santa Clara, State of California (the "Property") WIT N E SSE T H: WHEREAS, on May 31, 1983, Blackberry Farm Recreation Center, a California corporation and at that time the owner of the Property, and Lessees Ole Peter Rasmussen and Birthe Lisa Rasmussen entered into a lease for the use of the Property for a restaurant and bar. The term of said lease expires on March 31,2004; and WHEREAS, Lessee, a Corporation owned solely by Ole Peter Rasmussen and Birthe Lisa Rasmussen, wishes to enter into a new Lease with the present owner, City of Cupertino, for the continued use of the Property for a restaurant and bar. NOW THEREFORE, in consideration of the covenants and conditions hereinafter set forth, the parties agree as follows: 1. DESCRIPTION OF THE PROPERTY TO BE LEASED The "Property" includes a building of approximately 6,800 square feet located at 22100 Stevens Creek Boulevard, City of Cupertino, commonly known as the "Blue Pheasant" including the kitchen, bar, banquet room, the non- exclusive use of 92 parking spaces, and the fixtures attached to the real Property described in Exhibit "A" which is incorporated herein by reference. The Property does not include that certain real Property consisting of the Blackberry Farm Golf Course, nor that area of said building designated and used by the City as a golf professional shop. 2. LEASE TERM The lease of the Property shall commence on April 1 , 2004 and end on March 31,2009, unless otherwise terminated under the provisions of this Lease. r;;J .. 4'l: 1 3. OPTION TO RENEW Lessee is given the option to extend the term on all provisions contained in this Lease, except for the Base Rent (and any adjustments thereto) for a five 5) year period (Extended Term), following the expiration of the term, by giving notice of exercise of the option (Option Notice) to the City at least six (6) months but not more than one (1) year before the expiration of the term, provided that, if Lessee is in default on the date of giving the Option Notice, the Option Notice shall be totally ineffective, or if Lessee is in default on the date the Extended Term, the Extended Term shall not commence and this Lease shall expire at the end of the Term. The parties shall have sixty (60) days after the City receives the Option Notice to agree on a Base Rent (together with adjustments) which shall approximate fair market value. If the parties agree on the Base Rent and any other provisions for the Extended Term during that sixty (60) day period, they shall immediately execute an amendment to this Lease stating the Base Rent together with adjustments) and other related terms. If the parties are unable to agree with respect to the Base Rent or any adjustments thereto within that period, the Option Notice shall be of no effect and this Lease shall expire at the end of the Term. Neither party to this Lease shall have the right to have a court or other third party set the Base Rent or adjustment thereto, or enforce agreement of the parties with respect to any particular rent provision. Lessee shall have no other rights to extend the term beyond the Extended Term. 4. BASE RENT a) Lessee shall pay to the City a monthly base rent, without deduction or setoff, in the amount of $6,779 commencing April 1 , 2004, subject to the following adjustments: Commencing April 1 , 2005 Commencing April 1, 2006 Commencing April 1 , 2007 Commencing April 1, 2008 6,982 per month 7,192 per month 7,407 per month 7,630 per month b) Rent shall be payable in advance on or before the first day of each month without notice or demand of any kind by the City. In the event that this rent is not paid within ten (10) days after the due date, rent is deemed late and delinquent and a late charge of $250 plus interest at the legal rate on the delinquent amount shall be assessed as additional rent. j)/ c) Payments shall be submitted to the City, Attention Finance Department at 10300 Torre Avenue, Cupertino, California 95014. d) Should Lessee default in the payment of any monthly installment of rent during the lease term, the unpaid balance of the rent for the entire term of this lease shall be due and payable at the City's option subject to the provisions of Paragraph 15 of this Lease. When a default in the payment of rent has continued for ten (10 ) days after delivery of a written notice to Lessee of such default, no further notice or demand of any kind shall be necessary prior to the City's exercise of it's option to accelerate said rent and terminate this Lease. 5. ADDITIONAL RENT/ARREARAGE The parties agree that the sum of $58,926 is owed to the City by former Lessees Peter Rasmussen and Birthe Lisa Rasmussen for rent of the Property during the previous lease term. Lessee agrees to pay this arrearage as additional rent, payable at the rate of $1 ,077 per month (which includes the principle amount described above, plus interest at the rate of 40/0 per annum) for the entire five-year term of this lease. Said additional rent shall be paid at the same time and under the same conditions as is the base rent described in Paragraph 4 above. 6. HOLDING OVER At the expiration of the term of this Lease, Lessee may continue to occupy the premises on a month to month basis under the same terms and conditions contained in this Lease, provided that the monthly base rent shall be one and one-half times the last monthly rent as described in Paragraph 4 of this Lease. 7. USE OF THE PROPERTY a) Lessee shall use and occupy the Property exclusively as a restaurant and bar which shall be open to the general public. b) The use of the Property shall be consistent with the rules and regulations of the City's PR zoning district, which includes a nightly closing time of 11 :00 p.m. c) Lessee shall cause to be posted at the main entrance to the Property its hours of operation in a manner which will give reasonable notice of its business hours to prospective customers. d) The parking spaces included in the Property shall be jointly used by Lessee and the City. tJJ, f!/7? 8. LESSOR'S OBLIGATIONS a) The City shall, at its sole expense, keep, maintain and repair the exterior walls and roof of the Property. Should any such maintenance and repair cause the Lessee not to be able to operate the Property as a restaurant and bar for a temporary period, then Lessee's base rent shall be abated during that temporary period. The City may commence any such maintenance or repair by giving Lessee five days written notice. b) The City shall, at its sole expense keep, maintain, and repair the joint use parking spaces described in Paragraph 7 (d). However, the indemnity provisions contained in Paragraph 14 of this Lease extend to the use of the parking spaces by Lessee's customers and employees. 