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Tenant Criteria Manual - 11.14.03

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					Tenant Criteria Manual



                                 1
          15 December 2003
        (Revised 3 March 2006)
TABLE OF CONTENTS

INTRODUCTION

  INTRODUCTION ................................................................................................................................................. 6

  PROJECT DIRECTORY ...................................................................................................................................... 8
     •Landlord’s address
     •Landlord’s consultant reviewers address
     •Local permitting address & Utility Companies


  PLANS .................................................................................................................................................................... 9
     •Aerial Photo and Site Plan
     •Street Level Plan
     •Mall Level Plan
     •Third Level Plan
     •Fourth Level Plan
     •Enlarged Makai Market Plan


TENANT SUBMITTALS AND PERMIT REQUIREMENTS

       LANDLORD’S ADDRESS FOR DOCUMENT SUBMITTALS................................................................ 14

      DOCUMENT SUBMITTAL......................................................................................................................................... 14
       •Preliminary Design Phase
       •Final Design Phase
       •Signage & Blade Sign Shop Drawings
       •Fire Sprinkler Shop Drawings
       •Final Approval


       REQUIRED PERMITS AND INSPECTIONS...................................................................................................... 17

      BUILDING CODE INFORMATION........................................................................................................................ 17

ARCHITECTURAL TECHNICAL CRITERIA

      ARCHITECTURAL DRAWING REQUIREMENTS......................................................................................... 18

      SIGNAGE DRAWING REQUIREMENTS............................................................................................................ 19

       LANDLORD PROVIDED NOTES........................................................................................................................... 19

     ARCHITECTURAL CRITERIA.................................................................................................................................21
      A. General
      B. Structural
      C. Floors
      D. Partition and Walls
      E. Ceilings
      F. Storefronts
      G. Finishes
                                                                                                                                                                                 2
TABLE OF CONTENTS

        H.   Lighting
        I.   Cutting & Patching
        J.   Common Areas
        K.   Signage
        L.   Storefront Blade Sign

   MAKAI MARKET & FOOD TENANTS ............................................................................................................. 30
     •General Requirements
     •Preparation / Kitchen Area
     •Finishes
     •Lighting
     •Signage
     •Common area


   ARCHITECTURAL DETAILS (all tenants).............................................................................................................. 34
     •Blade Sign Frame Elevations, Details, & Face Panels
     •Storefront Elevation & Section
     •Signage Zone and Neutral Pier Detail
     •Service Corridor Door Niche Plan and Section
     •Door Identification Plaque


STRUCTURAL TECHNICAL CRITERIA

  STRUCTURAL DRAWING REQUIREMENTS..................................................................................................... 54
      •Structural Criteria
             A. Landlord Work
             B. Tenant Work

 STRUCTURAL DETAIL ( all tenants )......................................................................................................................... 56
    •Typical “Unistrut” Ceiling Support Details


MECHANICAL TECHNICAL CRITERIA

 MECHANICAL DRAWING REQUIREMENTS.................................................................................................... 59
    •Air Conditioning and Ventilation Criteria
          A. Landlord Work (Except at Center Court - Upper Level Stores)
          B. Tenant Work (Except at Center Court - Upper Level Stores)
          C. Tenant Work (Center Court - Upper Level Stores only)
          D. General Requirements

   MAKAI MARKET & FOOD TENANTS ............................................................................................................. 63
      •Air Conditioning and Ventilation Criteria
            A. Landlord Work (Makai Market)
            B. Tenant Work (Makai Market & Food Tenants)
            C. General Requirements



                                                                                                                                                                 3
TABLE OF CONTENTS

PLUMBING TECHNICAL CRITERIA

  PLUMBING DRAWING REQUIREMENTS .......................................................................................................... 65
     •Plumbing Criteria
           A. Sanitary Sewer
           B. Plumbing Vent Riser
           C. Domestic Water
           D. Plumbing Standards
           E. Hair & Lint Interceptors

   MAKAI MARKET & FOOD TENANTS ............................................................................................................... 67
     •Plumbing Criteria
            F. Grease Interceptors
            G. Gas Service
            H. Garbage Disposal System

ELECTRICAL TECHNICAL CRITERIA

  ELECTRICAL DRAWING REQUIREMENTS....................................................................................................... 69
      •Electrical Criteria
             A. Landlord Work
             B. Maximum Loads
             C. Tenant Work

   MAKAI MARKET & FOOD TENANTS ................................................................................................................. 72
      •Electrical Criteria
             A. Landlord Work
             B. Maximum Loads

FIRE / LIFE SAFETY TECHNICAL CRITERIA

 FIRE / LIFE SAFETY DRAWING REQUIREMENTS.......................................................................................... 73
      •Fire / Life Safety Systems
              A. Landlord Work
              B. Tenant Work
              C. Landlord’s Insurance Company’s Requirements
     •Fire alarm one-line diagram - (New Space with no existing fire alarm system)
     •Fire alarm one-line diagram - (Existing Honeywell Panel)


TELEPHONE TECHNICAL CRITERIA

 TELEPHONE CRITERIA.................................................................................................................................................. 79
     A. Landlord Work
     B. Tenant Work




                                                                                                                                                                           4
CONSTRUCTION RULES AND GUIDELINES

  GENERAL CONSTRUCTION REQUIREMENTS................................................................................................ 80

 PREPARATION FOR CONSTRUCTION...................................................................................................................86
     A. Contractor Approval Process
     B. Insurance, Indemnity and Bonds
     C. Pre-Bid Meeting
     D. Pre-Construction Meeting

 FINAL ACCEPTANCE....................................................................................................................................................... 88
     A. Landlord’s Inspection
     B. Punchlist
     C. Landlord’s Certificate of Acceptance


LANDLORD AND TENANT RESPONSIBILITIES

 LANDLORD WORK...........................................................................................................................................................90
    (Except at Center Court - Upper Level Stores)

 TENANT WORK .................................................................................................................................................................90


 TENANT REIMBURSABLE ITEMS............................................................................................................................92
     A. Tenant Review & Coordination Fees
     B. Structural Revisions
     C. Mechanical (HVAC and/or Plumbing) or Electrical Revisions
     D. Temporary Services
     E. Permanent Services
     F. Roof Penetrations

 LANDLORD AND TENANT RESPONSIBILITY CHART - TYPICAL RETAIL.....................................94

 LANDLORD AND TENANT RESPONSIBILITY CHART - FOOD TENANTS.......................................96




                                                                                                                                                                                   5
INTRODUCTION



Ala Moana - Hawaii’s Center...

Since it’s opening in 1959, Ala Moana has been recognized as Hawaii’s Center. With the current and recent expansions, the
intent is to further that recognition.

Native Hawaiians originally divided the islands into ahupua’a, or sections of land running mauka - makai or from the mountains
to the sea. Similarly, the Center’s design concept is realized with the Mountain Gardens at the Ewa end (west) and the Ocean-
Beach at the Diamond Head end (east ). The Mountain Gardens feature groves of native trees, ferns and a taro patch while the
Ocean-Beach incorporates ocean-related elements.

Between the Mountain Gardens and the Beach is the “Gathering Place”, known as Center Court, that provides a formal, elegant,
open-air ambiance reminiscent of traditional kamaaina-style architecture.

Design Intent...

Store designs shall take into account their location within the Center’s overall plan. Designs shall be creative and unique, yet
complement and contribute to the character of their immediate surroundings. The guidelines set forth in this manual stress
design, function, and the quality of workmanship required by Ala Moana Center.




The Mountain Gardens at the Ewa end of the Shopping
Center features groves of native trees, ferns and a taro
patch.




                                                           The Ocean-Beach theme at the Diamond Head end of the Shopping Center
                                                           incorporates ocean-related elements such as coral rock walls and koi ponds.
                                                                                                                                   6
INTRODUCTION



This manual has been prepared to assist the Tenant’s architect and engineer(s) to prepare drawings and specifications that will
meet the Center design criteria. Our objective is to allow maximum expression, personality and character while maintaining a
cohesive design theme throughout the Center.

The criteria herein is not intended to contradict any code requirements that may govern this project. It is the responsibility of the
Tenant, their architect, engineers and contractors to comply with all applicable codes. Any questions concerning the information
presented in this manual should be brought, in writing, to the Tenant Construction Coordinator’s attention.

The Tenant Information Package, (“T.I.P.”) consists of:

·   Tenant Design Criteria Manual.
·   Lease Outline Drawing (L.O.D.).
·   Key Plan
·   EXHIBIT C: General Requirements
·   Tenant As-Builts (if available).



Please fill-out and submit the information below:


Send to:           General Growth Properties
                   Attn.: Tenant Construction Department - Hawaii Region
                   1441 Kapiolani Boulevard, #202
                   Phone: (808) 947-3788
                   Fax:     (808) 941-3201


Store Name:                                                                           Space No:

Architectural Firm:

Contact:

Address:


Phone: (       )                                       Fax: (      )




                                                                                                                                   7
INTRODUCTION                                                            PROJECT DIRECTORY



PROJECT DIRECTORY

       Ala Moana Center                                      Phone: (808) 946-2811
       1450 Ala Moana Boulevard
       Honolulu, Hawaii 96814

Landlord:
       General Growth Properties - Leasing Department        Phone: (808) 946-2811
       1585 Kapiolani Boulevard, Suite 800                   Fax:   (808) 946-2216
       Honolulu, Hawaii 96814

       General Growth Properties - Construction Department   Phone: (808) 947-3788
       1441 Kapiolani Boulevard, #202                        Fax:   (808) 941-3201
       Honolulu, Hawaii 96814

       General Growth Properties - Operations Department     Phone: (808)946-2811
       1450 Ala Moana Boulevard, #1290                       Fax:   (808) 955-2193
       Honolulu, Hawaii 96814

Landlord’s Electrical Consultant
       HDL Engineering Inc.                                  Phone: (808) 521-3314
       1136 Union Mall, Suite 700                            Fax:   (808) 533-3314
       Honolulu, Hawaii 96813

Landlord’s Mechanical Consultant
       Mechanical Enterprises, Inc.                          Phone: (808) 591-9038
       1314 S. King Street Suite 411                         Fax:   (808) 596-7356
       Honolulu, Hawaii 96814

Landlord’s Structural Consultant:
       Englekirk Partners                                    Phone: (808) 521-6958
       239 Merchant Street, Suite 200                        Fax:   (808) 533-6701
       Honolulu, Hawaii 96813

Building Department:
       Honolulu City and County - Department of Permitting   Phone: (808) 523-4505
       650 South King Street
       Honolulu, Hawaii 96813

Utility Companies:

       Verizon                                               Phone: (808) 643-4411

       Hawaiian Electric Company (HECo)                      Phone: (808) 543-4774

       Board of Water Supply                                 Phone: (808) 527-6184

       Gasco                                                 Phone: (808) 594-5523




                                                                                       8
INTRODUCTION                                                                                                SITE PLAN



Ala Moana Center opened in 1959, the same year Hawaii
celebrated statehood. It is the world’s largest open-air
mall, and the first to achieve over one billion dollars in
gross sales.

Ala Moana Center features tropical landscaping, over
260 retail stores, 9,000 parking spaces, over 20 tenants in
the Makai Market (food court), sit-down restaurants
throughout the mall, and a Centerstage with more than
500 performances a year.


                                                               Ala Moana Center, located just 1 mile from Waikiki.




Certain elements shown on this plan are future or proposed.
Landlord makes no representation that the future or proposed
development will occur as shown.




SITE PLAN                        N
                                                                                                                     9
INTRODUCTION   STREET LEVEL PLAN




                              10
INTRODUCTION   MALL LEVEL PLAN




                            11
INTRODUCTION   THIRD LEVEL PLAN




                             12
INTRODUCTION   FOURTH LEVEL PLAN




                              13
TENANT SUBMITTALS AND PERMIT REQUIREMENTS                                                                       SUBMITTALS



LANDLORD’S ADDRESS FOR DOCUMENT SUBMITTALS

General Growth Properties - Hawaii Region                                             Phone:            (808) 947-3788
Attn: Tenant Coordination Department                                                  Fax:              (808) 941-3201
1441 Kapiolani Boulevard, #202
Honolulu, Hawaii 96814


DOCUMENT SUBMITTAL

Within a reasonable amount of time from the date of the execution of the Lease, the Landlord shall provide the Tenant with the
Tenant Information Package. This package shall include a demising plan showing column spacing, fixed elements, and overall
dimensions which demise the particular tenant space. The above information will be as taken from contract documents and not
from as-built conditions or drawings. It is the responsibility of the Tenant and his/her architect to verify all dimensions and field
conditions. Tenant’s architect and engineer(s) shall also thoroughly familiarize themselves with all local building codes, and all
City, County and State ordinances, rules and regulations.

Tenant shall prepare at its sole cost and expense, Design Drawings, Working Drawings, Shop Drawings, Specifications and
Calculations as required in the Ala Moana Center Tenant Criteria Manual. All architectural, structural, mechanical and electrical
drawings shall be prepared and stamped by an architect or engineer registered and licensed in the state of Hawaii.

Tenant shall secure Landlord’s WRITTEN approval of all Design Drawings, Working Drawings, Shop Drawings, Specifications
and Calculations prior to commencement of any construction in accordance with the schedules and procedures outlined in the
Ala Moana Center Tenant Criteria Manual and Tenant’s lease.

The submittal process shall consist of two phases;
Preliminary Design Phase, and Final Design Phase.

PRELIMINARY DESIGN PHASE

The Preliminary Design Phase is intended to acquaint the Landlord with the Tenant’s basic design intentions and to correct any
conflict with the design criteria prior to commencing with the working drawings.

Within a maximum of thrity (30) days from either the date Tenant receives the Tenant Information Package or from the date Lease is
executed, whichever is later, Tenant shall submit to Landlord for review and approval two (2) blueline or Xerox copies of the
Preliminary Design drawings, including the following:

1. A color photo of a similar store or a colored perspective rendering of the proposed storefront, including graphics and signage.

2. A 1/4" scale floor plan showing all partitions, doors, fixtures and other construction.

3. A 1/4" scale storefront elevation including graphics and signage.

4. A 1/4" scale longitudinal section through the demised premises.

5. A 1/4" scale reflected ceiling plan.

                                                                                                                                  14
TENANT SUBMITTALS AND PERMIT REQUIREMENTS                                                                          SUBMITTALS



6. A sample board of all interior and storefront materials mounted on foam core or card stock. All materials shall be clearly labeled and
   referenced to the floor plans and elevations.

This submittal must be complete in order to fairly evaluate the proposal and to prevent the continuation of work on an unacceptable
design. Incomplete submittals, at any phase of the project, will not be reviewed.

Landlord will review and comment on the Preliminary Design drawings within ten (10) business days of receipt. If Preliminary
Design drawings are returned to the Tenant with comments and not bearing the unconditional approval of the Landlord, Tenant shall
revise and resubmit to the Landlord for approval within ten (10) business days of their receipt by Tenant. If the Tenant takes exception
to the Landlord comments, the Tenant may do so in writing, by certified or registered mail addressed to the Landlord, within ten (10)
days from the receipt of the reviewed preliminary set. Unless such action is taken, it will be deemed that all comments made by the
Landlord on the Preliminary Design Drawings are acceptable to, and approved by the Tenant.
          a.      Rejections due to non-compliance of design will not justify extending any scheduled performance dates established
                  under the Lease.
          b.      Additional review costs due to rejection of preliminary or subsequently rejected drawings shall be at Tenant’s
                  expense. This includes structural reviews.

FINAL DESIGN PHASE

Within thirty (30) calendar days after receipt of the Landlord’s approval of the Preliminary Design Drawings, the Tenant shall submit
to the Landlord five (5) sets of working drawings, and one (1) set of specifications which shall adhere to the approved Preliminary
Design drawings. If documents are CADD generated, also include a computer disk with entire working drawings in a dwg, dwf, or pdf
format.

Working drawings at a minimum shall consist of the following:

ARCHITECTURAL DRAWINGS
See Architectural Drawing Requirements

STRUCTURAL DRAWINGS
See Structural Drawing Requirements

MECHANICAL DRAWINGS
See Mechanical Drawing Requirements

PLUMBING DRAWINGS
See Plumbing Drawing Requirements

ELECTRICAL DRAWINGS
See Electrical Drawing Requirements

FIRE / LIFE SAFETY DRAWINGS
See Fire / Life Safety Drawing Requirements



                                                                                                                                      15
TENANT SUBMITTALS AND PERMIT REQUIREMENTS                                                                         SUBMITTALS


SIGNAGE AND BLADE SIGN SHOP DRAWINGS

Provide two (2) sets of signage shop drawings. Facsimile submittals are not permitted. Provide two (2) sets of blade sign shop
drawings (if applicable). Shop drawings must be on sign fabricator’s title sheets, and must include the following information for all
proposed signs within public view:

1. Elevations drawn to scale on storefronts, including dimensions, overall sign lengths and sign area.

2. Construction details, materials, lighting specifications, letter type and size, ornamental hardware, colors, and storefront support.

