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surrounding the Leased Premises with a comparable (i) quality of physical
<br />improvements, (ii) maintenance standards, and (iii) green fee structure ("Comparable
<br />Golf Courses"). For purposes of the Lease, the initial Comparable Golf Courses are:
<br />Stevinson Ranch, Poppy Ridge, Chardonnay and Santa Theresa. The Parties may by
<br />mutual agreement agree upon other golf courses which constitute Comparable Golf
<br />Courses, it being agreed that the initial golf course selected may not constitute a
<br />Comparable Golf Course in the future. Lessee shall at all times comply with the
<br />maintenance standards set forth in Exhibit "D" In addition, subject to Lessor's
<br />obligation to deliver the Leased Premises in compliance with all "Laws" (as defined
<br />below) as provided in Section 14.2 and subject to Lessor's performance of its
<br />obligations under Section 14.3, Lessee shall keep and maintain the Leased Premises
<br />in compliance with all Laws during the Lease term.
<br />14.2 Lessor's Representation Regarding Code Compliance. Lessor hereby
<br />represents and warrants that the Leased Premises are in full and complete compliance
<br />with all applicable federal, state and local governmental laws, codes, ordinances and
<br />regulations ("Laws"), including without limitation, the American's with Disabilities
<br />Act and all building, plumbing, electrical, heating, ventilating and air-conditioning,
<br />fire, health, environmental (i.e., laws relating to hazardous and toxic waste and
<br />substances) and safety and zoning codes. To the extent it is determined following
<br />execution of this Lease that the Leased Premises were, in fact, not in compliance with
<br />all applicable Laws as of the date of this Lease and subject to the provisions of
<br />Section 14.3, Lessee shall, subject to all necessary funds first being made available to
<br />Lessee by Lessor, take all necessary steps to bring the Leased Premises into full
<br />compliance with all Laws. If Lessor fails to timely make all necessary funds available,
<br />then upon five (5) days' prior notice to Lessor, Lessee may pay, on behalf of Lessor,
<br />any amounts necessary to effect the compliance with all Laws and all costs incurred
<br />by Lessee in effecting such compliance shall be treated as a credit toward Lessee's
<br />rental obligations under Article 6 above.
<br />14.3 Lessor's Environmental Obligations. Except where hazardous or toxic
<br />materials are discharged or deposited by Lessee in conjunction with the operation, use
<br />and maintenance of the Leased Premises, Lessor shall, at its sole cost and expense,
<br />perform all of the obligations of the owner, operator, discharger, or other person
<br />responsible for, the solid waste, landfill which exists beneath the Real Property (the
<br />"Landfill") under local state and federal laws, ordinances, regulations, administrative
<br />and judicial orders and decrees, and the demands of governmental authorities
<br />exercising appropriate jurisdiction over the Landfill, including, without limitation, all
<br />such obligations to inspect, investigate, report, monitor, maintain, repair, perform
<br />closure or post -closure care, leachate collection and disposition, methane or other gas
<br />LEASE AGREEMENT BETWEEN
<br />CITY OF SAN LEANDRO AND AMERICAN GOLF PAGE 19
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