9. LESSEE'S OBLIGATIONS a) Lessee shall pay, as they become due, all charges for water, heat, electric, gas, garbage, and all other utilities furnished to, or consumed on the Property for the maintenance, use, and operation of the Property during the term of the Lease (including any holding-over.) Upon request of the City, Lessee shall produce receipts showing the payment of said utilities. b) Lessee shall reserve a parking space for pick-up of refuse material on collection days scheduled by the City's garbage collection franchise. c) Lessee shall not do, or permit anything to be done in or about the Property, nor store anything therein, which would in any way increase the rate of fire insurance on the Property. d) Lessee shall pay, when due, all possessory interest Property taxes, and special assessments imposed on the Property by any public entity during the lease term. e) Lessee shall maintain the Property in a clean and sanitary condition, and in this regard do the following, all at Lessee's expense: i) Clean on a daily basis the grease deposit units located under the canopy and outlet flues above all grill installations; ii) Enter into a contract with a licensed commercial cleaning service to clean the hood and ventilation ducts and equipment above all grills, at least once every six months; iii) Service the automatic fire extinguisher located above all grills and provide for the maintenance and inspection of all fire extinguishers on the q), 4 i1J12. Property in accord with the Fire Code and other applicable local ordinances and regulations. f) Lessee shall, at their sole expense, remain in compliance with all local, state and federal laws and ordinances concerning the Property, the occupancy and use thereof, and the business conducted therein. Should Lessee fail to comply with any such laws and ordinances, the City may, but shall not be obligated to, comply therewith, in which case the amount paid by the City in order to comply, together with all costs, expenses, interest, penalties incurred, shall be added to Lessee's next rent payment and shall be collectible as additional rent in the same manner and with the same remedies as if it had been originally reserved. g) Insurance. Lessee shall, at its own expense, maintain in full force and effect during the term of this Lease, and during any hold-over, the following insurance in amounts not less than the amounts specified, and issued by an insurance company admitted in California and having a Best Guide Rating of A- Class VII or better: i) Comprehensive public liability, including a dram shop endorsement and provisions for personal injury and Property damage coverages, in an amount not less than One Million 1,000,000) Dollars for anyone person injured or killed, not less than Two Million ($2,000,000) Dollars for anyone accident or occurrence, and not less than Two Hundred Thousand ($200,000) Dollars Property damage for each accident or occurrence. The City, its officers and employees shall be named as additional insured in all of Lessees' insurance policies meeting the above stated requirements. ii) Statutory workers compensation insurance and employer's liability insurance for all of Lessee's employees; and iii) Statutory fire insurance on the Property. Lessee shall furnish to the City Certificates of Insurance evidencing the insurance coverages set forth above, the name and policy number of each carrier and policy, and that the insurance is in force and will not be cancelled or modified without thirty (30) days written notice to the City. If Lessee does not maintain the above-required insurance, the City may, at its option, pay for the necessary insurance, and the repayment thereof shall be added to any subsequent installment of rent, and shall be collectible as additional rent in the same manner, and with the same remedies as if it had been originally reserved. Based on the fact that the City retains sole occupancy and control of that certain portion of the Property designated as a golf professional shop,c;j) ~ fi(j](} appropriate exclusionary endorsements may be provided to remove said designated area from the insurance maintained by Lessee. h) Lessee shall, at its own expense, maintain the Property in good and safe condition and repair. The City retains and reserves the right to inspect the Property to insure said maintenance is satisfactory. All repairs, charges and improvements are subject to prior written approval of the City. Lessee's duty to maintain the Property in good repair shall include, but not be limited to, maintaining air conditioning and heating equipment, elevator for disabled persons, freezers, ventilation ducts, kitchen equipment and appliances, garbage disposal equipment, grease traps, the stairs separating the first and second floors, and restroom facilities. i) Lessee shall pay, before delinquency, any and all taxes, assessments, license fees and public charges levied, assessed, or imposed, and which become payable during the lease term (including holdovers) upon Lessee's fixtures, furniture, appliances and personal Property installed or located on the Property. 10. MECHANICS LIENS Lessee shall keep the Property free and clear from all liens which may be filed as the result of any improvements made on the Property by any mechanic, laborer, materialman or general contractor. If Lessee, in violation of the foregoing condition, fails to pay and retire the amount for which such a lien is security, the City may, at its option, terminate this Lease upon giving written notice of such intention; or the City may, at its option, pay the amount necessary to release said lien, in which case all costs, interest and penalties connected therewith shall be added to the installment of rent next becoming due and shall be collectible as additional rent in the same manner and with the same remedies as if it had been originally reserved as rent. The City shall have the right to post and maintain on the Property such notices of nonresponsibility as are provided under California law governing mechanic's liens. 