3. Locations of concealed hardware and equipment such as raceways, transformers, access panels.

4. Neon gauge, colors, and brightness control.

5. Trimmed attachment to adjacent materials.

6. Access panels shall not be located at the underside of the entry-way ceilings.

Landlord will review and comment on final working drawings within fifteen (15) working days of receipt. If any of the working
drawings and specifications are rejected and or require additional information, the Tenant shall resubmit for Landlord’s approval
within ten (10) working days from date of Landlord’s rejection letter.

Landlord and their consultants shall review drawings for design intent only. It is the Tenant’s obligation to comply with all
established Tenant Design criteria as set forth in the lease agreement, lease plan, Tenant Criteria manual, or as otherwise specified.
It is also the Tenant’s obligation to comply with all applicable laws, ordinances, building codes and regulations.

All Tenant improvement drawings must be submitted to the City of Honolulu Building Department to obtain the necessary permits. It
is the Tenant’s responsibility to pay for and obtain all permits. Tenants are also required to obtain approval from the Hawaii State
Health Department and to comply with Food Service and Health regulations, as required.

FIRE SPRINKLER SHOP DRAWINGS

Within one week of commencement of construction, and prior to commencement of any fire sprinkler work, the Tenant shall submit
three (3) sets of fire sprinkler shop drawings. See the Fire / Life Safety Technical Criteria section on page 73 for Fire Sprinkler
requirements.

FINAL APPROVAL

Upon final approval of the working drawings, the Landlord shall forward to the Tenant two (2) sets of prints with the Landlord’s stamp
of approval. The Tenant’s contractor shall have one (1) Landlord approved set at the job site at all times and may not commence work
until these these approved drawings are physically within the premises.

The Tenant shall commence construction of its work promptly following the Landlord’s approval of the Tenant’s Working Drawings
and Specifications (along with a written notice of the Tenant’s possession of the demised space), and shall complete the work on or
before the Completion Date specified in Section 1.01.K of the Lease.

NOTE: After Landlord approval, any changes or modifications to the construction documents or the Tenant’s interior
improvements must be approved, in writing, by Landlord.                                                            16
TENANT SUBMITTALS AND PERMIT REQUIREMENTS                                                                      PERMITS & CODES



REQUIRED PERMITS AND INSPECTIONS

Permits required by the Local Jurisdiction must be presented to the Landlord’s on-site representative prior to commencement of
construction. It is the Tenant’s responsibility to obtain the approved construction documents from the Local Jurisdiction and to
pay for, and secure all applicable permits.

Note: All Tenant store signage shall be submitted to Landlord for review and approval. Exterior building signage (signage
meant to be seen from beyond the property of the Ala Moana Center), will require both Landlord’s and the Local Jurisdiction
approval. A separate permit will be required for exterior signs only.

Inspections:

It is the Tenant architect’s or contractor’s responsibility to verify that any required field inspections by the Local Building
Department have been scheduled and have, in fact, taken place and the work is acceptable.

BUILDING CODE INFORMATION

The following is a general list of applicable Codes. It is the sole responsibility of the Tenant’s architect, engineer(s) and contractor(s)
to comply with all applicable Federal, State, and Local codes and ordinances.

Building Type (excludes Anchor Stores):
        Height                                   Three or four stories (varies throughout the mall)
        Type of Construction                     Type 1-FR (Sprinklered)
        Occupancy                                M
        TMK                                      2 - 3 - 38 : 1, 6, 7
                                                 2 - 3 - 39 : 1
                                                 2 - 3 - 40 : 14, 16, 18

Applicable Codes & Standards:
       Building                                  1997 Uniform Building Code (UBC)
       Plumbing                                  1997 Uniform Plumbing Code (UPC)
                                                 Hawaii Model Energy Code
         Mechanical                              1997 Uniform Fire Code (UFC)
                                                 ASHRAE
                                                 NFPA 90A - Installation of Air Conditioning and Ventilation Systems
                                                 NFPA 96 - Ventilation and Fire Protection of Commercial Kitchen
         Electrical                              2002 National Electrical Code
                                                 (NEC)
                                                 Hawaii Model Energy Code
         Fire                                    1997 Uniform Fire Code (UFC)
                                                 NFPA 13 - Installation of Sprinkler Systems 2002




                                                             Block B - Upper Level - Architectural Detailing

                                                                                                                                        17
ARCHITECTURAL TECHNICAL CRITERIA                                            ARCH. DRAWING REQUIREMENTS



The following is a list of minimum design information required by the Landlord to expedite construction drawings approval.
It is not intended to be an all encompassing list of requirements, but should serve as a minimum checklist to be used by
Tenant’s design consultants to complete the construction documents. It is the responsibility of the Tenant’s architect and/or
engineer to field verify all dimensions, heights, utility locations and existing conditions prior to and during construction.

We urge the Tenant and their consultants to read this manual in its entirety in order to fully understand the requirements
needed to generate an acceptable set of construction documents.

ARCHITECTURAL DRAWING REQUIREMENTS

Cover Sheet:

·   Tenant name.
·   Architect’s stamp and signature on each architectural sheet.
·   Key plan with space number, showing location of demised premises within Mall.
·   Leased square footage.
·   Architectural symbols and abbreviations list.
·   Drawing Table of Contents.
·   Occupancy load.
·   Building data, use, and construction type.
·   Flame spread ratings of materials and UL assemblies (as per code).
·   Landlord provided notes.

Floor Plans (1/4” scale):

·   Demising and interior partition wall locations (dimensioned).
·   Base building column gridlines.
·   Restroom facility layout (if applicable).
·   Location of fixtures and equipment.
·   Recessed service door (see detail on page 52).
·   Door and room finish schedules.

Storefront, Interior Elevations, Sections (1/4” scale), and Details (3/4” scale or greater):

·   Storefront elevations and sections.
·   Interior store elevations.
·   Identification of finishes and colors.
·   Longitudinal and typical section through storefront from slab to slab/roof.
·   Storefront signage.
·   Blade signage (if applicable).
·   Neutral pier and bulkhead details.
·   Floor transition details.
·   Typical wall sections (min. 1/2” scale).
·   Miscellaneous applicable details.

Reflected Ceiling Plan (1/4” scale):

·   Identification of ceiling materials and ceiling heights.
·   Location of Exit lights.
·   Location of Emergency lights.
·   Location of Light fixtures.

                                                                                                                          18
ARCHITECTURAL TECHNICAL CRITERIA                                                ARCH. DRAWING REQUIREMENTS



·   Location of Sprinkler heads.
·   Location of Air diffusers and grilles.
·   Location of Access panels.

SIGNAGE DRAWING REQUIREMENTS

·   Incorporate signage into storefront elevation.
·   Indicate font type and letter height.
·   Provide typical letter section.
·   Method of wiring and mounting.
·   Indicate color and materials.
·   Blade sign (if applicable).

LANDLORD PROVIDED NOTES:

The following Landlord notes must appear on the cover sheet of all Tenant’s final construction documents:

·   Tenant / General Contractor shall be responsible for field verifying all dimensions, utility locations and existing conditions
    prior to commencement of construction.
·   Tenant’s general contractor must check-in with the Landlord’s Tenant Construction Coordinators prior to commencement of
    any work. General contractor shall schedule a Pre-Construction Meeting with the Tenant Construction Coordinator, and
    submit all required Certificates of Insurance and Bonds, prior to start of any work (including demolition). All major sub-
    contractors shall be present at the Pre-Construction Meeting.
·   At ALL levels, Tenant shall not attach anything directly to the underside of the metal deck. Tenant shall furnish and install
    unistrut system or runners spanning Landlord’s structural beams, from which Tenant’s suspended ceiling, piping, ductwork,
    conduits, light fixtures, etc. shall be attached.
·   Storefront glass shall be safety, tempered or laminated glass.
·   Tenant’s contractor shall repair and/ or re-paint any property damaged in the Mall’s Common Areas during Tenant construction.
    Contractor shall patch and paint the neutral piers and soffit/ceiling to match AMC standard colors. This work shall be
    coordinated with the Landlord’s Tenant Construction Coordinator.
·   Patch/re-place fireproofing disturbed during Tenant Construction activities (per building code requirements).
·   All ceiling material must have a minimum class “A” fire rating.
·   All concealed wood shall be fire treated.
·   Vinyl tile and rubber base are not allowed in the Sales Areas.
·   All penetrations (existing or new) through demising walls, floors and ceilings shall be fire stopped to maintain the fire rating
    per code. UL assemblies shall be used in determining the appropriate fire-stopping method(s).
·   Provide and install 5/8” type “X” gypboard on Tenant side of bulkhead.
·   Support wires for lay-in ceiling grid, lights, HVAC equipment, etc. shall not be connected to any electrical conduits, plumbing,
    fire protection piping, mechanical equipment, or decks above.
·   All support wires shall be connected only to the top cord of joist and/or structural members.
·   Powder/gas actuated fasteners are not allowed at concrete decks above. Contractor shall use TapCons or equal.
·   All materials used in the construction of this space must be asbestos free.
·   Cutting or trenching of concrete slabs on upper levels is not allowed. Core drill only and install supplemental support
    framing as required.
·   Any penetration or modifications to structural steel or concrete must be coordinated and approved by Landlord's Tenant
    Construction Coordinator.
·   Tenant shall not penetrate Landlord's metal roof deck with any type of fasteners.
·   It is the Tenant’s responsibility to maintain the integrity of Landlord’s demising walls, floor slab, roof and building structure.
·   Tenant shall remove any existing or newly abandoned materials, equipment, piping, ducts and wiring from the premises. Cap
    service at point of origin and coordinate this work with Landlord’s on-site representative.
·   Contractor to submit fire sprinkler shop drawings for review and approval prior to any fire sprinkler work being done.
·   Tenant/Tenant Engineer shall be responsible for designing Tenant’s fire alarm system in accordance with AMC Management
                                                                                                                                   19
ARCHITECTURAL TECHNICAL CRITERIA                                                      LANDLORD PROVIDED NOTES



    requirements and amended 1988 UFC, NFPA 72 amd A.D.A. requirements. All devices shall be compatible with AMC Simplex
    Fire Alarm System.
·   HVAC Air and Hydronic Test and Balance Reports to confirm as-builts, are required.
·   The existing router box (typically located in the rear area of the store) is the property of the Landlord. Contractor shall remove
    prior to demolition and return to Landlord’s Operations office.
·   Food related Tenants and Tenant’s with bathrooms shall provide a water-proof membrane and a floor drain at all wet areas.
    Verify water test procedures with the Landlord's Tenant Construction Coordinator.
·   Food Tenants: Type I Exhaust Hoods shall be furnished and installed by the Tenant in compliance with all applicable codes
    and with the Tenant Criteria which in part, states the following:
         -Hood Fire Suppression System complying with UL300
         -98% Grease Extraction
         -Tenant Fire Alarm Panel will be interlocked with Landlord Central Fire Monitoring System.
·   Restaurants and fast food Tenants shall provide grease interceptors in accordance with code requirements plus 30% allowance.
·    In the Preparation / Kitchen Area, Tenant shall install a 1/4” x 1/4” x .092” (13 ga.) galvanized welded wire mesh on all
    vertical demising wall surfaces. This mesh shall extend from the top of the floor to the underside of the existing structure
    above. In addition, at the bottom of the demising walls, Tenant shall install a 12” high continuous strip of 20 ga. stainless
    steel barrier. All existing and new holes and/or penetrations in the demising walls shall be patched and/or fire stopped to
    maintain a 1-hour fire rating. Tenant’s contractor shall have the walls inspected by the Tenant Coordinator prior to
    closing up the walls and ceiling.




                                           Block B-Upper Level - Architectural Detailing
                                                                                                                                   20
ARCHITECTURAL TECHNICAL CRITERIA                                                                          TYPICAL RETAIL


ARCHITECTURAL CRITERIA

It is the desire of the Landlord to give the Tenant the greatest practical freedom in design, but such design must offer a pleasant,
orderly appearance and must harmonize with, and complement the design of the Center and the surrounding stores.

A. General

1. Where conflict between building codes, utility regulations, statutes, ordinances or other regulatory requirements, and the
   Landlord’s requirements, the more stringent shall govern.

2. Landlord, Tenant or any utility company authorized by the Landlord, shall have the right, subject to Landlord’s written
   approval, to run utility lines, pipes, conduits or ductwork where necessary or desirable, through attic space, column space or
   other parts of the premises.

3. Landlord or Landlord’s affiliates are not obligated to perform any architectural/engineering field surveys at Tenant’s request.
   Tenant shall obtain contract services of a local architect to assist in surveys, field verifications, photography, permitting, etc.

4. All interior construction within the Leased Premises shall be designed, installed and maintained by the Tenant. Stud-only
   demising partitions, centered between leased spaces will be provided by the Landlord. Tenant shall be responsible for
   providing and installing one layer of 5/8" type-“X” gypsum board the full height and width of the demising walls.

5. Landlord shall provide vertical neutral piers at storefront lease line between premises and adjacent tenant space, exit or
   service corridors (Refer to Details on page 51). The neutral strip shall be prefinished in a DAFS (Direct Applied Finish
   System) by the Landlord. Tenant is responsible to Landlord for any damage to the neutral strip and/or common area soffit/
   ceiling during construction, and shall patch and paint any damaged areas immediately upon disassembling the construction
   barricade. If patch marks are visible, Tenant shall float entire neutral pier or soffit to achieve an even finish.

6. A 3/4" or 1/2” reveal shall be provided by the Tenant, between the storefront and the neutral pier (Refer to Details on page
   51).

7. The storefront shall be designed to encourage and facilitate entry into the Tenant space. Tenants are encouraged to consider
   three-dimensional, multi-plane storefronts and innovative ways to present their merchandise while complying with ADA
   requirements. However, storefront designs shall also be “pigeon-proof”. Storefronts and signage shall abut to the Landlord
   bulkhead above or be designed such that birds are unable to perch upon.

8. Surfaces or projections that may be potentially hazardous to the Mall’s pedestrian traffic are not permitted. The finish floor
   elevation of the demised premises shall be flush with the Mall’s finish floor at the lease line. Any floor elevation changes
   within the demised premises are subject to Building Department approval.

9. Tenant construction shall be of noncombustible materials. Treated, fire-resistant materials shall be permitted where approved
   by jurisdictional authorities. Tenant shall verify and be responsible for the requirements of all fire-resistive assemblies and
   separations.

10. Landlord reserves the right to require that the overall appearance of walls, ceilings, show windows, sales fixtures, partitions,
    paneling, stairs and interior signs shall be harmonious with the general character of the Center and with adjoining Tenants.

11. All elements within the lease space shall be well-maintained by the Tenant. All construction details shall specify durable
    materials designed for easy maintenance.

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12. Tenant shall meet the guidelines of the Americans with Disabilities Act.

13. No awnings shall be allowed, unless approved by Landlord.

14. It is the responsibility of the Tenant and the Tenant’s contractor(s), when preparing for and proceeding with construction in
   the premises, to comply with all requirements of all applicable laws concerning hazardous substances. The Tenant shall not
   permit the installation or use of any hazardous substances in any component of the premises during its tenancy.

15. Waterproofing. All restroom floors and/or areas containing a hand sink or floor sink, on the Mall or Upper Levels, shall be
   waterproofed on the floor and a minimum of 6” up the sides of the walls, by Tenant.

B. Structural

1. Landlord shall provide a structural shell, with stud-only demising walls.

2. Structural columns shall be concrete at Street Level and wide-flange steel at Mall and Third levels (except at Block H, where all
   structural columns shall be concrete). Tenant shall be responsible for field verifications.

3. All Levels: Tenant shall not attach anything directly to the underside of the metal or concrete deck above. Tenant shall furnish and
   install a unistrut system, or runners spanning Landlord’s structural beams, from which Tenant’s ceiling suspension, piping,
   ductwork, conduit, light fixtures, etc. shall be attached.
   At all Tenant spaces, powder/gas actuated fasteners shall not be used on any (floor/ceiling) concrete slabs. Nothing shall be
   “shot” into the concrete slabs. Contractors shall use TapCons or equal. No fastening, regardless of method, shall take place
   directly to metal decks.

4. Where not previously installed, Tenant shall apply spray fireproofing per building code requirements to all steel members and
   decks (two hour protection for floors and roof, and three hour protection for columns and beams).

   Where previously installed, Tenant at his/her expense, shall repair any damaged spray fireproofing to achieve the above listed fire
   protection ratings.

   Notification to the Center’s Fire Inspector (via the Landlord’s Tenant Coordinator), of any fireproofing work shall be submitted,
   in writing, no later than 48 hours prior to commencement of work.

5. Any modification, revision, addition or unusual loading to Landlord’s structure shall be designed by Tenant’s structural engineer,
   at Tenant’s expense, and shall be subject to written approval by Landlord.

C. Floors

1. Street Level: Where not previously installed, Tenant shall provide: subgrade compacted to 95%, termite treatment, vapor barrier,
   4” concrete slab w/ 6x6 wire reinforcement and #13 dowels, epoxied into adjacent slab. Should Tenant remove existing concrete
   or should a plumbing/electrical blockout occur within the space, Tenant shall install compacted backfill and 4" concrete slab
   (2500PSI/28 day), and restore termite treatment.