11. ASSIGNMENT Lessee shall not assign, sublet, license, mortgage or transfer any portion of this Lease, nor shall Lessee allow any other person to use or occupy the Property, or any part thereof, without the express written consent of the City. The consent to one assignment, sublet, license, mortgage, transfer, use or occupancy shall not be construed to be a consent to use any subsequent assignment, sublet, license, mortgage, transfer, use or occupancy. The City shall have the sole discretion to require a deposit equal to the first and last two months rent, and to require written guarantees in exchange for its consent to any assignment or sublease to a corporation. if)~ vCf/ . 12. TERMINATION a) Any assignment, sublet, license, mortgage, transfer, use or occupancy by Lessee, whether voluntary or involuntary, without written consent by the City shall be void and shall, at the option of the City, terminate this Lease upon written notice to Lessee. b) Should Lessee default in the payment of any installment of rent, or in the performance of any covenant contained in this Lease, or if any interest held by Lessee in this Lease is affected due to attachment, execution, judgment, insolvency or bankruptcy, whether voluntary or involuntary, the City may terminate this Lease as provided herein in Section 4(d). 13. SALE OF THE PROPERTY In the event of any sale or conveyance by the City of the Property, said sale or conveyance shall be made subject to this Lease and shall operate to release the City from any further or future liability under any of the terms, covenants, and conditions contained herein, whether express or implied, and Lessee shall look solely to the responsibility of the successor in interest of the City in and to this Lease. 14. INDEMNITY Lessee hereby expressly waive all claims against the City for damages to goods, wares and merchandise in, upon or about the Property, and for injuries to persons in, upon or about the Property, from any cause arising at any time during the Lease term. Lessee shall indemnify the City, its officers and employees, from and against any and all liability, loss or expenses in connection with any claim, demand or action asserted against the City, its officers or employees, because of injury to or death of any person, or for loss of or damage to Property of any person when such injury, death, loss or damage, however caused, results from, occurs in connection with, or arises from the use of the Property by Lessee or from the failure of Lessee to keep the Property in good condition and repair, or which results from any acts, omissions or negligence by Lessee, its agents or employees. 15. BREACH; LEGAL ACTION; DAMAGES Upon Lessee's breach of any provision of this Lease, abandonment of the Lease before the end of the term, or if Lessee's right to possession is terminated by the City because of a breach of the Lease, the City, at its sole option may bring legal action to recover from Lessee: 9Jr 7 arl2 a) The worth at the time of judgment or award of the unpaid rent which had been earned at the time of termination; b) The worth at the time of judgment or award of the amount by which the unpaid rent which would have been earned after termination until the time of judgment or award exceeds the amount of the rental loss that the City proves could have been reasonably avoided; c) The worth at the time of judgment or award of the amount by which the unpaid rent for the balance of the term after the time of judgment or award exceeds the amount of the rental loss that the City proves could have been reasonably avoided; and d) Any other amount necessary to compensate the City for all of the detriment proximately caused by Lessee's failure to perform the obligations under this Lease or which in the ordinary course of business would be likely to result therefrom. e) "Worth at the time of judgment or award" of the amount referred to in Paragraphs 15 a and b is computed by allowing interest at the rate often (10%) percent per annum; the "worth at the time of judgment or award" of the amount referred to in Paragraph 15 c herein is computed by discounting such amount at the discount rate of the Federal Reserve Board of San Francisco at the time of award plus one (10/0) percent. 16. CONDITION OF PROPERTY; SURRENDER Lessee accepts the Property and the leased fixtures and equipment as being in good and sanitary order, condition and repair, and agrees to surrender the Property in as good condition as received, except for normal wear and tear, and to remove all of Lessee's signs from the Property. 17. GROUNDS FOR REPOSSESSION OF THE PROPERTY Should Lessee fail to pay rent at the times and in the manner herein provided, without deduction, default or delay, or in the event of a breach by Lessee of any of the provisions herein, the City shall have the right to re-enter the Property to remove all persons and Property therefrom, and to repossess and enjoy the Property, notwithstanding anything stated herein to the contrary. The City may, at its option, relet the Property, or any portion thereof, for such rent and upon such terms as it may see fit to satisfy the rent herein reserved. Lessee shall satisfy and pay any deficiency in the rent and pay the expenses of such reletting and collecting. If the obligations of the Lessee are that of guarantor or surety, Lessee agrees that no change or modification of the relations or obligations between the City and the party or parties primarily liable, by reason of f' RCJ;e such reletting, nor any change in the Property, nor any delay shall release or exonerate Lessee. 18. ENTRY AND INSPECTION The City shall have the right to enter the Property at all reasonable times to inspect, or to make necessary or agreed on repairs or alterations. Further, the City retains the right to enter upon and show the Property to persons considering purchase, rental or lease of the Property and to display the usual notices and signs, "For Sale," "For Lease," or "For Let," upon the Property for sixty (60) days prior to the expiration of the Lease term. Such signs shall be allowed without diminution of rent or hindrance by Lessee. 19. PROPERTY UNINHABITABLE; REMEDY If the Property is wholly destroyed by fire, earthquake or any other cause whatsoever, or if the Property is injured by any cause which necessitates an expenditure of more than forty (400/0) percent of its fair market value to repair and restore it, or if more than forty percent (400/0) of the floor area, measured in square feet, is destroyed, the City may, at its option, elect to terminate this Lease. In which event, the City shall within sixty (60) days from the date of the destruction or injury, give notice to Lessee that it has elected to terminate this Lease. If the Lease is not terminated, Lessee shall not be obligated to pay the rent herein reserved during the time that the Property is wholly uninhabitable. If the City does not terminate the Lease as herein provided, and does not commence restoration of the Property within sixty (60) days from the date of destruction or injury, Lessee may, at its option, terminate this Lease upon written notice to the City; provided, however, that the City shall in no event be under an obligation or duty to restore the Property. If the City elects to restore the Property, it shall proceed with reasonable diligence, but shall not be liable for any delay, other than an abatement of rent during the time that the Property remains uninhabitable. Where the Property is uninhabitable in part only, then such rent abatement shall be proportioned accordingly. The words "restore" and restoration" as used herein, shall not include or apply to any fixture, equipment or additions of any kind, or any Property whatever placed in or upon the Property by Lessee or anyone acting on their behalf. In making restorations, the City may use similar and/or changed workmanship and/or architecture. Immediately upon completion of repairs, the full amount of rent hereunder reserved shall be due and payable. For the purposes of this Lease, the Property shall be deemed uninhabitable" if it is nonoperative as a restaurant and bar business, or if any public agency deems it unsafe or unhealthy for human habitation or use as a restaurant and bar business. I jJ(}l 20. EMINENT DOMAIN a) In the event of a total condemnation of the Property during the Lease term, this Lease shall terminate as of the date actual physical possession of the Property is taken by the condemnor. All compensation and damages awarded for such total condemnation shall belong to, and be the sole Property of the City, and Lessee shall have no claim thereto, and hereby irrevocably assign and transfer to the City any right to compensation or damages they may become entitled, provided however, the Lessee shall be entitled to receive any award that may be made for the taking of or damage to Lessee' trade fixtures and any improvements made by Lessee to the Property which Lessee would have had, but for the condemnation, the right to remove upon expiration or termination of this Lease. b) On termination of this Lease by a total condemnation of the Property, all rent and other charges payable by Lessee to or on behalf of the City pursuant to this Lease shall be paid up to the date on which actual physical possession of the Property is taken by the condemnor, and the parties hereto shall thereafter be released from all further liability under this Lease. c) In the event of a partial condemnation of the Property during the Lease term, this Lease shall terminate as to the portion of the Property so taken on the date when actual physical possession of said portion is taken by the condemnor; and the parties hereto shall each have the option to terminate this Lease by giving written notice to the other, within thirty (30) days after actual physical possession of said portion is taken by the condemnor. If neither party terminates this Lease as herein provided, then this Lease shall continue in full force and effect as to the remainder of the Property not condemned; provided, however, that the rent payable by Lessee for the balance of the Lease term shall be abated in the ratio that the square footage enclosed floor space of the Property bears to the total floor space of the Property upon such condemnation. d) Upon partial condemnation, all compensation and damages awarded for such condemnation shall belong to and be the sole Property of the City; and Lessee shall have no claim thereto and hereby irrevocably assign and transfer any right they may have had to share in the award to the City; provided, however, that Lessee shall be entitled to receive any, award made for the taking of, or damage to, Lessees' trade fixtures and any improvements made by Lessee to the Property which Lessee would have had, but for the condemnation, the right to remove upon expiration or termination of this Lease. (e) Upon termination of this Lease in part, as herein provided, all rent and other charges payable by Lessee to or on behalf of the City pursuant to this Lease, shall be paid up to the date on which actual physical possession is taken by the condemnor of that part of the Property being condemned; and Lessee shall thereafter be liable only for that portion of rent required for the balance of the Lease term as herein provided. 11lJ1 21. SIGNAGE The existing signs which identify the Blackberry Farm Golf Course will continue to be prominently displayed along with necessary "Open to the Public" signs for the information of the City's patrons. The installation of additional signs by Lessee concerning their business shall be in accordance with the City's sign ordinances and regulations. 22. SECURITY If any security is given by Lessee to secure the faithful performance of any or all of the covenants of this Lease on the part of Lessee, the City may transfer and/or deliver such security to the purchaser of the reversion, in the event that the reversion is sold; and the City shall then be discharged from further liability in reference thereto. 23. LEASE SUBORDINATE. a) This Lease shall be subordinate to any mortgages, trust deeds, or bond indentures that are now or may hereafter be placed upon the Property, to any and all advances made or to be made thereunder, to the interest thereon, and to all renewals, replacements and extensions thereof, provided the mortgagee or beneficiary named in the mortgages, trust deeds or bond indentures agrees to recognize Lessee's Lease in the event of foreclosure if Lessee are not in default. If any mortgagee or beneficiary elects to have this Lease superior to its mortgage, trust deed or bond indenture by notice to Lessee, then this Lease shall be deemed superior to the lien of any such mortgage, trust deed, or bond indenture whether this Lease is dated or recorded before or after said mortgage or trust deed. b) Lessee shall, upon not less than ten (10) days prior written request by the City, execute, acknowledge and deliver to the City a written statement certifying that this Lease is unmodified and in full force and effect, or that there have been modifications and this Lease is in full force and effect as modified, and stating the modifications, and the dates to which the rent and other charges have been paid in advance, if any. The intent is that the statement provided pursuant to this subsection, may be relied upon by any prospective purchaser, mortgagee or assignee of any mortgagee of the Property. c) The voluntary or other surrender of this Lease by Lessee, or a mutual cancellation thereof, shall not cause a merger and shall, at the City's option, terminate all or any existing subleases or subtenancies consented to pursuant to this section, or may, at the City's option, operate as an assignment to the City of any or all such subleases or subtenancies. 