   Mall & Third Level: Where not previously installed, Tenant shall provide a concrete slab on metal deck(2-hour rated) designed for
   100 lb. live load. Subject to WRITTEN approval by Landlord, Tenant shall make all floor penetrations and firestop as necessary to
   facilitate Tenant’s utility connections.
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   Penetrations greater than 12 square inches shall be framed (drawings and calculations by Tenant’s engineer; approval by Landlord).
   Other penetrations shall be accomplished by core drilling only, with four (4) days prior notification to Landlord. All floor
   penetrations shall be firestopped to maintain the original fire rating.

2. Tenant’s finish materials must be selected to cause Tenant’s finish floor elevation to correspond with Landlord’s mall finish floor
   elevation. Bullnose tile or reducer strips are not permitted.

3. Waterproofing. All kitchen, food handling, and restroom facility areas shall be waterproofed by Tenant. Waterproof membrane
   shall extend a minimum of 6” up the perimeter walls (and any interior partitions) of the room. All waterproofing shall be done
   before or after Mall hours and proper ventilation must be provided. Waterproofing material shall not emit a strong odor during or
   after application.

4. Should an expansion joint, cold joint or existing cracks occur in Tenant’s premises, Tenant is responsible to maintain the expansion
   joint through the floor finish materials, subject to Landlord approval, and accommodate movement that may occur at cold joints
   and existing cracks.

5. If Tenant elects to set storefront back from lease line, Tenant shall furnish and install flooring material to match common area
    within the area extending from lease line to such new storefront line. Information on the common area border tile can be obtained
    through the Landlord’s Tenant Coordinator. In addition, Tenant shall furnish and install a waterproof membrane within this area
    in accordance with Landlord’s standard project details. Tenant shall be responsible for any cuts at lease line.

6. All exposed concrete within premises must be sealed by Tenant.

D. Partition and Walls

1. Demising Partitions: Landlord shall provide exposed metal stud demising partitions between adjacent tenant spaces. Where not
   previously done, Tenant shall provide the metal studs and the demising walls to structure above. Tenant shall install one layer of
   5/8" type “X” gypsum board, taped with joint compound and tightly butted to the underside of structure above. Deck fluting shall
   be fire-stopped with a UL Assembly, subject to Landlord approval. Calculations for the area of Tenant’s Premises shall be made
   to the center of demising partitions.

2. Service Corridors: Landlord shall provide exposed CMU or metal stud with gypsum board on Landlord’s side of service and/or exit
   corridors. Tenant shall install on Tenant’s side of corridor wall the same thickness, type and number of layers of gypsum board
   (depending on location) as Landlord has installed on opposite side of wall. If Landlord provides gypsum board, or installs any part
   of the gypsum board on Tenant’s side, Tenant shall reimburse Landlord for all related costs. Demising partitions shall extend from
   slab to slab or underside of roof. Calculations for area of Tenant’s Premises shall be made to corridor face of wall.

3. Exterior Walls: Landlord will provide exterior walls at certain locations. Exterior walls shall be metal stud construction. No wood
   framing will be allowed. Signs or openings by Tenants will not be allowed in exterior walls. Calculations for area of Tenant’s
   Premises shall be made to the outside face of such exterior walls.

4. Interior Partitions: Tenant shall furnish and install all interior Tenant partitions from finished floor slab to the finished ceiling
    elevation. Interior partitions shall be metal stud construction covered on both sides by one layer of type “X” gypsum board.

5. Service Door. Where not previously installed, Landlord shall provide a 3'-0" x 7'-0" hollow metal B-Label (20 minute) door, frame and
   standard Mall hardware. Tenant shall be responsible for the installation of the door, frame and hardware. All replacement of
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ARCHITECTURAL TECHNICAL CRITERIA                                                                                TYPICAL RETAIL



   hardware shall be by Tenant. Where previously installed, Landlord shall determine if replacement is needed. Any alterations to
   common area walls shall be patched to match existing materials. Any altered and all newly installed service doors which open
   outward shall not be allowed to project over the lease line into the Mall or other common areas (unless approved by Landlord),
   and shall be installed within a door niche (see detail on page 52). All service corridor doors shall be labeled with a door identification
   plaque (see page 53 for details).

6. Finish Hardware: Finish hardware shall be commercial grade, labeled where required; doors shall have 1-1/2 pr. butts, wall or
   floor stops, kickplates, locksets, and/or push or pull plates; exit doors or grilles shall be equipped with cylinder locks.

7. Sales Area: Exposed concrete or CMUwalls are not permitted in Sales Areas. Concrete or CMU walls not concealed by fixtures
   must be covered with gypsum board. Tenant shall be responsible for furnishing and installing all wall finishes.

8. Storage Area: Storage areas shall be separated from the remainder of the Tenant’s premises with a 1-hour wall assembly extending
   from slab to slab (or underside of roof), or install a one-hour rated wall/ceiling assembly system. If mechanical ducts penetrate the
   one-hour wall, fire dampers are required.

9. Tenant, at his/her expense, shall be responsible for identifying and removing any existing pipes, vents, conduits, etc. that are no
   longer in use or needed.

10.In food preparation areas, Tenant shall install a 1/4” x 1/4” x .092” (13 ga.) galvanized welded wire mesh on all vertical demising
    wall surfaces. This mesh shall extend from the top of the ceiling to the underside of the existing structure above. At the bottom
    of the demising walls, Tenant shall install a 12” high continuous strip of 20 ga. stainless steel barrier. All existing and new holes
    and/or penetrations in the demising walls, shall be patched and/or fire stopped to maintain a 1-hour fire rating.

E. Ceilings

1. Interior Ceilings Heights. Minimum Heights:
   Mall & upper level sales area=12'-0"; Street level sales area=10'-9"

2. Ceilings shall be provided by Tenant with sufficient plenum space for utilities, and with adequate means of access to both
   Landlord and Tenant owned utilities. The quality of the ceilings shall not be less than the quality of a standard suspended
   ceiling, and shall be adequate to meet the applicable codes for the type of structure in which it is installed.

3. Ceilings in food preparation areas shall conform to Health Department regulations for cleanability. They shall be accessible
   where utilities, ducts and other equipment are located above them.

4. Tenant, at his/her expense, shall be responsible for identifying and removing any existing pipes, vents, conduits, etc. that are no
   longer in use or needed.

5. All ceilings at all levels shall be supported by a unistrut system (min. capacity = 10 psf) or equal, attached to the structural steel
   framing. This system shall also be laterally braced for seismic loads.

F. Storefronts

The storefront shall be designed to encourage and facilitate entry into the Tenant space. Storefronts shall be designed to present
a 3-dimensional, multi-plane appearance. Imaginative storefront designs are a must. Storefronts may be rejected at Landlord’s
                                                                                                                                24
sole discretion on the basis of being “too plain”, or “too boxy”, or due to the selection of inappropriate materials and/or colors.
ARCHITECTURAL TECHNICAL CRITERIA                                                                              TYPICAL RETAIL



1. Neutral Piers. Refer to detail on page 51 for definition of Landlord and Tenant responsibility.

2. Soffits. Refer to detail on page 50 for requirements. All overhead projections shall be at tenants cost.

3. Soffits by Tenant shall not be allowed to protrude beyond the lease line except where indicated in the Design Criteria. Soffits
   shall have appropriate fire ratings and sprinkler coverage as called for in the National Fire Protection Association (NFPA) Code.
   Awnings at storefronts are not allowed, unless approved by Landlord.

4. Tenant shall be responsible for all storefront construction extending horizontally from neutral pier to neutral pier, and vertically
   from Tenant’s finished floor to underside of Landlord’s fascia.

5. Storefront or any part thereof, except for signage and soffits allowed in the Technical Criteria, shall not project over the lease
   line into the common area.

6. Aluminum storefront construction shall employ extruded sections that are factory painted (baked-on finish) or color anodized
   (bronze or clear anodized aluminum is not allowed).

7. All glass used in conjunction with storefront work shall be tempered plate or laminated safety glass with thickness as required
   by code.

8. A minimum of 6'-0" or a maximum of 50% of the Tenant’s storefront width shall be open for pedestrian circulation. In no case
   will excessive blank wall sections be permitted.

9. The minimum height of the storefront opening shall be 7'-6".

10.Storefront glass or showcases must be incorporated into a minimum of 30% of the storefront facade.

11.All storefront work requiring structural support, including sliding door tracks and housing boxes for grilles, shall be supported at
   their head sections by a welded structural steel framework, which shall be anchored to the floor slab and braced laterally to the
   existing building structure. Storefronts, or any portion thereof, shall not be attached to or supported by the Landlord’s vertical
   neutral piers or soffit above.

12.The storefront and doors must be supported by a steel framework and must be designed and detailed to support both wind and
   seismic loads. The minimum seismic design shall conform to Zone 2A and a wind load of 80 mph, Exposure D.

13.Sliding aluminum and glass door systems shall have pockets to receive sliding doors. All sliding door tracks must be recessed into
   their respective soffit or floor elements to maintain flush elevations.

14.Finish hardware shall be commercial grade, labeled where required. Doors shall have 1-1/2 pr butts, wall or floor stops, kickplates,
   locksets and/or push or pull plates. Exit doors or grilles shall be equipped with cylinder locks.

15.Storefronts shall be constructed of durable materials, appropriate for exterior applications, and shall be approved by Landlord.
   While designing and selecting storefront materials, Tenant shall take into account the common areas fronting the storefronts are
   powerwashed on a daily basis. Storefront materials shall be selected accordingly.


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16. The following materials are prohibited on storefronts unless approved by Landlord:

       Glass:
         Mirror
         Plexiglass
       Laminates:
         Simulated materials (i.e., brick, stone, wood, etc.)
         Wood veneer laminates and plastic laminates
       Metals:
         Antique
         Unfinished
       Tile:
         Clay shingles
         Vinyl tile
       Wood:
         Distressed wood
         Masonite
         Plywood paneling
         Unfinished wood
         Painted gypsum board
         Pegboard
         Rustic wood siding or shingles
       Misc.:
         Exposed gypsum wallboard
         Vinyl wallcovering or wallpaper
         Cork, cork tile or carpet

17. Storefront designs shall be “pigeon-proof”. Storefronts and signage shall be designed so birds are unable to perch upon.

G. Finishes

1. The Landlord shall provide the Mall’s standard flooring material up to the Tenant’s lease line. The Tenant shall be responsible
   for matching Mall’s standard flooring material wherever their storefront steps back from the lease line.

2. Rubber bases, sheet vinyl and vinyl composite tile (VCT) are not acceptable floor finishes in sales area.

H. Lighting

1. The main objective of the lighting design within the Leased Premises is to accentuate the store design and to enhance the pre-
   sentation of merchandise. Storefronts shall be well-lit and inviting. Tenant’s lighting design shall not cast shadows in the Com-
   mon Area.

2. All Tenant lighting shall be approved by Landlord.

3. Internally lighted fixtures and display cases shall be well vented.

4. Concealed cove lighting shall have overlapping fluorescent tubes or neon, as reviewed and approved by Landlord. Hot spots
   are not permitted.

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5. Lighting, including storefront signs, shall be operational during the Mall’s business hours.

6. If low voltage incandescent sources are used, fixtures shall contain small apertures, specular dark reflectors, glare shields or
   louvers to reduce brightness.

7. The use of fluorescent sources will be considered by the Landlord on a case-by-case basis. Evaluation will be made based on
   the quality of light they lend to the store design. Recessed fluorescent fixtures, fluorescent luminous ceilings, and high inten-
   sity discharge sources are not permitted in public areas.

8. See Electrical Technical Criteria for electrical requirements.

I. Cutting & Patching

1. All slabs, walls and ceilings are to be cut and patched in a workmanlike manner with materials and finishes equal to, or better
   than, those presently installed.

2. Cutting and patching of structural members, concrete slabs, or membranes is prohibited without specific written approval of
   Landlord. Existing concrete slabs shall not be trenched or chipped for conduits. Conduits shall be installed under the slab, and
   brought into the Tenant’s premises through cored penetrations/holes. All holes/penetrations shall be firestopped.

3. Floor patching within premises shall include openings made by Landlord to install structural, mechanical, and/or electrical
   systems in the Tenant’s space.

4. All wall, floor and/or ceiling penetrations for rough-in work, shall be caulked and fire stopped to the same fire rating as the
   penetrated assembly.

J. Common Areas

Tenant’s contractor shall repair any damage to common areas and service corridors. This includes, but is not limited to, patching
barricade fastener holes (at mall flooring and neutral piers), and returning all finishes to their original condition. Penetrations
through structural slabs by Tenant are not allowed without specific written approval by Landlord. All penetrations through walls
and floor slabs in the attic spaces and service corridors shall be caulked and fire stopped to the same fire rating as the penetrated
assembly.

K. Signage

1. The design of all Tenant storefront identification signs, including style and placement of lettering, size, color, materials and
   methods of illumination, shall be subject to Landlord’s approval.

2. Signs are to be graphic, and imaginative, and must complement the Tenant’s storefront design. Tenants shall use creativity in
   their designs to avoid rectangular, boxy signs. The use of transparent materials (glass, wire grid), distinctive shapes and angles,
   and creative lighting to provide a three dimensional quality are encouraged.

3. Signs shall not have flat surfaces where dust can collect.


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ARCHITECTURAL TECHNICAL CRITERIA                                                                          TYPICAL RETAIL



4. Multiple or repetitive signing on storefronts is not permitted. Only one sign or graphic is allowed per storefront elevation.
   Tenants located at a corner may place one sign at each storefront. The second sign shall emphasize a graphic logo and
   not repeat the primary sign.

5. High quality fabrications are required for all signs and graphics. Hums, flickers, and light leaks are not permitted. Attachment,
   devices, raceways, tubes and other mechanisms shall be concealed.

6. Rheostat switches are required for all neon graphics. The backs of neon tubes are subject to black-out at Landlord’s discretion.

7. Tenant shall provide and install all graphics and signage within the Leased Premises, or approved overhead projections.

8. Tenant’s architect shall submit preliminary sign shop drawings to Landlord with each storefront design submittal. Shop draw-
   ings shall indicate sign style, font type, lettering placement, size, color, materials and method of illumination. Storefront de-
   signs will not be approved without this information (Refer to Detail on page 51 for Signage Zone).

9. Per page 1 of the Lease Document, wording of Tenant’s sign shall be limited to the Tenant name.

10.No signs are allowed on the sides of overhead projections.

11. Sign text shall be a maximum of 18" high.

12.Illuminated signs are required at street level stores.

13.Exterior signs (signs meant to display beyond the property of Ala Moana Center) are not permitted.

NOTES:
The following types of signs or sign components are prohibited:

• Signs employing moving or flashing lights.

• Signs employing exposed raceways, ballast boxes or transformers.

• Sign identifying manufacturer’s name, stamp or decal.

• Signs employing painted, non-illuminated letters, except as approved by Landlord.

• Signs employing luminous-vacuum formed type plastic letters.

• Signs employing unedged or uncapped plastic letters
  or letters with no returns and exposed fasteners.

• Painted paper or cardboard signs, stickers or decals
  suspended on or behind storefront (including glass
  doors and/or windows).

• Signs purporting to identify leased department or
  concessionaires contained within the Premises.

• Signs of box or cabinet type construction.
                                                            Examples of acceptable signage
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ARCHITECTURAL TECHNICAL CRITERIA                                                                          TYPICAL RETAIL



L. Storefront Blade Sign (if applicable)

At Ala Moana Center, Landlord encourages all Tenants (except at street level) to design a unique non-illuminated, three-
dimensional blade sign. All blade sign designs are subject to Landlord approval. Landlord reserves the right to disapprove any
signage that does not comply with Landlord’s criteria.

All Mall Level and Third Level Tenants that have storefronts between coordinates 54 and 60 are required to design and install a
blade sign faceplate (bracket and frame provided by Landlord at Tenant’s expense). All Upper Level Tenants (Blocks B, C, H
and L) with storefronts between coordinates 32 and 52, or between coordinates 63 and 78, shall also be required to design and
install a blade sign faceplate. Tenant shall design and install a corporate crest, logo, or insignia on both sides of this blade sign
faceplate. All blade signs are subject to Landlord approval.

Signage Requirements:

·   Landlord shall provide and install (as a Tenant reimbursable expense) the blade sign bracket and frame (see page 34-49).
·   Tenant shall design, furnish and install the blade sign faceplate (see page 34-49 for dimensions), with Tenant’s name, logo
    and/ or graphic image on it.
·   Blade sign to be non-illuminated.
·   Image must be installed on both sides of the blade sign.
·   Must be of a hard, durable, opaque material (approval by Landlord is required).
·   Material thickness of the faceplate shall be 1/4”.

Acceptable Sign Types:

·   Acrylic
·   Sintra
·   Alucobond
·   Di-bond

Unacceptable Sign Types:

·   Foamcore.
·   Cardboard.
·   Masonite.
·   Paper.
·   Vacuum formed signage.