1)< 11 Of}{ 24. GENERAL PROVISIONS a) Notices. Any notices to be given by either party under the terms of this Lease shall be made in writing and may be delivered either personally or by certified or registered mail with postage prepaid, addressed as follows: TO LESSEE:The Blue Pheasant Restaurant c/o Lona Means 22100 Stevens Creek Blvd. Cupertino, CA 95014 TO THE CITY:Director of Parks and Recreation City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 b) Entire Agreement. This document comprises the entire and integrated agreement of the parties concerning the lease of the Property and supersedes all prior negotiations, representations, or agreements, either written or oral. Any amendments to this document shall be effective only if in writing and signed by the City and Lessee. c) Attorneys' Fees. If legal action is commenced to enforce or to declare the effect of any provision of this Lease, the prevailing party shall be awarded attorneys' fees and costs incurred by such party in the action. d) Severability. If any term, provision, covenant or condition of this Lease is held by a court to be invalid, void or unenforceable, the rest of this Lease shall remain in full force and effect and shall in no way be affected, impaired or invalidated. e) Time. Time is of the essence of this Lease. f) Waiver. The failure of the City to exercise any right under this Lease shall not constitute a waiver of such right. Additionally, the subsequent acceptance of rent by the City shall not be deemed to be a waiver of any preceding breach by Lessee of any term, covenant or condition of this Lease, other than the failure of Lessee to pay the particular rent so accepted, regardless of the City's knowledge of such preceding breach at the time of acceptance of such rent. g) Remedies Cumulative. The remedies provided herein shall be cumulative, therefore, the exercise of anyone remedy shall not be to the exclusion of any other remedy. l 1?02 h) Binding on Heirs; Joint and Several Liability. The covenants and conditions provided herein shall apply to and bind the heirs, successors, executors, administrators and assigns of the parties hereto; and the parties hereto shall be jointly and severally liable hereunder. IN WITNESS WHEREOF, the parties have executed this Lease Agreement on 4,' , 2004. THE CITY: Date: LESSEE: The Blue Pheasant Restaurant B: DAVID KNAP BY:~ . ,{J~~~._ PETER RASMUSSEN* President Date: b - Z s- C) it ATTESTED BY: Date: Ci~ Bya.4d/~a;!?/.1~ BIRTHE LISA RASMUSSEN* Date 0CR/:kAA~ %.s-~ y Charles T. Kilian, City Attorney Attachment: Exhibit A - List of Fixtures NOTARY ACKNOWLEDGEMENT REQUIRED H:\DOCS\City\Blue Pheasant lease corp lessee.doc 1~ EXHIBIT A CITY'S FIXTURES LIST ATTACHED HERETO AND INCORPRATED INTO REAL PROPERTY BEING LEASED Front and Back Bar Built-in Waitress Station in banquet room Swampt Cooler on roof Air Conditioning Unit Furnaces Built-in Speakers Water Heaters Light Fixtures Safe Refrigerated Waitress Station in front of kitchen Hood and Ventilation System (including automatic fire extinguishing system) Steam Table and Built-in Freezer in downstairs banquet room kitchen Walk-in Box with Compressor rpl 14($12 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT c:-<:tY.~ I County of 1 IlL-alLllu 55 State of California On 3.j~-04 Date before me,tlfl ({ C ' L. r-i"Jau i <; Name and Title of Officer (e.g., "Jane Doe, Notary Public") Pet-if (.J. fA S ilU,- '5 SO u....- Name(s) of Signer(s) personally appeared Ole D personally known to me rx( proved to me on the basis of satisfactory vidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. fj..... LINDA L. DAVIS o ....j::...~ COMM. # 1282586 i ~_. NOTARY PUBLIC. CALIFORNIA SANTA CLARA COUNTY ... Comm. Exp. OCT. 31,2004 Place Notary Seal Above WITNESS my hand and official seal. t.; " _~ /'\ I ,{, u (I ,'1.../ 'fLt, ,-'-"- Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date:Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: o Individual o Corporate Officer - Title(s): o Partner - 0 Limited 0 General o Attorney in Fact o Trustee o Guardian or Conservator o Other: RIGHT THUMBPRINT OF SIGNER Top of thumb here Signer Is Representing: @ 1997 National Notary Association' 9350 De Soto Ave., P.O. Box 2402' Chatsworth, CA 91313-2402 Prod. No. 5907 x Reorder: Call Toll-Free 1-800-876-6827 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT f I tY." State of California ss County of Ln tn f lid ,~ On .3 -,")j- - 04 Date L.' n (~(1 L~ Jrl-u i .~ Name and Title of Officer (e.g., "Jane Doe, Notary Public") I ~ Lt <){1 (- (;. <) Mil ':,,5 (1-- Name(s) of Signer(s) before me, personally appeared j!2 ,'rtJ1t" " D personally known to me 11 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. LINDA L. DAVIS U ;'.j;I" COMM. # 1282586 i ~< NOTARY PUBLIC. CALIFORNIA SANTA CLARA COUNTY .... Comm. Exp. OCT. 31,2004 Place Notary Seal Above WIT~ESS my. hand and officia/~eal. lj , ~J'" I i.lIt (l (1-- ~ , I" d.J. .l-A- Signature of Notary Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Number of Pages:Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: D Individual D Corporate Officer - Title(s): D Partner - D Limited D General D Attorney in Fact D Trustee D Guardian or Conservator D Other: RIGHT THUMBPRINT OF SIGNER Top of thumb here Signer Is Representing: I @ 1997 National Notary Association' 9350 De Soto Ave., PO. Box 2402 . Chatsworth, CA 91313-2402 Prod. No. 5907 0. Reorder: Call Toll-Free 1-800-876-6827 GUARANTY AGREEMENT This guaranty is given by OLE PETER RASMUSSEN and BIRTHE LISA RASMUSSEN ("Guarantors") to CITY OF CUPERTINO ("Obligee") to induce Obligee to enter into a lease with The Blue Pheasant Restaurant, a California Corporation date 3- 2 S- - 0 ~ , 2004, for the lease of property located at 22100 Stevens Creek Boulevard, City of Cupertino, State of California. 