                                          Blade sign examples




                                                                                                                                  29
ARCHITECTURAL TECHNICAL CRITERIA                                            MAKAI MARKET & FOOD TENANTS


ARCHITECTURE AND DESIGN
The following is a list of minimum design information required by the Landlord to expedite construction drawings approval
for Makai Market and Food Tenant build-outs. The requirements of this section shall be in addition to the requirements of
the Non-food Tenant sections. It is not intended to be an all encompassing list of requirements, but should serve as a minimum
checklist to be used by Tenant’s design consultants to complete the construction documents. It is the responsibility of the
Tenant’s architect and/or engineer to field verify all dimensions, heights, utility locations and existing conditions prior to and
during construction.

GENERAL REQUIREMENTS

1.   All interior construction within the Leased Premises shall be designed, installed and maintained by the Tenant. Stud-only
     demising partitions between leased spaces are existing and Tenant shall take space as is. Tenant shall provide and install
     one layer of 5/8" type “X” gyp board the full height and width of the demising wall, if not already existing.


2. The demising wall between Tenants within the Makai Market Food Court will be at 4’-0” high from the lease line to a distance
   of 10’-0”. From that point back, the demising partition is full height. Creative solutions incorporating the low demising wall
   are encouraged. The Landlord will consider designs that set the low demising wall back from the Leaseline on a case by
   case basis. Tenants on both sides of the low demising wall must be receptive to this change. Tenant shall patch and paint
   the neutral pier and low demising wall upon completion of their renovation.


3.   All elements within the lease space shall be well-maintained by the Tenant. All construction details shall specify durable
     materials designed for easy maintenance.


4. Surfaces or projections that may be potentially hazardous to pedestrian traffic are not permitted. The finish floor elevation
   of the demised premises shall be flush with the finish floor at the lease line. Floor elevation changes within the demised
   premises are subject to Landlord & Building Department approval.


5.    The storefront shall be designed to encourage and facilitate entry into the Tenant space. Tenants are encouraged to
     consider innovative presentation of merchandise.


6. Tenant construction shall be of noncombustible materials. Treated, fire-resistant materials will be permitted where approved
   by jurisdictional authorities. Tenant shall verify and be responsible for the requirements of all fire-resistive assemblies and
   separations.


7. Tenant fixtures, including food service casework, shall be designed, fabricated, installed and maintained by the Tenant at the
   Tenant’s expense. Submittals must be approved by Landlord prior to fabrication.


8.   Tenant shall provide a back wall completely separating the kitchen from the serving area. This wall shall be 1-hour rated.


9.    Napkins, condiments, utensils, straws and trays must be concealed behind the front counter or must be dispensed from
     permanent holders, recessed into the counter top. Soda machine dispensers shall not be located on the front serving
     counter.


10. Tenant is to obtain all Health Department approvals. Tenant shall meet the guidelines of the Americans with Disabilities Act.


11. The front counter is the perfect stage on which to prepare and display enticing foods and its use as such is strongly
    encouraged. Plastic laminate counters are not permitted. All materials are subject to Landlord review.
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ARCHITECTURAL TECHNICAL CRITERIA                                               MAKAI MARKET & FOOD TENANTS


12. A recess for cash registers in the front counter top is required and must be set back a minimum of 6” from the front edge of
    the counter. Self service food and drink dispensers are not permitted except for specifically approved recessed condiment
    dispensers. No equipment shall extend more than 9” above the front counter unless otherwise approved by Landlord.


13. If cooling equipment is part of the display and visible to the public, it must be incorporated into the design and must read
    as a whole. Cooling equipment shall be U.L. approved assemblies only.

PREPARATION / KITCHEN AREA

1. Preparation / Kitchen Areas shall have a ceiling. Ceilings shall be scrubbable and meet all local health code requirements.


2. Flooring in the Preparation / Kitchen Area shall be tile. Vinyl tiles are not permitted.


3. In the Preparation / Kitchen Area, Tenant shall install a 1/4” x 1/4” x .092” (13 ga.) galvanized welded wire mesh on all
    vertical demising wall surfaces. This mesh shall extend from the top of the floor to the underside of the existing structure
    above. In addition, at the bottom of the demising walls, Tenant shall install a 12” high continuous strip of 20 ga. stainless
    steel barrier. All existing and new holes and/or penetrations in the demising walls shall be patched and/or fire stopped to
    maintain a 1-hour fire rating. Tenant’s contractor shall have the walls inspected by the Tenant Coordinator prior to
    closing up the walls and ceiling.


4. Tenant shall slope setting bed to floor drain(s) in the preparation area for positive drainage.

FINISHES

1. The Landlord will provide flooring material up to Tenant’s lease line.



2.   All storefront materials shall be durable materials such as tile, brick, stone terrazzo, slate, marble, metal, glass or other
     similar materials, and shall be approved by Landlord.

LIGHTING

1.   The main objective of the lighting design of the Leased Premises is to accentuate the store design and enhance the
     presentation of merchandise. Storefronts shall be well-lit and inviting. Tenant’s lighting design shall not cast shadows
     in the Common Area.


2.   All Tenant lighting shall be approved by Landlord.


3.   Concealed cove lighting shall have overlapping fluorescent tubes, or neon as reviewed and approved by Landlord. Hot
     spots are not permitted.


4.   Lighting, including lighting at storefront signs, shall be operational during Mall business hours.


5.   Ambient and focal illumination within the Leased Premises shall be shielded with glare-free luminaries. If line or low
     voltage incandescent sources are used, fixtures shall contain small apertures, specular dark reflectors, glare shields or
     louvers to reduce brightness.                                                                                             31
ARCHITECTURAL TECHNICAL CRITERIA                                              MAKAI MARKET & FOOD TENANTS


6.   Fluorescent sources are permitted only when used in light coves, and when used, lamp color shall be consistent throughout
     the store. Recessed fluorescent fixtures, fluorescent luminous ceilings, and high intensity discharge sources are not
     permitted in public areas.

SIGNAGE

1.   The design of all Tenant storefront entrance/store identification signs, including style and placement of lettering, size,
     color, materials and methods of illumination, shall be subject to Landlord’s approval.


2.   The intent of the Makai Market Tenant identity signage is to create a visually appealing, fresh approach to signage with an
     emphasis on color and form. Signs are to be graphic and imaginative, complementing the Tenant storefront design.


3.   Tenants shall use creativity in their designs to avoid rectangular boxy signs. The use of transparent materials (glass, wire
     grid), unusual shapes and angles, and creative lighting to provide a three dimensional quality are encouraged.


4.   Signs shall not have flat surfaces where dust can collect.


5.   Storefront signs shall not block the adjacent Tenant(s)’ storefront.


6.   Multiple or repetitive signing on storefronts is not permitted. Only one sign or graphic is allowed per storefront elevation.
     Tenants located on a corner may place one sign at each storefront. The second sign shall emphasize a graphic logo and not
     repeat the primary sign.


7.   High quality fabrications are required for all signs and graphics. Hums, flickers, and light leaks are not permitted. Attachment
     devices, raceways, tubes, and other mechanisms shall be concealed.


8.   Rheostat switches are required for all neon graphics. The backs of neon tubes are subject to black-out at Landlord’s
     discretion.


9.   Tenant shall provide and install all graphics and signage within the Leased Premises.


10. Landlord shall provide a signboard for all Makai Market Tenants. The existing signboard shall not be altered in any way.
    The Tenant shall submit its sign graphics to Landlord for approval. Graphics applied to the sign board by Tenant shall be
    three dimensional letters and/or symbols, and externally lit only. Upon receiving Landlord’s approval, Tenant shall apply
    the graphics to the sign board and install the sign at locations approved by Landlord. Tenant shall be responsible for field
    verifying all existing conditions and dimensions prior to design and fabrication.


11. Tenant’s architect shall submit preliminary sign shop drawings to Landlord with each storefront design submittal indicating
    style and placement of letter, size, color, materials, and methods of illumination. Storefront designs will not be approved
    without this information.


              a.   The extreme outer limits of sign letters or components shall fall within a rectangle, where the sides shall not
                                                                                                                                 32
ARCHITECTURAL TECHNICAL CRITERIA                                              MAKAI MARKET & FOOD TENANTS


                  fall closer than 24" to the demising line of the Premises; the top side shall not fall closer than 12" to the soffit
                  of the mall fascia element. No part of the sign letters shall hang free of the background when such background
                  is provided.


12. Tenant shall be required to identify the Premises by a sign contained wholly within the limitations of the Premises. Signs
    may be either vertical or horizontal. Diagonal signage is not allowed. Exterior signs (signs meant to display beyond the
    property of Ala Moana Center) are not permitted.


13. Wording of Tenant’s sign shall be limited to the Tenant name per page 1 of the Lease Document.


14. Wall graphics, murals, tile patterns, sculptural relief, or decorative neon shall be integrated into the design and will be
    reviewed by Landlord on their individual merit.


15. Menuboards are to be a permanent element within the lease area and shall be recessed into a wall or soffit surface and
    trimmed to enhance the finished appearance. Maximum menu board size shall be 30" high and 80% of the total storefront
    length.


16. Menuboard text is to be permanently affixed to its backing, through the use of paint, silk-screen, or etching. Some
    changeable word systems are permitted with prior approval of Landlord. Permitted backing materials are metal, wood,
    acrylic, glass, and limited use of seamless plastic laminates. Molded plastic menu boards are not permitted.


17. “Specials” boards are to separate from the menuboard and 12" x 18" maximum size with a slate (chalkboard) finish. Tenant’s
    name or logo shall be permanently affixed to the board. Design of the “specials” board shall be submitted with the menu
    board design to the Landlord for review.

COMMON AREA

    Tenant’s contractor shall repair any damage to common areas and service corridors and return them to their original
    condition. Penetrations through structural slabs by Tenant are not allowed without specific written approval by Landlord.
    All penetrations through demising walls, ceiling & floor slabs shall be caulked and fire stopped to the same fire rating as the
    structure penetrated.




                                          Makai Market during the early morning hours.
                                                                                                                                   33
ARCHITECTURAL TECHNICAL CRITERIA   CENTER COURT - MALL & THIRD




                                                         34
ARCHITECTURAL TECHNICAL CRITERIA   CENTER COURT - MALL & THIRD




                                                            35
ARCHITECTURAL TECHNICAL CRITERIA   CENTER COURT - MALL & THIRD




                                                            36
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK B, C, H - MALL LEVEL




                                                           37
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK B, C, H - MALL LEVEL




                                                           38
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK B, C, H - MALL LEVEL




                                                           39
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK L - MALL LEVEL




                                                     40
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK L - MALL LEVEL




                                                     41
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK L - MALL LEVEL




                                                     42
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK B, C, H - THIRD LEVEL




                                                            43
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK B, C, H - THIRD LEVEL




                                                            44
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK B, C, H - THIRD LEVEL




                                                            45
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK L - THIRD LEVEL




                                                      46
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK H - FOURTH LEVEL




                                                       47
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK H - FOURTH LEVEL




                                                       48
ARCHITECTURAL TECHNICAL CRITERIA   BLOCK H - FOURTH LEVEL




                                                       49
ARCHITECTURAL TECHNICAL CRITERIA   STOREFRONT ELEVATION




                                                     50
ARCHITECTURAL TECHNICAL CRITERIA   NEUTRAL PIER DETAIL




                                                    51
ARCHITECTURAL TECHNICAL CRITERIA   DOOR NICHE DETAIL




                                                  52
 ARCHITECTURAL TECHNICAL CRITERIA                                      DOOR IDENTIFICATION PLAQUE



 Door Identification Plaque at Service Corridor Door
     Requirements:
       Size: 2” high x 6” wide
       Material: 1/8” Plastic (minimum).
       Color: “Big Country Blue” Benjamin Moore 2066-30 or equal.
       Font: Arial
       Text height: 1” centered horizontally and vertically
       Mounting height: To be mounted on the outside of the Tenant’s service corridor door, at 60” o.c. from
       finished floor.
       Mounting method: Double sticky mounting tape




                                                                6”




2”

                              # 1144                                                                           1”




                                                                                                               53
STRUCTURAL TECHNICAL CRITERIA                                                                            TYPICAL RETAIL



The following is a list of minimum design information required to expedite the construction document approval by Landlord. It
is not intended to be a complete listing of all requirements, but should serve as a minimum checklist (to be used by Tenant’s design
consultants) to complete the construction documents. It is the responsibility of the Tenant’s architect and/or engineer to field
verify all dimensions, utility locations, and existing conditions prior to and during construction.


STRUCTURAL DRAWING REQUIREMENTS

·   Provide foundation plans (as necessary), structural floor framing and/or diaphram plans, beams and column locations, roof
    framing plans, etc. showing all new and existing structural components. Drawings shall also include all new ceilings and
    soffits.
·   Provide sections and details as required.
·   Provide sections and details of storefront framing and related connections, including existing framing.
·   Provide calculations for storefront supports, indicating conformance to the 80 mph wind load requirement.
·   Provide calculations for structural supports of A/C units and other equipment.
·   Provide details of curbs, flashing and framing for all roof penetrations.
·   Provide Unistrut grid framing and details, including lateral supports.
·   All new structural components shall be accurately depicted in relation to the existing structure.

Structural Criteria

A. Landlord Work

1. Landlord shall provide a structural shell (construction type varies throughout the Center). All modifications to the
   existing system shall be at Tenant’s expense, and shall be approved by Landlord prior to work being done.

B. Tenant Work

1. All ceilings, non-structural walls, mechanical equipment, lights, etc., must be supported by a Unistrut grid (minimum
   capacity = 10 psf) attached to the structural steel framing or concrete framing above. Tenant shall patch, in accordance
   with code requirements, all fireproofing disturbed during the construction process. The Unistrut grid shall be laterally
   braced for seismic loads.

2. Tenant must attach the ceiling suspension, piping, ductwork, conduit, lighting or other construction (except for the fire
   sprinkler system), to theTenant installed unistrut grid (see requirements above). At all spaces, powder/gas actuated
   fasteners are not allowed into metal decks and concrete slabs above and below. Any attachments to metal decks or
   concrete decks are prohibited. Drilled anchors are to be used when attaching to concrete beams, girders and slabs.
   Maximum embedment of drilled anchors into 4-1/2” concrete slabs shall be 2-3/4”. TapCon anchors or welded connections
   are allowed to structural steel framing.

3. The storefront and doors must be supported by a steel framework and must be designed and detailed to support both
   wind and seismic loads in designated exterior locations and seismic loads in designated interior locations. The storefront
   shall be self-supporting.

4. The minimum wind and seismic loads are as follows:
        Wind              80 mph, Exposure D
        Seismic           Zone 2A
        This criteria shall be shown on the drawing submittal.                                                                   54
STRUCTURAL TECHNICAL CRITERIA                                                                   TYPICAL RETAIL



5. Submittal shall include calculations for all structural support details.

6. Submittal shall include calculations for the support of the A/C unit and other equipment.

7. The existing concrete slab shall not be chipped or trenched for conduit runs (this is not applicable for Makai Market
   projects). Conduits shall be attached to the underside of the concrete slab and brought into the Tenant’s premises via
   cored penetrations. All penetrations must be properly fire-stopped with a UL tested assembly to maintain the original
   fire-rating. UL numbers shall be included on the drawings.

8. Where not previously installed, Tenant shall apply spray fireproofing per building code requirements to all primary
   steel members and decks (2-hour protection for floors and roof, 3-hour protection for columns and beams). Where
   previously installed, Tenant at their expense, shall repair any damaged spray fireproofing to achieve the above listed
   fire protection ratings.




        Above: Typical column at Mall Level - Blocks B, C & L
       Right: Typical column at Block H - 1st, 2nd & 3rd Levels.




                                                                                                                      55
                                                                                STRUCTURAL TECHNICAL CRITERIA




     TYPICAL “UNISTRUT” CEILING SUPPORT DETAILS (MIN. REQ.) FOR STEEL FRAMING




56
                                                                                TYPICAL RETAIL




     N.T.S.
                                                                                           STRUCTURAL TECHNICAL CRITERIA




     TYPICAL “UNISTRUT” CEILING SUPPORT DETAILS (MIN. REQ.) FOR CONCRETE SYSTEM PHASE II




57
                                                                                           TYPICAL RETAIL




     N.T.S.
                                                                                          STRUCTURAL TECHNICAL CRITERIA




     TYPICAL “UNISTRUT” CEILING SUPPORT DETAILS (MIN. REQ.) FOR CONCRETE SYSTEM PHASE I




58
                                                                                          TYPICAL RETAIL




     N.T.S.
MECHANICAL TECHNICAL CRITERIA                                                                           TYPICAL RETAIL



The following is a list of minimum design information required to expedite the construction document approval by Landlord. It
is not intended to be a complete listing of all requirements, but should serve as a minimum checklist (to be used by Tenant’s design
consultants) to complete the construction documents. It is the responsibility of the Tenant’s architect and/or engineer to field
verify all dimensions, utility locations, and existing conditions prior to and during construction.

MECHANICAL DRAWING REQUIREMENTS

·   Identify RTU, VAV boxes, manufactures, sizes and locations per Center requirements.
·   Provide curb and structural support details.
·   Identify total CFM requirements for area.
·   Identify mechanical symbols and equipment list.
·   Identify duct sizes and heights above finished floor.
·   Provide diffuser and grille schedule.
·   Indicate CFM for each diffuser on construction documents.
·   Indicate plenum return air system (if applicable).
·   Identify damper locations.
·   Identify type of insulation.
·   Identify thermostat or temperature sensor locations.
·   Provide control wiring diagram.
·   Provide toilet exhaust detail.
·   Provide notes and specifications.
·   Provide MEP load tabulation sheet.
·   Provide cooling load calculations.