1. Obligation Guaranteed. For valuable consideration, the undersigned Guarantors jointly and severally unconditionally guarantee to Obligee the following obligations of Obligor: Performance of all terms, provisions, and conditions of said lease above-described and any extension thereof, including the payment of any and all indebtedness of Obligor to Obligee. The word "indebtedness" is used in its most comprehensive sense and includes any and all rent, debts, obligations and liabilities of Obligor, whenever made, incurred, or created, whether voluntary or involuntary and however arising, whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, and whether Obligor may be liable individually or jointly with others, or whether recovery may be or become barred by any statute of limitations or otherwise become unenforceable. 2. Insolvency or Bankruptcy. Guarantors jointly and severally unconditionally guarantee the performance of all terms, provisions, and conditions of said lease and any and all indebtedness of Obligor to Obligee, whether or not due or payable by Obligor, on a) the dissolution, insolvency, or business failure of, or any assignment for the benefit of creditors by, or commencement of any bankruptcy, reorganization, arrangement, moratorium, or other debtor relief proceedings by or against, Obligor or Guarantors, or b) the appointment of a receiver for, or the attachment, restraint of, or making or levying of any court order or legal process affecting, the property of Obligor or Guarantors, and jointly and severally unconditionally promise to pay this indebtedness to Obligee or order, on demand, in lawful money of the United States. 3. Extent of Liability. The liability of Guarantors under this agreement is exclusive and independent of any security for or other guarantee of the indebtedness of Obligor, whether executed by Guarantors or any other party, and the liability of Guarantors under this Agreement is not affected or impaired by any of the following: a) Any indebtedness exceeding Guarantors' liability; b) Any direction of application by Obligor or any other party; c) Any other continuing or other guaranty, undertaking, or maximum liability of Guarantors or of any other party as to the indebtedness of Obligor; d) Any payment on or in reduction of any other guaranty or undertaking; e) Any dissolution, termination, or increase, decrease, or changes of personnel of any of the Guarantors; or f) Any payment made to the Obligee on the indebtedness that Obligee repays to Obligor pursuant to court order in any bankruptcy, reorganization, arrangement, moratorium, or other debtor relief proceeding. Guarantors waive any right to the deferral or modification of Guarantor's obligations by virtue of any such proceeding. 4. Joinder of Parties. The obligations of guarantors are joint and several, and independent of the obligations of Obligor. Obligee who may bring and prosecute a separate action or actions against Guarantors, whether it brings an action against Obligor or joins Obligor in any action or actions commenced. Guarantors waive, to the fullest 9J extent permitted by law, the benefit of any statute of limitations affecting their liability under this agreement or the enforcement of this agreement. Any payment by Obligor or other circumstance that operates to toll any statute of limitations as to Obligor shall also operate to toll the statute of limitations as to Guarantors. Any Guarantor who is a married person agrees that recourse may be had against his or her separate property for his or her obligations under this agreement. 5. Change of Obligation. (a) Guarantors authorize Obligee, (whether or not after revocation or termination of this guaranty) without notice or demand (except any notice or demand that is required by statute and cannot be waived) and without affecting or impairing their liability, from time to time to do any of the following: 1) Renew, compromise, extend, accelerate, or otherwise change the time for performance of, or otherwise change the terms of the obligation; 2) Take and hold security for the performance of this guaranty or the obligation guaranteed, and exchange, enforce, waive and release any security; 3) Apply security and direct the order or manner of sale of security as Obligee in its discretion may determine; and 4) Release or substitute anyone or more of the Guarantors. b) Obligee may without notice assign this guarantee in whole or in part. 6. Capacity and Authority. If Obligor is a corporation, partnership or other entity, Obligee need not inquire into or verify the powers of Obligor or the authority of those acting or purporting to act on behalf of Obligor, and this Guaranty shall be enforceable with respect to any indebtedness Obligee grants or extends to Obligor in reliance on the purported exercise of those powers or authority. 7. Subordination. Any indebtedness of Obligor now or later held by Guarantors is subordinated to the indebtedness of Obligor to Obligee, and all indebtedness of Obligor to Guarantors, if Obligee so requests, shall be collected, enforced, and received by Guarantors as trustees for Obligee and be paid over to Obligee on account of the indebtedness of Obligor to Obligee, without affecting or impairing in any manner the liability of Guarantors under the other provisions of this guaranty. 8. Waiver of Defenses. (a) Guarantors waive any right to require Obligee to (1) proceed against Obligor/ (2) proceed against or exhaust any security held from Obligor; or (3) pursue any other remedy in Obligee's power whatsoever. b) Guarantors waive any defense based on or arising out of any defense of Obligor other than payment in full of the indebtedness, including without limitation any defense based on or arising out of the disability of Obligor, the unenforceability of the indebtedness from any cause, or the cessation from any cause of the liability of Obligor other than payment in full of the indebtedness. c) Obligee, at its election, may foreclose on any security held by Obligee by one or more judicial sales, whether or not every aspect of any sale is commercially reasonable, or exercise any other right or remedy Obligee may have against Obligor, or any security, without affecting or impairing in any way the liability of Guarantors under this agreement, except to the extent that the indebtedness has been paid. d) Guarantor waives all rights and defenses arising out of an election of remedies by Obligee, even though that election of remedies, such as nonjudicial foreclosure with respect to security for a guaranteed obligation, has destroyed Guarantor's rights of subrogation and reimbursement against the principal by operation of Code of Civil Procedure Section 580d or otherwise e) Until