Additional Food Related Tenant Requirements:

·   Provide makeup air unit details and specifications.
·   Provide specifications of exhaust equipment.
·   Provide cooking hood and related equipment data and details.
·   Provide automatic fire extinguishing equipment data and details.
·   Provide control / fire alarm wiring interface diagram.

Air Conditioning and Ventilation Criteria

A. Landlord Work (Except at the Upper Level, Center Court Stores)

1. Except at the Center Court Third Level Spaces, the condenser cooling water system has been installed by the Landlord
   to the individual Tenant’s premises. Tenants are divided into zones. Each zone is assigned a cooling tower, common
   supply and return lines, and individual supply and return piping with control valves, to the nearest practical floor, wall
   or ceiling leading into the Tenant’s premises.

2. Tenant shall be provided with condenser cooling water at the maximum rate of 3.0 GPM per 200 SF (200 SF per ton of air
   conditioning) of Tenants leased area (including any setback or storage areas). Water temperature at outlet of cooling
   tower shall be a maximum of 85 degrees F. Water returned to cooling tower by Tenant’s pump shall not exceed 95
   degrees F at P.O.C. to Landlord’s system. To regulate the water flow rate a Griswold control valve and condenser water
   pump with 90 feed TDH (total dynamic head) shall be installed by Tenant. The Griswold control valve shall be a pressure
   independent type. Neither the Tenant’s pump nor the Griswold control valve shall be oversized. Tenant shall not remove the
   metering orifice in the Griswold control valve. At the P.O.C., Tenant shall provide shut-off valves. Tenant shall install
   access panels to ensure valve and flow controls can be reached for maintenance, service and flow rate measurements.
                                                                                                                                59
MECHANICAL TECHNICAL CRITERIA                                                                                 TYPICAL RETAIL



   Prior to installation, Tenant’s engineering consultants shall obtain Landlord’s approval on the exact quantity of
   condenser water to be used.

3. Ventilation - Street Level: Landlord has provided centrally located vertical fresh air and exhaust ducts for Tenants
   whose Premises do not abut a roof area. Ventilation ducts are provided for “normal” occupancy requirements. Ducts
   are located above the corridor adjacent to the Premises, or at the rear of the Tenant’s space near the structure above.
   Tenant shall connect to these ducts and must provide a make-up air fan and back pressure damper. Tenant shall also
   consult Landlord for maximum exhaust quantity allotted and available for Tenant’s space and for discharge pressure
   required. Penetrations of the parking deck shall not be made without prior approval and coordination with Landlord.
   Location shall meet all code and Landlord requirements.



B. Tenant Work (Except at Upper Level, Center Court Stores)

1. Tenant shall design and install a complete air conditioning system within the Premises. Tenant shall install water-cooled air
   conditioning unit(s), condensing water pump(s), strainers, check valves, controls, air distribution systems, thermostats, ductwork,
   supply diffusers and associated wiring to suit Tenant’s area. Landlord is not responsible for problems associated with, or resulting
   from Tenant’s repair and reactivation of its air conditioning system. Tenant will be liable for malfunctioning of adjacent tenants’ air
   conditioning systems if confirmed to be a result of repairs solely attributed to Tenant’s activities.

2. Tenant’s Cooling System. Tenant shall consult with Landlord for condensing water and outside air quantities allotted for Tenant’s
   space. Tenant shall also consult Landlord for condensing water pump pressure required at Tenant’s location. To substantiate the
   Tenant’s air and condensing water demands, Tenant will submit engineer’s design analysis, calculations and equipment selection,
   in duplicate. Air and Hydronic Test and Balance Reports, by an independent NEBB or AABC certified contractor, also are
   required to confirm as-builts.

3. Central condensing water systems shall be used for air conditioning only.

C. Tenant Work (Upper Level, Center Court Stores only)

1. At Tenant’s expense and where not existing, Tenant shall provide and install a curb mounted, roof top unit (RTU). The unit shall
   be sized and designed specifically for the space. Specifications, installation and placement of the RTU shall be approved by
   Landlord. Additional structural framing required as a result of roof penetrations or placement of the RTU shall be at Tenant’s
   expense. All Structural drawings shall be reviewed and approved by Landlord’s structural consultant prior to installation, at
   Tenant’s expense. All roof penetrations must be coordinated with Landlord’s roofer at Tenant’s expense. Alterations and maintenance
   of these roof top units are the responsibility of the Tenant. Tenant shall also be responsible for installing roof maintenance pads
   from the roof hatch or elevator to the units installed.

2. All RTUs shall be approved by Landlord. Larger RTUs (i.e. larger than 12 tons) may require the installation of multiple units.

D. General Requirements

1. Ductwork: Tenant’s ductwork shall be designed, furnished and installed in strict accordance with the standards described in the
   latest editions of the following publications: a) ASHRAE Guide and Data Book; b) Duct Manual and Sheet Metal Construction for
   Ventilating and Air Conditioning Systems; c) and/or local codes. Supply, return and kitchen exhaust ducts shall comply with local

                                                                                                                                       60
MECHANICAL TECHNICAL CRITERIA                                                                               TYPICAL RETAIL


   and state code requirements. All penetrations through fire rated walls shall be equipped with fire dampers and installed per
   manufacturers requirements. Duct smoke detectors shall be installed for ducts equal to or exceeding 2,000 CFM. These smoke
   detectors shall be connected to the Tenant’s Fire Alarm panel and interlocked with the fan for deactivation. An adequate number
   of access panels for cleaning the ductwork shall be provided. All ductwork shall comply with NFPA pamphlet 90A and 96, as
   applicable.

2. Diffusers, registers, and grilles shall be extruded aluminum with adjustable volume and direction controls. Spacing between
   louvers on diffusers and grilles shall be less than ½”.

3. Thermostat shall be located in an accessible location and not be obstructed by any merchandising or appliances. Thermostat shall
   not have light fixtures or other similar heat producing elements within 4 feet.

4. Ceiling Access Panels: Tenant shall provide access panels to service Landlord’s and/or Tenant’s equipment and facilities; connections
   to Landlord’s services and facilities; and at locations designated by Landlord. All access panels shall have the same fire rating as
   the ceiling.

5. Tenant Toilet Exhaust: Where toilets are provided within the lease premise, Tenant shall design and provide exhaust per code
   requirements.

6. Exhaust System: All odor and moisture producing areas, as well as heat producing equipment and appliances, must be
   exhausted to the atmosphere by special mechanical systems. Special exhaust systems shall be designed to prevent
   odors, heat and/or moisture from entering mall and Landlord’s air conditioning system. Exhaust air quantities shall be
   in adequate amounts and shall be no less than required by code. Tenant shall insure there will be adequate make-up air
   for the exhaust system.

7. Location of equipment for exhaust and make-up air systems, including cooking hoods and special heating and cooling
   systems, shall be designated and/or approved by Landlord. Engineering designs showing added structural loads and
   support details shall be approved by Landlord. Tenant’s ducts passing through the roof shall have motorized shut-off
   damper(s). All ductwork for cooking hoods shall comply with NFPA 96 and Tenant shall provide a 2-hour shaft
   enclosure.

8. Make-up Air System: Tenant shall provide a complete make-up air system if Tenant requires exhaust air quantities in
   excess of ten percent (10%) of total air allowed to Premises. Make-up air system equipement and location is subject
   to Landlord approval. Energy for the make-up air equipment and distribution system shall be provided by Tenant.

9. Special cooling and heating equipment (such as required for refrigerated display cases, walk-in coolers, steam presses,
   convection ovens, open flame or electrical warmers, etc.) shall be provided by Tenant, approved by the Landlord, and
   must conform to paragraphs 6 and 7 in this section.

10.The air conditioning units shall be manufactured by Carrier, Trane, Lennox, Pace, Dunham-Bush or equal and must
   have 2" thick filters when handling outside air. All equipment shall be on floor mounted pads or platforms, and equipped
   with steel springs and neoprene vibration isolation devices. Condensing water pump(s) within the Tenant’s Premises
   shall be equipped with pans and drain lines to catch any leakage from the pumps and connected valves.

11.All penetrations through demising or common area walls shall be caulked and fire-stopped to the same fire rating as
   the penetrated system.
                                                                                                                                     61
MECHANICAL TECHNICAL CRITERIA                                                                             TYPICAL RETAIL



12. Tenant’s air conditioning systems shall have commercial grade temperature controls, subject to Landlord approval.

13. Exhaust Hood Criteria & Grease Removal Systems.
    a. Where visible to the customers, Type I hoods shall be of stainless steel manufactured by Gaylord or equal, and
        must utilize baffles to effect grease removal. Exhaust hood certification shall be maintained by Tenant in
        accordance with applicable codes.
    b. Hood fire extinguishing system shall comply with UL 300 and shall be provided by Tenant where required to service
        Type I kitchen exhaust hoods. Fire extinguishing system shall comply with the standards of the applicable rating
        bureau and shall be approved by the Insurance Underwriters for the Ala Moana Center and local authorities.
    c. The fire extinguishing system shall be connected to the central alarm and monitoring system provided by Landlord
        or local alarm where central monitoring system is not available. All devices shall be compatible with Landlord’s
        monitoring system.
    d. Type II hoods designed for heat removal only shall not require grease extractors but shall include fire dampers at
        connection to Landlord’s general exhaust duct. Where visible to customers, hoods shall be stainless steel or
        other approved non-ferrous metal.
    e. Type I hoods shall extract ninety-eight percent (98%) of the grease. Tenant shall submit Manufacturer’s cutsheets to
        Landlord for review and approval.
    f. Type I hoods shall incorporate removable stainless steel cartridge filters which are UL tested to an efficiency of ninety-
        eight percent (98%) and utilize an exhaust cleaning system equal to or better than the Ultra-violet Vent Master light
        system. Tenants shall clean all grease producing or reducing devices, hoods, cooking equipment, filters and ducts that
        are located within the tenant space on a regularly scheduled basis. Cartridge filters used in Type I hoods should be
        regularly cleaned off of the Ala Moana Properties by a qualified contractor.
    g. Outside air / make-up system to provide air for hood exhaust shall include fan, filter and necessary duct work. The
        quantity of air supplied shall equal the total air exhausted from the Tenant’s premises.

14. Tenant’s Contractor shall verify with Landlord if roofing or flooring is under warranty. If under warranty, the
   Tenant’s Contractor shall use Landlord’s Contractor.

15. Fire Alarm System shall be connected to an automatic shut-off switch for the A/C & Ventilation system. Upon alarm, the
   A/C & Ventilation system shall immediately shut down to prevent smoke or fire damage in other areas of Tenant’s space.

16. Label all pipes. Label all ductwork located in common area’s with duct type and space number.

17. Tenant gas piping shall be seismically braced in compliance with NFPA and FM Global, and shall include a seismic shut
   off valve installed immediately after the POC to the gas meter.

18. In kitchen areas, fire detection devices shall include heat sensing devices in lieu of smoke sensors when allowed by
   applicable codes.

19. Should any equipment or materials exceed the weight or dimension limits of the freight elevator, stairs, etc., and a
   helicoptor lift is required by Tenant, Tenant’s Contractor shall give Landlord a minimum of 30 days advanced notice.
   Tenant’s contractor shall be responsible for all expenses related to the lift, including but not limited to the lift itself,
   barricades, overtime security, police officers, caution tapes, etc.




                                                                                                                                  62
MECHANICAL TECHNICAL CRITERIA                                                 MAKAI MARKET & FOOD TENANTS


Air Conditioning and Ventilation Criteria - Makai Market & Food Tenants

A. Landlord Work (Makai Market)

1. The condenser cooling water system has been installed by the Landlord. This system consists of a cooling tower for groups
   of tenants or individual tenants and individual supply and return piping to nearest practicable floor, wall or ceiling of Tenant’s
   Premises.

2. Landlord has provided a centrally located vertical fresh air duct and exhaust duct for food Tenants only on the Street Level
   whose Premises do not abut on the roof area. Ducts shall be located above the corridor adjacent to the Premises or at the rear
   of Tenant’s space near the structure above. Tenant shall connect to duct and provide make-up air fan and back pressure
   damper. Tenant shall also consult Landlord for maximum exhaust quantity allotted and available for Tenant’s space and for
   discharge pressure required. Should a common exhaust or fresh air duct not be available or should Tenant require more
   capacity than allotted or available, Tenant shall at Tenant’s expense, install the required duct and equipment per local
   codes and Landlord requirements. Exhaust fan(s) shall be located on the roof, parking deck, or at other Landlord
   approved locations, and shall meet all code and Landlord requirements and approval.

3. The Makai Market shops (numbered FC#1160 “A” through “X”) shall be provided condenser cooling water at the maximum
   rate of 2.5 GPM per 100 SF (120 SF per ton of air conditioning) of Tenant’s Premises, including any setback or preparation and
   storage areas. Water temperature at outlet of cooling tower to be maximum of 85° F. Water returned to cooling tower by
   Tenant’s pump shall not exceed 95°F. To regulate the water flow rate Griswold control valve shall be installed. Neither the
   tenant’s pump nor the Griswold control valve shall be oversized. Tenant is cautioned not to remove the metering orifice in
   Griswold valve’s space design shall include access panels to ensure valves and flow controllers can be reached for maintenance,
   service and flow rate measurements. Tenant’s engineering consultant shall obtain Landlord’s approval of the exact quantity
   of condenser water to be used prior to installation. Space numbers 1101, 1103, 1105, 1107, 1109, and 1111 shall be provided
   condenser cooling water at the maximum rate of 3.0 GPM per 200 SF.

A. Tenant’s System (Makai Market & Food Tenants)

1. Description. Tenant shall design and install complete air conditioning system within Premises. Tenant shall install water-
   cooled air conditioning unit(s), condensing water pump(s), controls and air distribution system, thermostats, ductwork,
   supply diffusers and associated wiring to suit Tenant area. Landlord is not responsible for problems resulting from Tenant’s
   repair and reactivation of its air conditioning system. Tenant will be liable for malfunctioning of adjacent tenants’ air
   conditioning problems if confimed to be a result of repairs solely attributable to Tenant’s activities.

2. Tenant’s Cooling System. Tenant shall consult with Landlord for condensing water quantity and outside air quantity allotted
   for Tenant’s space. Tenant shall also consult Landlord for condensing water system pump pressure required at Tenant’s
   location. To substantiate the Tenant’s air and condensing water demands, Tenant will submit engineer’s design analysis in
   duplicate.

3. Conditioned air to the front of Premises shall be discharged through the curtain wall or under the canopies using a standard
   diffuser of type, design and location approved by Landlord.

4. Central condensing water cooling system shall be used for air conditioning systems only.

5. Owner is required to install flow control valves so as not to exceed the established slotted condensing water rate of flow
    to the Tenant’s Premise.




                                                                                                                                  63
MECHANICAL TECHNICAL CRITERIA                                                 MAKAI MARKET & FOOD TENANTS


C. General Requirements


1.   Ductwork. Tenant’s ductwork shall be designed, furnished and installed in strict accordance with the standards
     described in latest editions of ASHRAE Guide and Data Book and in latest editions of Duct Manual and Sheet Metal
     Construction for Ventilating and Air Conditioning Systems, published by SMACNA and/or local codes. Supply, return
     and welded steel shall comply with local and state code requirements. All penetrations through fire walls shall be
     equipped with fire dampers. Duct smoke detectors shall be installed for ducts exceeding 2,000 CFM and shall be
     interlocked with the fan for deactivation. An adequate number of access panels for cleaning the ductwork shall be
     provided.


2.   Diffusers, registers, frilled shall be of adjustable type of volume and direction control.


3.   Thermostat shall be located in an accessible location and not obstructed by any merchandising or appliances nor shall it
     have light fixtures or other similar heat producing elements adjacent to it.


4.   Ceiling Access Panels. Tenant shall provide access panels for service to Landlord’s and/or Tenant’s equipment and/or
     facilities, and all connections to Landlord’s services and facilities above the ceiling level within the Premises at locations
     designated by Landlord.


5.   Tenant Toilet Exhaust. Where toilets are provided within the lease premise, Tenant shall design and provide exhaust
     from toilet facilities per code requirements.


6.   Exhaust System. All odor and moisture producing areas and heat producing equipment and appliances must be
     exhausted by special mechanical exhaust system to atmosphere. Special exhaust systems shall be designed to prevent
     odors, heat and/or moisture from entering mall and Landlord’s air conditioning system. Exhaust air quantities shall be in
     adequate amounts and shall be no less than required by code. See Item 10 below for details of Tenant’s hood for
     cooking equipment.


7.   Location of equipment serving special exhaust and make-up air systems including cooking hoods and special heating
     and cooling systems shall be designated and/or approved by Landlord. Engineering designs showing structural loads
     added and all supports shall be designated and/or approved by Landlord. Tenant’s ducts passing through the roof shall
     have motorized shut-off damper(s).