all indebtedness of Obligor to Obligee is paid in full, even though that indebtedness is in excess of Guarantors' liability under this agreement, Guarantors shall f/99tb\l have no right of subrogation, shall waive any right to enforce any remedy that Obligee now has or may later have against Obligor, and shall waive any benefit of, and any right to, participation in any security now or later held by Obligor. Guarantors waive all presentments, demands for performance, notices of protest, notices of dishonor, notices of acceptances of this guaranty, and notices of the existence, creation, or incurring of new or additional indebtedness. f) Guarantors assume all responsibility for keeping themselves informed of Obligor's financial condition and assets, and all other circumstances bearing on the risk of nonpayment of the indebtedness and the nature, scope and extent of the risks that Guarantors assume and incur under this agreement, and agree that Obligee shall have no duty to advise Guarantors of information known to it regarding those circumstances or risks. 9. Attorneys' Fees and Costs. In addition to the amounts guaranteed under this agreement, Guarantors jointly and severally agree to pay reasonable attorneys' fees and all other costs and expenses incurred by Obligee in enforcing this guaranty in any action or proceeding arising out of, or relating to, this guaranty. 10. Liens and Setoffs. In addition to all liens on, and rights of setoff against the money, securities or other property of Guarantors given to Obligee by law, Obligee shall have a lien on and a right of setoff against all money, securities and other property of Guarantors now or later in the possession of Obligee, whether held in a general or special account or for safekeeping or otherwise; and every lien and right of setoff may be exercised without demand on or notice to Guarantors. 11. Nonwaiver of Rights of Obligee. No right or power of Obligee under this agreement shall be deemed to have been waived by any act or conduct on the part of Obligee, or by any neglect to exercise that right or power, or by any delay in so doing; and every right or power shall continue in full force and effect until specifically waived or released by an instrument in writing executed by Obligee. 12. Singular and Plural. In all cases when there is but a single Obligor or a single Guarantor, all words used in the plural shall be deemed to have been used in the singular if the context and construction so require; and when there is more than one Obligor, or when this guaranty is executed by more than one Guarantor, the word Obligor" and the word "Guarantor" respectively shall mean all and anyone or more of them. 13. Effect on Heirs and Assigns. This guaranty and the liability and obligations of Guarantors under this agreement are binding on Guarantors and their respective heirs, executors, and assigns, and inure to the benefit of and are enforceable by Obligor and its successors, transferees, and assigns. 14. Notices. Any notice given by any party under this guaranty shall be personally delivered or sent by United States mail, postage prepaid, and addressed to Obligee or Guarantor at their respective addresses for notices indicated below. Guarantor and Obligee may change the place to which notices, requests, and other communications are to be sent to them by giving written notice of that change to the other. 15. Governing Law and Modification. This guaranty shall be deemed to be made under, and shall be governed by, the laws of the State of California in all respects, including matters of construction, validity, performance, and enforcement, and its terms and provisions may not be waived, altered, modified, or amended except in writing duly signed by an authorized officer of Obligee and by Guarantors. 16. Invalidity. If any provision of this guaranty contravenes or is held invalid under the laws of any jurisdiction, this guaranty shall be construed as though it did not contain that provision, and the rights and liabilities of the parties to this agreement shall be construed and enforced accordingly. 17. Headings. Headings in this agreement are for convenience only and shall not be used to interpret or construe its provisions. .~ l~ 18. Counterparts. This agreement may be executed in two or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. IN WITNESS WHEREOF, the undersigned have executed this Guaranty on 26"'-" If ,2004. a_~. ~ o e Peter Rasmussen @~~fflo;]J~ Birthe Lisa Rasmussen Address for Notices to Guarantor: Ole Peter Rasmussen and Birthe Lisa Rasmussen 22100 Stevens Creek Boulevard Cupertino, CA 95014 OBLIGOR The Blue Pheasant Restaurant By:~d~~. Ole Peter Rasmussen, President Address for Notices to Obligor: Ole Peter Rasmussen and Birthe Lisa Rasmussen 22100 Stevens Creek Boulevard Cupertino, CA 95014 1, {, .Oe-(B: David Knapp, City Address for Notices to Obligee: Cupertino City Hall AUn: Ii ASSIGNMENT OF LEASE The following definitions and designations shall apply in Assignment, without regard to number or gender: BUSINESS: The Blue Pheasant Restaurant PREMISES: 22100 Stevens Creek Blvd., Cupertino, CA 95014 ASSIGNOR (Seller): Ole Peter Rasmussen, Birthe Lisa Rasmussen ASSIGNEE (Buyer): Hungry Jack's Restaurant Corporation LESSOR: The City of Cupertino LEASE DEPOSIT: $2,300 CLOSING: Close of escrow for transfer of the Business from Assignor to Assignee. LEASE: Lease Agreement from Lessor to Assignor for above Premises occupied by Business and dated 04-0 1-04 . Assignor hereby assigns to Assignee all of his rights in the Lease including the Lease Deposit. Assignee hereby agrees to comply with all the terms and obligations of the Lease, and to hold Assignor harmless from any liability on it arising after Closing. Lessor consents to the above Assignment but no future assignments. Lessor does not release Assignor from any liability under the Lease. Assignor shall have a right of re-entry as reasonably necessary to exercise any rights held under any security agreement on the Business assets or leasehold. This assignment is only effective upon the close of escrow on the sale of The Blue Pheasant to Hungry Jack's Restaurant Corporation. Each party warrants that he has carefully read and fully understands the provisions of the Lease. D~__ ~ Ole Peter Rasmussen, Assignor David Knapp, City Manager, Les or gry Jack's Rest. orporation, Assignee by Mike Tsachres, President EXTENSION AND AMENDMENT OF LIEASE AGREEMENT BETWEEN THE CITY OF CUPERTINO AND HU~~GRY JACK'S RESTAURANT CORPORATION AND