8.   Make-up Air System. Tenant shall provide a complete make-up air system if Tenant requires exhaust air quantities in
     excess of ten percent (10%) of total air allowed to Premises upon approval of Landlord. Energy equipment and
     distribution system for make-up air shall be provided by Tenant.




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PLUMBING TECHNICAL CRITERIA                                                                              TYPICAL RETAIL



The following is a list of minimum design information required to expedite the construction document approval by Landlord. It
is not intended to be a complete listing of all requirements, but should serve as a minimum checklist (to be used by Tenant’s design
consultants) to complete the construction documents. It is the responsibility of the Tenant’s architect and/or engineer to field
verify all dimensions, utility locations, and existing conditions prior to and during construction.

PLUMBING DRAWING REQUIREMENTS

·   Provide fixture locations.
·   Provide clean-out and floor drain locations.
·   Provide domestic water distribution diagrams.
·   Provide water heater, relief valve, piping to over flow pan, and floor drain details.
·   Provide sewer and vent connection locations.
·   Provide plumbing load tabulation sheet.
·   Provide water meter location
·   Provide water, waste and vent riser diagrams.
·   Provide meter number, premise ID number, and fixture units and all City & County of Honolulu requirements.

Plumbing Criteria

A. Sanitary Sewer

Landlord shall provide a sanitary sewer branch line adjacent to Tenant’s space at predesignated locations. Tenant shall
design and install all sanitary waste facilities and extensions to Landlord’s designated point of connection.

B. Plumbing Vent Riser

Landlord shall provide vent branch lines at predesignated locations. Tenant shall design and install all vent lines and
extensions to Landlord’s designated point of connection.

C. Domestic Water

1. Landlord shall provide a main domestic water line for Tenants to tie into. The Tenant shall be responsible for installation
   of pipes and connections to Landlord’s main line. Tenant shall provide and install a meter or submeter at Landlord’s
   approved location, outside of leased premise. Tenant shall provide a shut-off valve at P.O.C.

2. Restaurants and other tenants with large water requirements shall coordinate with Landlord and Board of Water Supply for
   metered water service. At Tenant spaces requiring a sub-meter, the Tenant shall connect to water service provided by
   Landlord. Tenant shall provide shut-off valve at connection point. Tenant shall install the following sub-meter:
             Make: Sensus Metering Systems
              Model: SRII for 5/8"X ¾” to 1" (Gallons), SR for 1-1/2" to 2" (Gallons)
              Supplier: Aqua-Metric Sales Company.
              The water sub-meter shall be located in an accessible location not within the Tenant’s space. The wiring and
              programming of these meters will be provided by Landlord. Label water sub-meter with tenant space number.


3. Tenant shall design and install all facilities and service extensions within leased premise.
4. All Tenants requiring hot water shall provide an electric water heater within their premises.
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PLUMBING TECHNICAL CRITERIA                                                                         TYPICAL RETAIL



D. Plumbing Standards

1. Piping shall be supported with adequately sized hangers and rods. Hangers and rods shall be at an adequate “on-
   center” distance and must be fastened to the Tenant installed Unistrut system.

2. Water supplied fixtures shall be equipped with shut-off valves.

3. Tenant water closets shall be low flow, gravity flush tank type; blow-thru type water closets shall require Landlord
   approval.

4. Tenant shall provide floor drains at toilet areas, areas with water supplied fixtures, and where sinks are installed. Floor
   drains shall be equipped with metal grid or barrier.

5. Tenant shall provide accessible clean-outs in toilet areas.

6. Water heaters shall be equipped with UL-approved temperature and pressure relief valves piped to drain.

7. Domestic hot water piping shall be insulated with minimum 3/4" fiberglass insulation having an average thermal
   conductivity not to exceed .22 BTU in. per sq. ft. per degree F per hour at mean temperature of 75 degrees F.

8. All piping, fittings and installation shall meet all applicable code requirements and regulations.

9. Tenant shall provide identification stickers and/or signs for all installed pipes. Identification stickers shall indicate
   pipe use and must be installed at no more than 30 feet apart.

10.Tenant shall provide reduced pressure backflow preventers.

E. Hair & Lint Interceptors.

1. Styling salons shall provide hair and lint interceptors in accordance with code requirements.




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PLUMBING TECHNICAL CRITERIA                                              MAKAI MARKET & FOOD TENANTS



Grease Traps and Grease Interceptors

F. Grease Interceptors

1. Restaurants and fast food Tenants shall provide grease interceptors. All grease interceptors shall be located witin the
   Tenant’s premises, unless approved by Landlord. Interceptors shall be sized and installed in accordance with the City
   & County of Honolulu, Department of Environmental Services, plus 30%. Tenant shall submit engineering calculations
   and sizing criteria in duplicate to the Landlord’s Tenant Construction Coordinator.

2. The Tenant, at their expense, shall maintain all grease and oil interceptors in good working condition, and shall meet all
   of the maintenance requirements as set forth by the City of Honolulu, Revised Ordinances. Tenant shall provide the
  Operations Department, via the Tenant Coordinator, proof of obtaining an Industrial Wastewater Discharge Permit.

3. Tenants who utilize garbage disposals and/or food grinders, must install a solids interceptor prior to the grease
   interceptor. Tenant shall submit engineering calculations and sizing criteria in duplicate.

4. Interceptors are to be installed below grade, unless approved in writing by Landlord, at a location approved by the
   Landlord. All interceptors shall be rated for vehicular loading when located in parking lot and engineering drawings
   must be submitted and approved by the Landlord prior to ordering. Above grade interceptors shall be installed on a 4”
   thk concrete pad.

5. Excavation, backfill and installation of the interceptor shall be in compliance with the manufacturers’ recommen-
   dations, the governing regulations of the City and County of Honolulu, and the State of Hawaii.

6. Vertical excavation walls shall be shored to prevent erosion and potential collapse due to tidal changes, soil
   instability, and variations in bearing loads. Personnel access into excavations is prohibited without proper shoring.
   Shoring shall be designed and installed according to OSHA requirements.

7. Tenant is responsible for evaluating the existing soil conditions and to design accordingly to maintain the tank at the
   desired invert and location. Design loads shall include but not be limited to the operating weight of the interceptor,
   manholes, attached piping and vehicular loading.

8. On-site coral sand and gravel may be used for backfill material. However, the existing gray lagoonal soil or soft brown
   clay, shall not be used as backfill and must be disposed off property at Tenant’s expense.

9. Saturated soils removed from the excavation must be contained to prevent liquid runoff onto adjacent areas.

10.Prior to excavation commencement, the contractor shall submit a detailed plan outlining the following: the location of
  stockpiled materials, containment of runoff, dewatering method, and point of dewatering discharge. Liquid removal via
  the storm drain system will be considered if the contractor has obtained all applicable permits and can validate acceptable
  discharge turbidity levels through regular testing. Discharge to the sewer system is forbidden.

11.Any existing asphaltic concrete pavements (including roads and walkways) that are removed and/or damaged by
  construction activities, shall be repaired or replaced, to the satisfaction of the Landlord.



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PLUMBING TECHNICAL CRITERIA                                                MAKAI MARKET & FOOD TENANTS



G. Gas Service

1. Landlord shall provide location for servicing Utility’s meters in truck concourse or service corridor adjacent to loading
   dock or specific areas.

2. Tenant shall apply and pay for service by Utility, and extension of gas service line from meter to its Premises. Pipes
   shall be located in areas and space designated by the Landlord.

3. Gas appliances shall be approved by the American Gas Association and installed with automatic supply shut-off
   valves. Automatic shut-off valves shall be activated by fire sensors in hood protection system.

4. The location, installation, and types of all gas equipment and devices shall meet approval of the Building Department,
   Fire Department and Landlord. The gas line route, from the Tenant space to the gas meter, shall be approved by
   Landlord prior to installation.



H. Garbage Disposal System
   Tenant shall participate in Landlord’s shared waste removal service and pay a pro-rated share of the cost. Receptacles
   for Tenant’s garbage are provided at various locations in the truck concourse. Tenant’s garbage bags shall be placed
   in these receptacles and will be collected on a regular basis. Food Court Tenants: Tenant shall pay a pro-rated share of
   the cost for the waste removal services, receptacles for Tenant’s rubbish, garbage, and bottles are provided at various
   locations in truck concourse. Tenant will place rubbish, wet wastes, and bottles in such receptacles, which will be collected
   regularly.

2. Landlord shall provide cardboard recycling bins in the truck concourse. Tenants shall separate all cardboard from
   other garbage, and dispose of all cardboard in these recycling bins.




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ELECTRICAL TECHNICAL CRITERIA                                                                            TYPICAL RETAIL



The following is a list of minimum design information required to expedite the construction document approval by Landlord. It
is not intended to be a complete listing of all requirements, but should serve as a minimum checklist (to be used by Tenant’s design
consultants) to complete the construction documents. It is the responsibility of the Tenant’s architect and/or engineer to field
verify all dimensions, utility locations, and existing conditions prior to and during construction.

ELECTRICAL DRAWING REQUIREMENTS

·   Provide floor and wall outlet locations.
·   Provide fans, motors and all electrical equipment (i.e. RTU, VAV box) locations.
·   Provide phone and POS outlet locations.
·   Provide lighting fixture layout.
·   Provide emergency and exit light locations.
·   Provide circuit designations for electrical powered equipment.
·   Indicate feeder conduit and wire sizes.
·   Provide panel arrangement, electrical riser diagrams, transformers, time clocks, etc.
·   Indicate conduit and wire sizes to HVAC equipment and panels.
·   Provide a complete electrical panel schedule
·   Provide an electrical load tabulation sheet
·   Provide a lighting fixture schedule.
·   Provide notes and specifications.

Electrical Criteria

A. Landlord’s Work

Landlord shall furnish and install Main Distribution equipment (including a meter socket), and a conduit from the Main
Distribution equipment to within the Tenant’s space. The conduit to the Tenant’s space has been sized to be either a
208Y/120 volt or a 480/277 volt (depending on location), 3-phase, 4-wire for a total connected load equal to the
maximum allowable light load per Section B below, plus a reasonable amount for miscellaneous equipment.

B. Maximum Loads

1. Loads shall meet the Energy Codes.

2. For non-food tenants, lighting = 3 watts/sf maximum at sales area and 1 watt/sf at stock rooms.
   Non-food tenants will be provided with a maximum of 24 watts/sf, including lighting and air conditioning. Where
   additional wattage is desired, and power is available, Tenant may request such service pending Landlord approval.
   Tenant shall supply all engineering calculations and drawings for review and shall be responsible for any additional
   costs (including reviews and approvals from Landlord consultants, and any cost due to the installation of the new
   service).

C. Tenant Work

Tenant, at its cost, shall provide all work including but not be limited to, furnishing and installing the
following electrical equipment and services in the Premises in accordance with all governing codes.



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ELECTRICAL TECHNICAL CRITERIA                                                                      TYPICAL RETAIL



1. Tenant shall contract with local utility company for meter installation and service. Height of new and existing electrical
   meters shall comply with Hawaiian Electric Company (HECo) standards.

2. Tenant shall provide and install feeder conductors within Landlord’s service conduit. Tenant shall provide circuit
   breaker at the main distribution panel.

3. Tenant shall provide and install feeder to Tenant’s heat pump unit. Feeder shall be served from a fused disconnect
   switch adjacent to Tenant’s panel.

4. Tenant shall furnish and install all distribution equipment including:

   a. Panelboard(s) with twenty percent (20%) additional space capacity, transformers, conduits and branch wiring,
      outlet boxes, and final connection to electrical devices including equipment necessary to provide a complete and
      operating system.
   b. Panel board schedules labeling all circuits.
   c. Lighting fixtures, time clocks and signs.
   d. Security equipment with conduit and outlets if desired.
   e. Exit lights and emergency lighting as required by local codes and ordinances.
   f. ADA compliant fire alarm system with a minimum of one manual pullstation at service door, audio/visual devices,
      smoke detectors in storage rooms, and fire sprinkler flow and tamper monitor modules. If required, provide hood
      monitoring and duct detectors(s). Provide fire alarm riser diagram including accurate device quantities.

5. Totally enclosed, highly illuminated show windows must be ventilated by means of a positive air supply and/or
exhaust. Such exhaust system may discharge into false ceiling space, if and at such locations as approved by Landlord.

6. Electrical Material Standards for Tenant Premises

   a. Electrical materials shall be new, shall meet National Electrical Code Standards, shall bear the Underwriters
      Laboratories label, and shall be compatible with the general architectural design.
   b. All transformers shall be the dry type with low sound levels Class H, rated K-13 or better.
   c. All conductors shall be copper with color coded insulation. Feeders and branch circuit wiring in locations requiring
      insulation above 60 degree C shall be THW, THWN or better. Branch circuit conductors shall not be smaller than
      No. 12AWG. Communication, signal and control wiring shall be sized in accordance with the equipment
      manufacturer’s recommendations.
   d. Panelboards shall be 208/120 volt, 3-phase, 4-wire, solid neutral. Cabinets shall be constructed of code gauge sheet
      steel, with hinged steel doors and trim.
   e. Lighting fixtures shall bear Underwriters Laboratories label. Exposed lamps are not allowed except in special
      decorative applications as approved by the Landlord.




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ELECTRICAL TECHNICAL CRITERIA                                                                   TYPICAL RETAIL



   f. Electric motors shall be designed to meet the latest NEMA (high efficiency) standards. Motors rated above 1/2
      horsepower shall be 3-phase.
   h. Branch circuit breakers shall be rated at 10,000 AIC minimum at 208/120 volts. Bus bracing and AIC rating shall be
      greater than fault current value at point of application.
   i. Ballasts shall be energy saving, electronic type.
   j. Conduit shall be rigid, metallic EMT, or flexible steel.
   k. Devices shall be specification grade.
   l. All conductors shall be terminated in proper terminals and shall be in conduit.
   m. Panelboard bussing shall be copper or plated aluminum.

7. Tenant shall provide a one-line diagram with HECo meter number, if existing meter is being re-used.

8. Tenant shall provide an electrical site plan showing the location of the existing or new HECo meter relative to the
   Tenant space.

9. Tenant shall provide an engraved name plate or a plastic “plastivalve” tag labeled with the Tenant’s space number
   attached to HECo’s meter.

10.Drawings shall bear the stamp and signature of a Hawaii licensed professional engineer on all sheets. A “Hawaii State
   Model Energy Code” signature block shall also bear the licensed engineer stamp and signature. Lighting load
   requirements will be enforced.

11.Remote storerooms shall have their own electrical panel and meter. Under no circumstances shall a remote storeroom
   be connected to the Tenant’s retail panel and/or meter. Where existing, Tenant shall, at their expense, separate power
   between the retail and remote storeroom and shall install a new panel and meter specifically for the storeroom.




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ELECTRICAL TECHNICAL CRITERIA                                           MAKAI MARKET & FOOD TENANTS



Food Tenant Electrical Criteria

A. Landlord’s Work

Landlord shall furnish and install Main Distribution equipment (including a meter socket), and a conduit from the Main
Distribution equipment to within the Tenant’s space. The conduit to the Tenant’s space has been sized to be either a
208Y/120 volt or a 480/277 volt (depending on location), 3-phase, 4-wire for a total connected load equal to the
maximum allowable light load per Section B below, plus a reasonable amount for miscellaneous equipment.

B. Maximum Loads

1. Loads shall meet the Energy Code.

2. For non-food tenants, lighting = 3 watts/sf maximum at sales area and 1 watt/sf at stock rooms.
   Non-food tenants will be provided with a maximum of 24 watts/sf, including lighting and air conditioning. Where
   additional wattage is desired, and power is available, Tenant may request such service pending Landlord approval.
   Tenant shall supply all engineering calculations and drawings for review and shall be responsible for any additional
   costs (including reviews and approvals from Landlord consultants, and any cost due to the installation of the new
   service).
   For food service tenants, the maximum total connected load (including lighting and air conditioning) supplied shall be
   based on a curve:
         Leased Area SF            400              800             1200              1600+
         Watts/SF                  79               64              52                49

3. Ovens, grilles, fryers and other heavy duty heating devices in food service shops shall be gas-fired and hood-exhausted.
   Heating appliances such as microwaves and heating lamps may be electrical. In restaurants outside of Makai Market,

  Tenant’s hot water may be gas-fired if desired, however, only where vent may daylight through roof. Hot water booster
  heaters may be electrical.




                                                                                                                        72
FIRE / LIFE SAFETY TECHNICAL CRITERIA                                                                         ALL TENANTS



The following is a list of minimum design information required to expedite the construction document approval by Landlord. It
is not intended to be a complete listing of all requirements, but should serve as a minimum checklist (to be used by Tenant’s design
consultants) to complete the construction documents. It is the responsibility of the Tenant’s architect and/or engineer to field
verify all dimensions, utility locations, and existing conditions prior to and during construction.


FIRE / LIFE SAFETY DRAWING REQUIREMENTS

·   Provide the sprinkler main size and its location.
·   Provide the branch sizes and layout.
·   Provide the sprinkler head locations.
·   Provide the sprinkler head temperature rating.
·   Provide hydraulic calculations.
·   Indicate the fire extinguisher locations.
·   Indicate the heights of ceiling drops.
·   Provide the emergency lighting locations.
·   Provide a fire alarm diagram.
·   Provide the locations of fire alarm devices, panels, etc.
·   Provide meter number, premise ID number and riser number.

Additional “Food Related Tenant” Responsibilities:

·   Hood suppression system and makeup air interfaced with Landlord’s fire alarm system.
·   All food related Tenants shall submit hood suppression drawings to the Local Jurisdiction for approval.

Fire / Life Safety Systems

Fire and life safety systems include but are not limited to fire sprinkler alarms, monitoring devices and other life safety
equipment and its installation.

A. Landlord Work

1. Landlord shall provide a fire sprinkler water supply stub-out from the Landlord’s main distribution system. Tenant shall
   connect their premises’ fire/life safety system to the Center’s system. This includes but is not limited to, monitoring
   and alarm equipment, and the flow and tamper switches. The flow and tamper switches monitor the Tenant’s control
   valve that is connected to the Center’s alarm system. Tests, connections, and other fire/life safety equipment that may
   be required by applicable governmental or insurance requirements, shall be performed and/or installed at the Tenant’s
   expense. Note: Although Tenant’s system shall be connected to Landlord’s system, Tenant shall be responsible for the
   monitoring of their system.

B. Tenant Work

1. The Tenant, at his/her expense, shall design and install a complete hydraulic fire sprinkler system within the Premises.
   This system shall meet all code requirements for full coverage per NFPA-13, Ordinary Hazard (Group 2), and other
   applicable governmental and/or insurance requirements. A density of 0.20 GPM per square foot over the most remote
   1500 sq. ft. shall be provided using 1/2" orifice, 165 degrees F sprinkler heads. 250 GPM (100 GPM inside) hose stream
   allowance shall be added to the calculations.

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FIRE / LIFE SAFETY TECHNICAL CRITERIA                                                                             ALL TENANTS



2. One week prior to construction commencement, and prior to any fire sprinkler work, Tenant shall submit three (3) sets
   of fire sprinkler shop drawings for Landlord review and approval. Landlord’s insurance company shall also review the
   fire sprinkler shop drawings, and Tenant’s contractor shall be responsible for incorporating comments from all parties
   (Building and Fire Department, Landlord, and Landlord’s insurance company). The fire sprinkler contractor is responsible
   for procuring the permit for all fire sprinkler work.

3. Background information on the Tenant’s proposed fire sprinkler contractor and a list of completed projects in the State
   of Hawaii must be submitted for review and written approval by the Landlord.

4. The selected contractor must conform to the requirements set forth by the Center, the National Fire Protection
   Association, the current Uniform Fire Code, the Center’s insurance, the Honolulu Fire Department and the project
   specifications.

5. The Tenant and its Fire Sprinkler contractor must comply with the following Landlord fire sprinkler installation
   requirements:

  a. Powder/gas actuated fasteners shall not be used to anchor fire sprinkler piping supports. Use tapcons or equal.
  b. Fire sprinkler piping shall not be supported from ducts, conduits, air conditioning piping or electrical/communications
     wiring, and shall be attached directly to structural elements and the slab above (this is an exception for fire sprinkler
     pipes only!). Contractors shall use tapcons or equal. Seismic bracing shall be in compliance with NFPA and FM
     Global requirements (the more stringent shall apply).
  c. Hangers for pendant heads shall be positioned as close to the end fitting as possible.
  d. Form 2J (above ground test certificate) shall contain all required information. A minimum of 24-hour notice shall be
     given to the Landlord prior to the scheduling of the two hour / 200 lb. test. This test shall be witnessed by the
     Landlord’s representative. The Tenant’s contractor shall coordinate with all parties involved and shall make sure
     the Landlord’s representative is available to witness the test. Landlord reserves the right to reschedule another 2-
     hour testing (at Tenant’s expense) in the event Landlord is not properly notified to witness the test.
  e. A copy of the system installation construction drawings being used by the fire sprinkler contractor shall be
     provided to the Landlord’s fire systems coordinator. All construction drawings are to be stamped by the Fire
     Department Plans Review, the Building Department and the Hawaii Insurance Bureau. Any recommendations by the
     Landlord’s insurance carrier must be complied with. The contractor shall comply with all the General Notes and
     Specifications listed on the construction drawings. Preliminary and “As-Builts” will be reviewed/checked by the
     Landlord for accuracy.
  f. If not existing, contractor shall install a separate system control valve with a flow and tamper switch. The flow and tamper
     switches shall respond to a dedicated inspector’s test/drain for each Tenant. Tamper and flow will be monitored at the Landlord’s
     alarm panel. A swing check valve unit and 0-300# water pressure gauge shall be installed at the tenant’s control valve manifold.
     The control valve manifold shall be labeled with a hydraulic data name plate that will be completely filled out by the installing
     fire sprinkler contractor. At no time shall domestic water or air conditioning related equipment be tied into the fire lines.
  g. Each tenant control valve shall have an NFPA 13 type “A” sign installed. The Inspector’s Test valve shall have the Inspector’s
     Test Type signage. Provide blank sign(s) to the Center’s Fire Systems Coordinator for wording.
  h. Each tenant shall provide the required amount of spare fire sprinkler head kits. These kits shall contain the types of fire sprinkler
     heads found in the Tenant’s retail and storage premises, the proper fire sprinkler wrenches, and the proper three stoppers. The
     spare kits shall be located in a conspicuous location within the Tenant’s premises, and shall be wall mounted.
  i. All fire extinguishers within the Tenant’s space shall be certified, tagged and wall mounted in a conspicuous and accessible
     location. No locked cabinets are allowed.

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FIRE / LIFE SAFETY TECHNICAL CRITERIA                                                                            ALL TENANTS



   j. The tenant shall provide a Premises schematic floor plan, complete with escape and evacuation routes, to its employees. This
      floor plan shall be easily understood, legible, and shall be wall mounted in a conspicuous location within the tenant’s premises.
   k. All wall and/or ceiling penetrations for fire system piping shall be caulked and fire stopped to maintain the assembly’s original
      fire rating.
   l. Tenant shall provide sprinkler coverage at exit door niches and storefront entrance alcoves.
   m. No combustible materials are allowed above the Tenant’s ceiling.
   n. Tenant shall maintain an 18” minimum clearance between ceiling sprinklers and stock, merchandise and/or displays.
   o. All storage decks and mezzanines shall be fully fire-sprinklered.

6. Tenant shall provide and install a Simplex or Simplex compatible Fire Alarm Panel within the premises. The panel shall have
   provisions such that trouble and conditions at the Tenant’s premises can be monitored at the Center’s Fire Alarm System. All
   expenses for connections to the Center’s Fire Alarm System shall be the Tenant’s responsibility. All existing non-Simplex systems
   shall be changed to a Simplex compatible system.

   Upon completion of the Fire Sprinkler installation, the Tenant or Tenant’s contractor shall notify the Center’s Tenant Construction
   Coordinator to schedule an “Above Ground” test. The Landlord’s Fire and Safety Coordinator shall be present to witness this test.
   If the Landlord’s representative is not present to witness the testing, the contractor may be required to re-test at the contractor’s
   expense.

   The following items shall be submitted to the Center’s Tenant Construction Coordinator no later than thirty (30) days after the
   Tenant’s construction is complete:

   1.    Honolulu City & County Fire Department stamp and approval.
   2.    Honolulu City & County Board of Water Supply stamp and approval.
   3.    Honolulu City & County Building Permit.
   4.    Honolulu City & County Notice of Plumbing Inspection Certificate.
   5.    Above Ground Test Certificate (Form 2-J).
   6.    One (1) complete spare sprinkler head kit.




                          A typical Fire Sprinkler Control valve with Flow & Tamper modules, and a Fire Alarm
                                                        Terminal Cabinet (FATC).
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FIRE / LIFE SAFETY TECHNICAL CRITERIA                                                                     ALL TENANTS


C. Landlord’s Insurance Company’s Requirements

1. All Tenant revisions which impact fire protection systems shall conform to the Landlord’s Insurance Carrier’s (FM
   Global) standards and all fire protection plans and calculations (fire sprinkler shop drawings, hydraulic calculations,
   product data sheets, etc), shall be reviewed and approved by Landlord’s Insurance Carrier prior to installation. Fire
   sprinkler shop drawings and calculations shall be submitted to the Tenant Construction Coordinator, who will in turn
   shall submit the information to their Insurance Carrier.

The following are key design considerations:
  -     The sprinkler systems shall be designed and installed in accordance with FM Global Data Sheet 2-8N.
  -     Earthquake bracing for the sprinkler systems should be designed and installed in accordance with FM Global data
        sheet 2-8.
  -     Retail area sprinkler systems should be hydraulically calculated to provide 0.15 gpm/sq. ft. over the most remote
        2,500 sq. ft., including a 250 gpm hose stream allowance.
  -     Sprinkler system design for storage areas with storage occupying an area larger than 200 sq. ft. should be based
        on FM Global Data Sheet 8-9.
  -     All fire protection equipment such as sprinklers, piping, valves, fittings, etc. should be “FM Approved.”
  -     All spaces shall be fire sprinkled at all times. Fire sprinkler shutdowns are allowed during demolition as a precaution,
        however, the system shall be turned back on at the end of each work day.




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FIRE / LIFE SAFETY TECHNICAL CRITERIA   ALL TENANTS




                                                 77
FIRE / LIFE SAFETY TECHNICAL CRITERIA   ALL TENANTS




                                                 78
TELEPHONE TECHNICAL CRITERIA                                                                                    ALL TENANTS



The following is a list of minimum design information required to expedite the construction document approval by Landlord. It
is not intended to be a complete listing of all requirements, but should serve as a minimum checklist (to be used by Tenant’s design
consultants) to complete the construction documents. It is the responsibility of the Tenant’s architect and/or engineer to field
verify all dimensions, utility locations, and existing conditions prior to and during construction.

Telephone Criteria

Landlord shall have no obligation to provide telephone service. Tenant shall independently contact the telephone company
to supply service.

A. Landlord Work

Landlord shall provide space for telephone and communication feeders to distribution backboards.

B. Tenant Work

1. Tenant shall obtain service, and extensions to and within its Premises from the telephone company.

2. Tenant shall provide conduit and devices required within its Premises.

3. All telephone and alarm wiring outside the Tenant’s leased area shall be installed in conduits. Conduit locations are subject to the
   Landlord’s approval. Where not existing, Tenant shall provide and install conduits running from within the Tenant space to the
   telephone distribution backboard.

                                                                  Pssst…
                                                                  Pass the word!!!




                   What?




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CONSTRUCTION RULES AND GUIDELINES                                                                           ALL TENANTS



The following is a description of procedures to be followed by all Tenant contractors. These procedures are not intended to be a
complete description of all requirements and limitations regarding tenant construction, but should serve as a guide concerning
those items most frequently encountered by tenant contractors. The Landlord’s Tenant Coordinator will be available to answer
questions and solve problems not covered herein, when brought to his/her attention.



GENERAL REQUIREMENTS

A. Safety Laws
        •The Tenant and contractor shall strictly conform to all federal, state and county safety laws. The general contractor
             shall take full responsibility, for his/her subcontractors and material suppliers, for compliance of all safety laws.
        •The contractor shall take every precaution to protect the public from dangerous operations.
        •In the event pedestrian or vehicular traffic is affected by barricades, provisions for safe passage of pedestrians and
             vehicles shall be provided. Such provisions shall include, but not be limited to, adequate signs, flagmen, and/or
             police officers.
        •Any safety violation shall be subject to immediate shutdown of all work.

B. Approved Plans
       •A set of approved Building Department drawings, as well as a set of Landlord approved drawings must be at the
           jobsite at all times.
       •All construction shall be according to the approved plans and specifications. All changes must receive the prior
           approval of Landlord, in writing.

C. Permits and Codes
       •The contractor shall obtain and properly display all necessary building and other permits, on the inside of the barricaded
            area.
       •Construction shall comply in all respects with applicable federal, state and city and county statues, ordinances,
            regulations, laws and codes. Such regulatory compliance shall include the Americans With Disabilities Act (ADA)
            requirements.

D. License Requirement
        •The General Contractor of the project shall be licensed to do work in the State of Hawaii.
        •The use of unlicensed contractors and sub-contractors is strictly prohibited.
        •The contractor shall supply copies of the licenses of all contractors and subcontractors performing work at the Center
            to the Tenant Coordinator, prior to commencement of work.

E. Barricade
       •During the renovation and remodeling of Tenant’s Premises, a barricade shall be constructed fronting the Premises
           for safety and security. Such barricade shall be constructed by Landlord, unless specified otherwise by Landlord
           in writing. Tenant agrees to reimburse the Landlord for the Landlord’s actual cost for such work.
       •Powder / gas actuated fasteners shall not be used to secure barricade framing. Framing shall be screwed into the grout
           joints of the tiled surfaces and patched after removal of the barricade (by Tenant’s Contractor). Tenant shall
           provide a store logo for the barricade and shall reimburse Landlord for all signs and graphics installed on the
           barricade.
       •The Barricade becomes the Tenant/Contractor’s responsibility once possession of the space is given, and the contractor
           shall be responsible for maintaining the barricade, including graphics, during the construction period.
       •The contractor is responsible for immediately patching and painting the barricade if it gets damaged. If the barricade
           is not repaired completed within three (3) working days after Tenant/Contractor’s receipt of Landlord’s written
           notification of such damage, Landlord shall repair damage at Tenant’s or Contractor’s expense.
       •The tenant’s contractor may not cut access panels in the barricade without written approval and security clearances
           from the Landlord. In cases where there is no rear door to the barricaded premises, a 3’-0" X 7’-0" access door

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              will be provided in the barricade by the Landlord. Access, however, will be strictly monitored. Delivery of
              construction material and equipment and disposal of construction and/or demolition debris shall only be made
              before and after the Center’s hours of operation, with Landlord’s written approval, and a security clearance.
         •In the event Tenant’s contractor shall be allowed to build the storefront barricade, the barricade shall be constructed
              of 3 ½”, 20 gauge metal studs at 16" O.C. with 5/8" waterproof sheetrock, taped, mudded and painted with two
              coats (paint color specification provided by Landlord). The barricade shall extend no more than three feet clear
              beyond the lease line of the premises.

F. Maintain and protect AMC tile, especially those within the barricade.
       •The contractor shall lay pieces of plywood, just inside the barricade, to protect the common area tile.
       •The contractor shall lay a piece of carpet, just inside the barricade door, for workers to wipe their feet prior to entering
           the Mall.
       •The contractor shall keep all common corridors, walkways, etc. clear, safe and clean at all times.


G. Clean-up
       •The contractor shall keep all common corridors, walkways, roadways, etc. clear, safe and clean at all times. All
            construction areas, including areas behind barricades which are visible to the public, shall be policed and cleaned
            daily by the Contractor, prior to the completion of the day’s work. Any cleaning required by Center personnel will
            be charged to the Contractor.

H. Planters and Drains
       •The washing or dumping of sand, dirt, gravel, concrete, drywall mud, paint and construction waste into planter, wash
            basins or drains is strictly prohibited. Any damage to planter media, plants, or drains, shall be immediately
            corrected by the Contractor at the Contractor’s or Tenant’s expense.
       •Concrete delivery vehicles and associated delivery equipment such as chutes, pumps, pipes, wheelbarrows and tools,
            etc., shall not be washed anywhere on the property.
       •The contractor and subcontractors shall not clean their equipment on property. Concrete, paint and debris shall not be
            discharged into storm and sewer drain lines.

I. Damage
       •Damage to common area or Tenant areas during construction shall be immediately repaired to Landlord and/or
          Tenants’ satisfaction. If remedial work is not completed within three (3) working days after Tenant/Contractor’s
          receipt of Landlord’s written notification of such damage, Landlord shall repair damage at Tenant’s or Contractor’s
          expense.

J. Trash Disposal
        •The contractor shall not throw debris into the Center’s trash receptacles, at any time.
        •The contractor shall provide its own trash receptacle. The type, location and placement of the trash receptacle must
            receive Landlord’s prior approval.
        •The contractor shall notify the Tenant Construction Coordinator when this will occur, at least 24 hours in advance in
            writing, to get a security clearance.

K. Utilities
        •The contractor/tenant shall apply for the necessary utility hook-ups, including temporary construction power, prior
             to the commencement of construction. The contractor shall not use any electricity or water from common
             area sources for construction.
        •Access to Landlord’s equipment/utility rooms require a 24 hour notice.
        •The Flow & Tamper shall be installed by the Tenant’s electrician, at Tenant’s expense.

L. After-Hours Work & Security Clearances
        •A 24-hour blanket security clearance will be submitted to AMC’s Security. Individual Security Clearances are not
            necessary as long as:

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                                                                                               lot of dust, a strong smell
             •The work is being done completely within the barricaded jobsite and does not create a
                 or loud noises.
         •Security Clearances are required when:
             •The work or delivery is within common area.
             •The work affects other Tenants and Tenant spaces.
             •The work requires a shut-down of some utility.
             •The work includes welding or soldering.
         •SECURITY CLEARANCES SHALL BE REQUESTED A MINIMUM OF 24-HOURS PRIOR TO WORK
             BEING DONE (no exceptions!)… 48-hours is preferable! In addition, please make note of special conditions
             where 3-5 days notice is required (eg. Fire Sprinkler shutdown, Fire Sprinkler Testing, Access to Adjacent
             Tenant Spaces, etc).