MIKE TSACHRES This Agreement between the City of Cupertino, a California municipal corporation (the "City"), and Hungry Jack's Restaurant Corporation, a California corporation, and Mike Tsachres (collectivE~ly "the Lessee") constitutes an extension and amendment of a certain Lease Agreement ("the Lease") executed between the City and the Lessee's predecessor in interest, The Blue Pheasant Restaurant, a California corporation ("Predecessor in Interest") on or about April 1, 2004 for the lease of the premises knowrn as "The Blue Pheasant Restaurant" the "Property") and more particularly described as 22100 Stevens Creek Boulevard, City of Cupertino, County of Santa Clara, and State of California WITNE~~SETH: WHEREAS, on April 1, 2004 the City and Predecessor in Interest executed a lease for the Property; a copy of which is attached hereto; and WHEREAS, on or about April 7, 2C~04,Predecessor in Interest assigned, with the consent of the City, all right, title ~~nd interest in the Lease to Lessee; and WHEREAS, the present Lease terra expires March 29, 2009; and WHEREAS, Lessee, pursuant to Paragraph 3 of the Lease, has the option to extend the term of the Lease for a period of five (5) years beyond the expiration date of March 29, 2009, under the same terms and conditions as contained in the Lease executed on April 1, 2004 with the exception of the Base Rent Term described in Paragraph 4 of tP~e Lease; and WHEREAS, Lessee has, within thE~ time prescribed in the Lease, provided notice of Lessee's intent to exercise the option above-described; and WHEREAS, the City and Lessee have agreed to a new Base Rent to be charged. NOW THEREFORE, it is agreed between the City and the Lessee as follows: Effective April 1, 2009, the term of the Lease shall be extended from April 1, 2009 until March 31, 2013. 2. Effective April 1, 2009, Paragr~~ph 4(a) of the Lease shall be amended to read as follows:: 4. BASE RENT a) Lessee shall pay to the City a monthly base rent, without deduction or setoff, as follows: Commencing Date Monthly Ba~~e Rent Annual Rent April I , 2009 68374 100,488 April I, 2010 X68626 103,512 April I , 20 I I X68885 106,620 April I, 2012 X69152 109,824 April I , 20 13 X69427 113, 124 Lease Rent Total 533,568 3. All other terms and provisions of the Lease will remain in full force and effect. IN WITNESS WHEREOF, the parties have executed this Extension and Amendment to Lease Agreement on ~,~a~st a7 , 2008. THE CITY: Date: sy: AVID KNAPP, City anager ATTESTED BY: Date: Kimberly Smith, i y Clerk ASSIGNEES: F~CJI~RY JACK'S RESTAURANT CORPORATION by MIKE TSACHRES, President Date: 4 ~ r MIKE TSACHRES, as an Individual Date: /4~ 9 ~ s { ~.?, ZooB Approved as to Form: Date: arles T. ilian, City Attor 2 CALIFORNIA ALL-PURPOSE ACKNOVIILEDGMENT State of California County of S Qrt~'a Clara... On f~ugdS't Z7, Z~8 before me, trn url,@. SrYlt~l'~, Notary i~~bl-c , Date Here Insert Name and Title of the Officer personally appeared M -ke. TS ach C ~ s Name(s) of Signer(s) IoM (MARE lg1AlIH~COmnrllior- #t 1615409 Nolory Aibec - CaNbmia OaMv Clara CaxMy eirCana. ~ Nov 1, who i~roved to me on the basis of satisfactory evidence to be the person(,a7 whose name(,s') is/are subscribed to the within instrument and acknowledged to me that he/skw<tJ~ey executed the same in his/faerft~ieir authorized capa~~ity(ies), and that by his/he~eir signature(~'j on the instrument the person(, or the entity upon behalf of which the personJ~ acted, executed the instrument. I cer~:ify under PENALTY OF PERJURY under the laws of tht: State of California that the foregoing paragraph is true ,end correct. WITPJESS my hand and official seal. Place Notary Seal Above Sign~~ture ~~:~~ Signature of Notary Public OPT/ON~1 L Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Ex-{eris~~n anc~ lEv,nerzdvnerrt of trear.~ ,~9reewtertl be~}Wee-r~ Title or Type of Document: -N„ ~ r ~ ~ ~ L~ ~ ~ ~ ~, ~ ~~~ ~ i ~ n ~.~ ~~~ Document Date: ana MikeT; Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Individual Corporate Officer -Title(s): Partner - ^ Limited ^ General Attorney in Fact Trustee Guardian or Conservator Other: Signer Is Representing: Top of thumb here Number of Pages: 3gner's Name: Individual Corporate Officer -Title(s): Partner - ^ Limited ^ General Attorney in Fact Trustee Guardian or Conservator Other: Signer Is Representing Top of thumb here 2007 National Notary Association • 9350 De Soto Ave., PO.l3ox 2402 • Chatsworth, CA 9.1313-2402 • www.NationalNotaryorg Item #5907 Reorder: Call Toll-Free 1-800-876-6827 r---------------· ------------___ ...,. _______ w-------- Title_------ Date ---- I--'--+-+--=---- CITY OF CUPERTINO By __________ _ Title ----------Date ---------- APPROVED AS TO FORM City Attorney ATTEST: City Clerk 1292506.1 It 2 OF2 CityManager9/ 28/2020 Heather M. Minner Sep 29, 2020 Second Amendment to Lease Agreement with Blue Pheasant Final Audit Report 2020-09-30 Created:2020-09-29 By:Araceli Alejandre (aracelia@cupertino.org) Status:Signed Transaction ID:CBJCHBCAABAACZ4a5LVi40nKQ0V16HBPKLvogUgCD9xV Second Amendment to Lease Agreement with Blue Pheasant" History Document created by Araceli Alejandre (aracelia@cupertino.org) 2020-09-29 - 10:58:27 PM GMT- IP address: 73.170.27.253 Document approved by Araceli Alejandre (aracelia@cupertino.org) Approval Date: 2020-09-29 - 10:59:30 PM GMT - Time Source: server- IP address: 73.170.27.253 Document emailed to Heather M. Minner (minner@smwlaw.com) for signature 2020-09-29 - 10:59:31 PM GMT Email viewed by Heather M. Minner (minner@smwlaw.com) 2020-09-29 - 11:04:19 PM GMT- IP address: 45.41.142.147 Document e-signed by Heather M. Minner (minner@smwlaw.com) Signature Date: 2020-09-29 - 11:04:43 PM GMT - Time Source: server- IP address: 52.39.49.65 Document emailed to Kirsten Squarcia (kirstens@cupertino.org) for signature 2020-09-29 - 11:04:45 PM GMT Email viewed by Kirsten Squarcia (kirstens@cupertino.org) 2020-09-29 - 11:22:13 PM GMT- IP address: 104.47.74.126 Document e-signed by Kirsten Squarcia (kirstens@cupertino.org) Signature Date: 2020-09-29 - 11:23:09 PM GMT - Time Source: server- IP address: 69.110.137.176 Document emailed to Cyrah Caburian (cyrahc@cupertino.org) for approval 2020-09-29 - 11:23:13 PM GMT Email viewed by Cyrah Caburian (cyrahc@cupertino.org) 2020-09-30 - 8:35:07 PM GMT- IP address: 99.105.212.240 Document approved by Cyrah Caburian (cyrahc@cupertino.org) Approval Date: 2020-09-30 - 8:35:26 PM GMT - Time Source: server- IP address: 99.105.212.240 Agreement completed. 2020-09-30 - 8:35:26 PM GMT