M. Vehicle Equipment Operation
       •All vehicles operating on the Center’s decks are restricted to 10,000 lbs. GVW. The operating speed within the
             Center is restricted to 5 MPH for heavy vehicles on the decks.
       •If the truck weight is questionable (meaning it appears to be close to or over the 10,000 GVW limit), only trucks with
             posted GVWs on the truck will be allowed on the Center’s parking deck. Exceptions may be made if a truck
             registration and a work order is produced, and the total weight is less than 10,000 GVW. The work order must
             have, in writing, the weight of the materials being delivered. If the total weight of the truck and the materials
             exceed the limit and/or the truck driver cannot produce written proof of the total weight, Security shall have the
             right to deny access onto the parking deck.
       •When requesting Security Clearances for deliveries via the Center’s parking deck, a copy of the truck’s registration
             must be faxed to the Tenant Construction Coordinator at the time of request.
       •The operation of any vehicle on the sidewalk, mall or tiled areas is strictly prohibited.


N. Parking
       •The contractor and his/her subcontractors shall park in stalls along the perimeter of the Center and in the Coral level
           parking lot only.
       •The contractor shall place an 8 ½” x 11" sign on his/her dashboard which states“Tenant Construction for Tenant
           Name” Security will tow!

O. Deliveries
        •The delivery and /or storage of containers, equipment and oversized material, etc., shall be done before or after
             Center hours, and shall be coordinated with the Tenant Construction Coordinator. The contractor shall notify the
             Tenant Construction Coordinator when this will occur, at least 24 hours in advance in writing, to get a security
             clearance.
        •No unauthorized deliveries will be allowed during Mall hours.
        •If the delivery is within the truck concourse, the truck driver will be required to provide Security with a work
             order, company identification and a driver’s license.
        •The Center’s parking lot or common area shall not be used by the Contractor for storage of materials without prior
             approval.

P. Hot Work Notification
       •Welding, cutting and the use of open flame torches shall comply with NFPA-1, Chapter 34, Welding, Cutting and use
           of Torches and NFPA-51B, Standard for Fire Prevention in Use of Cutting and Welding Processes. The contractor
           shall apply, at the Tenant Coordination office, for a Hot Work Permit, a minimum of twenty-four (24)
           hours prior to any open flame work. The contractor must obtain a Hot Work Permit prior to any hot work
           being performed.

Q. Modifications to Existing Facilities
      •Any modification to Landlord’s existing facilities or building must receive the written approval of Landlord. Landlord
           reserves the right to perform on behalf of the Tenant, subject to reimbursement by Tenant, any of Tenant’s work
           which Landlord determines it should perform.
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R. Roofs
         •All work requiring access or taking place on the Center’s roofs or involving the penetration of the roof system shall
              require protection of the roof system, and Landlord’s prior written approval.
         •All work involving the roof system shall be performed by a contractor selected from a list of approved roofing
              contractors provided by the Landlord.

S. Start-up and Testing
        •Ample time to notify affected Tenants, shall be given to the Landlord, prior to any start-up and testing of the
            A/C, Fire Sprinkler System and/or Fire Alarm System.
        •Air Conditioning
                 •Contractor shall notify the Tenant Coordinator when the A/C work will commence.
                 •All changes, additions or replacement of air conditioning equipment or water-cooled refrigeration shall be
                      approved by the Landlord prior to installation.
                 •The A/C start-up requires a 3 day notification, and a minimum of 3-4 qualified workers must be at the site, at
                      the time of the start up, to handle any emergencies.
        •Fire Sprinkler System
                 •Fire Sprinkler shop drawings must be submitted and approved prior to any installation.
                 •Any request for a shutdown of the fire sprinkler system(s), dry and/or wet standpipe(s), kitchen hood system(s)
                      and fire hydrant (s) must be submitted in writing no less than five (5) working days prior to the requested
                      shutdown date, and must be approved by Landlord.
                 •AMC will issue a Permit Tag, and the Tenant Contractor shall pick it up the day before the shutdown date.
                      Please note, if the shutdown is on a weekend or holiday, the tag must be picked-up on the last
                      weekday prior to the shutdown.
                 •A Permit Tag shall be attached to the system control valve that is being closed. Following the shutdown, the
                      Contractor shall return the system to its normal operational position and shall verify with Security Control
                      that any fire alarm monitoring of the valve is no longer activated. The contractor shall notify Security by
                      calling Security Dispatch at 942-2944.
                 •If not already installed, the Tenant’s electrician shall, at Tenant’s expense, install the flow and tamper.
                 •Contractor shall contact Kimo (946-2811 x174) a minimum of 3 days prior to conducting the “Above Ground
                      Testing”. Kimo Hugho (Fire Safety Coordinator) shall be present to witness this test.
        •Fire Alarm System
                 •All requests for installation, repairs and/or testing of a fire alarm system must be submitted in writing, at
                      least five (5) working days prior to the requested date, and must be approved by the Landlord.

T. Access to Adjacent Tenant Spaces
        •All access shall be coordinated through the Tenant Coordinator. Under no circumstances shall the contractor coordinate
             directly with the Tenant.
        •All access requests shall be made a minimum of 4-5 days in advance, and shall be scheduled at the convenience of the
             Tenant involved.
        •Security and/or employee wages incurred due to the scheduled work shall be the responsibility of the General Contractor,
             and the affected Tenants will bill the contractor directly. The General Contractor shall provide all billing information
             to the store manager prior to work being done.

U. Excessive Noise
       •Excessive noise, vibration, or other nuisances caused by construction activity are prohibited during Center store
             hours. The contractor shall be responsible for obtaining noise permits as necessary.
       •If a complaint is received from neighboring Tenants during Center store hours, the contractor will be asked to stop that
             particular work and reschedule work for after Center hours.

V. Dust Control
        •The contractor shall be responsible for the control of dust generated by work being performed.



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         •If   the contractor continues without proper dust control, Landlord shall shut down the work until the situation is
                corrected.

W. Air Pollution
       •Abundant fresh air ventilation and exhaust shall be provided when Contractor’s work produces or creates irritating
            and/or nauseating odors.
       •In the case of strong odors which cause irritation and nausea to neighboring Tenants, Landlord has the right to request
            MSDS sheets from the contractor, and to stop work until the problem is resolved.
       •The contractor shall immediately provide fans for the affected Tenant spaces.


X. Smoking
      •Smoking is prohibited within the barricaded job site, Tenant areas, service corridors, elevators, enclosed stairwells,
           loading docks and rooftops.
      •Anyone caught smoking within the barricaded area will be asked to leave the premises for the day. If these incidences
           reoccur, stronger measures shall be enforced.

Y. Alcoholic Beverages and Illegal Drugs
        •Alcoholic beverages and/or illegal drugs shall not be consumed nor possessed in or about the job site, or anywhere on
            the Center’s property. If anyone is caught violating this rule, Honolulu Police Department (HPD) will be called
            and the violator(s) will be permanently removed from the project.

Z. Powder/Gas Actuated Fasteners
       •The use of powder/gas actuated tools to “shoot” anchors into concrete slabs is prohibited. Contractors shall use Tap-
           Cons or equal.

AA. Ceilings/Duct Work/Utilities above Ceiling
        •Under no circumstances shall support wires or any other attachments be fastened to the metal roof deck above. All
            attachments shall be fastened directly to structural beams and purlins or a unistrut system.

BB. Demising Walls
       •The contractor shall survey all existing demising walls for holes and penetrations, and shall patch and fire stop
           where required to maintain a 1-hour rating. Where not previously done, Tenant/Tenant’s Contractor shall
           provide the metal studs and the demising walls to structure above. The contractor shall call the Tenant
           Coordinator for a walkthrough of the demising walls prior to installing ceiling tiles.
       •The contractor shall install Landlord’s required firestopping system at all demising walls where non metallic piping
           systems have been installed (existing or new). The local distributor for this firestopping system is Acutron.
           Please be advised, no other firestopping system will be accepted.

CC. Access to Roofs and Protection of Roofs
       •All roof access shall be authorized by the Tenant Construction Coordinator. Any unauthorized roof or electrical room
             access shall be grounds for issuance of a common area citation.
       •Once access to the roof or electrical room is granted by AMC Security, the door/hatch shall remain closed at all times.
             Roof access doors or hatches must be kept closed to prevent unauthorized access to these restricted areas.
       •All work involving the penetration of the roof system, shall require Landlord’s prior written approval.
       •The roof shall be protected with plywood or equal for all walkways and work areas. All scaffolding erected on the roof
             shall include pad protection. Any damage to the roof shall be immediately reported to the Landlord and repairs
             made within 3 working days. If repairs are not made within timeframe above, Landlord shall have the right to do the
             repairs and charge it back to the Tenant.
       •All debris shall be removed daily from the roof. Proper protection to preclude material from blowing or falling off the
             roof shall be provided.




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DD. Fire Extinguishers
        •The contractor shall provide certified and updated fire extinguisher(s) to be visible and accessible. The contractor will
            be responsible for training employees in the proper use of fire extinguishers.
        •The tenant’s contractor shall comply with NFPA-1 Chapter 34, Sec. 34-2 and NFPA-51B as such information relates to
            welding, soldering, brazing and open flame.

EE. Restroom Facilities
        •The public restrooms are available to contractors during normal business hours. However, for after-hour work,
        contractors are to provide their own portable facility. Placement of a portable facility needs prior approval and shall
            be coordinated through the Tenant Construction Coordinator.

FF. Barricade Removal
        •The barricade shall be removed the evening prior to store opening. Inspection and approval of the storefront must be
            given by the Tenant Construction Coordinator prior to the barricade removal.
        •Notification of completion of construction and barricade removal must be given at least 3 days in advance.
        •The barricade shall be removed after Mall hours.
        •Immediately after the barricade is removed, the Contractor shall clean, paint and patch the surrounding surface areas
            as required, including but not limited to the neutral piers and bulkhead/ceiling fronting the storefront. If the
            common area ceiling gets damaged and needs to be repainted, painting shall be of the entire store frontage, from
            the leaseline to the outer edge of the Landlord’s ceiling.

GG. Labor Relations
       •The contractor is responsible for maintaining proper relations with the Contractor’s and Sub-Contractor’s workers.
           Any labor dispute, picketing, etc. may cause the Landlord to evict the contractor from the premises until such
           dispute is settled to the satisfaction of the Landlord.

HH. Violation of These Instructions
       •Any violation of these instructions shall give Landlord the right to stop all work until the deficiency is corrected.
       •Any special request for deviation from these guidelines are subject to approval by the Landlord, in advance
            and in writing.

II. Project Coordination
         •The Landlord’s Tenant Construction Coordinator is the official coordinator of the Tenant’s scheduling of work, utility
             support, security notifications, utility outages, fire system tie-in work, arrangement for acceptance inspection and
             any questions related to the Landlord’s requirements. Only in emergency situations and after mall operating hours
             should the Center’s Security Dispatcher be contacted directly by either the Tenant or their contractor.
         •Any delays in the completion of the Premises or the commencement of the lease term and any damage to any work
             caused by Tenant’s contractor shall be at the sole cost and expense of the Tenant.
         •Access to other Tenant spaces as required for completion of Tenant Construction, shall be coordinated through the
             Landlord’s Tenant Construction Coordinator. The Tenant / Tenant’s Consultants / Tenant’s Contractor(s) shall
             not, under any circumstances, communicate directly with other Tenant’s without the Landlord’s knowledge or
             approval.

JJ. Compliance
       •The Tenant shall also assure that its contractor(s) and subcontractor(s) comply with all applicable work schedules and
           other performance restrictions noted in this Criteria Manual and the Lease. If any of Tenant’s contractors violate




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               the Landlord’s standards, the provisions of the Lease or the rules and regulations of the Center, or become
               involved in a labor dispute which is disruptive to the harmony of the Center, Landlord may order the Tenant’s
               contractor to cease work, and to remove him/herself, his/her equipment and his/her employees from the Landlord’s
               property at the contractor’s expense.

PREPARATION FOR CONSTRUCTION

A. Contractor Approval Process

•   All contractors engaged by the Tenant shall be bondable, licensed in the State of Hawaii, possess good labor relations and be
    capable of performing quality work. The use of unlicensed contractors/subcontractors is strictly prohibited.
•   It is understood and agreed that the Tenant’s contractor shall perform said work in a manner and at times which cause the least
    practical interference with the customers and other tenants of the Center.
•   The Tenant’s contractor/subcontractors must be approved by Landlord. Upon receipt of the items listed below, Landlord shall
    issue a letter giving the Tenant’s contractor permission to commence with demolition or construction.
•   A list of every contractor and subcontractor involved in any manner with the Tenant’s space, listing their legal names, license
    numbers, addresses and phone numbers, shall be given to the Tenant Construction Coordinator prior to commencement of work.
•   A construction cost breakdown and the total costs for the completion of the general, plumbing, fire protection, mechanical and
    electrical construction work, shall be given to the Tenant Construction Coordinator prior to the commencement of work.
•   A construction schedule including the actual commencement date of construction and the estimated completion dates of the
    construction work, fixturing work and projected opening date shall be submitted to the Tenant Construction Coordinator.
•   Evidence of insurance as called for in Section B below, shall be submitted to the Tenant Coordinator prior to commencement of
    work. The Tenant’s contractor(s) will not be permitted to commence any work until all required insurance has been obtained and
    certificates have been received by Landlord.
•   The Tenant’s contractor shall submit a 100% Performance and Labor and Material Payment Bonds naming Landlord and such
    third parties as Landlord may direct as obligees.
•   The Tenant’s contractor shall submit a copy of the Building Permit for all of the Tenant’s work within the Premises, and other
    evidence, as called for in the Lease, that all other governmental permits and licenses have been obtained. The building permit shall
    be properly displayed at job site.

B. Insurance, Indemnity and Bonds

The Tenant shall secure, pay for and maintain or cause its contractors to secure, pay for and maintain during construction on the
Premises the following insurance in the following amounts which shall be endorsed on all policies to include Landlord and Landlord’s
Affiliates as additional insured parties, and which shall provide in all policies that Landlord shall be given thirty (30) days prior notice
of any alteration or termination of coverage:

•   Workmen’s Compensation, as required by state law, and including Employer’s Liability insurance, with a limit of not less than
    $100,000 and any insurance required by any employee benefit acts or other statues applicable where the work is to be performed
    as will protect the contractor and subcontractors from any and all liability under the aforementioned laws.

•   Commercial General Liability Insurance (including coverage for liability caused by the fault of Tenant, products-completed operations
    liability, contractual liability, personal and advertising injuries and coverage for the contractual liability assumed by Tenant under
    this Lease) in an amount not less than $1,000,000 for any one occurrence whether involving bodily injury liability (or death
    resulting therefrom) or property damage liability or a combination thereof with an aggregate limit of $3,000,000. Medical payments
    shall be provided with limits of not less than $1,000 per personal and $10,000 per occurrence. Such insurance shall provide for
    explosion, collapse and underground coverage. Such insurance shall insure Tenant’s general contractor against any and all claims
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    for bodily injury, including death resulting therefrom and damage to or destruction of property, including damage or destruction
    from fire and related perils of any kind whatsoever and to whomever belonging and arising from his operations under the Contract
    and whether such operations are performed by Tenant’s general contractor, subcontractor or any of their subcontractors, or by
    anyone directly or indirectly employed by any of them.
•   Comprehensive Automobile Accident Liability Insurance, including the ownership, maintenance and operation of the automotive
    equipment, owned, hired and not-owned in the following amounts:

        a. Bodily injury, each person $1,000,000
        b. Bodily injury, each occurrence $3,000,000
        c. Property Damage Liability $1,000,000

     Such insurance shall insure the general contractor and/or subcontractors against any and all claims for bodily injury, including
     death resulting therefrom and damage to the property of others cause by accident and arising from his operations under the
     Contract whether such operations are performed by the general contractor, subcontractors or any of their subcontractors or by
     anyone directly or indirectly employed by any of them.

•   Tenant’s Protective Liability Insurance: Tenant shall provide Owner’s Protective Liability Insurance as will insure Tenant against
    any and all liability to third parties for damages because of bodily injury (or death arising therefrom) and property damage liable
    or others or a combination thereof which may arise from work in connection with the Premises, and any of the liability for damages
    which the general contractor and/or subcontractors are required to insure under any provisions herein. Said insurance shall be
    provided in minimum amounts as follows:

       a.   Bodily injury, each person $1,000,000
       b.   Bodily injury, each occurrence $3,000,000
       c.   Property Damage, each occurrence $1,000,000
       d.   Property Damage, Aggregate $3,000,000

•   Tenant’s Builders’ Risk Insurance - Completed Value Builders’ Risk Material Damage Insurance Coverage: Tenant shall provide
    an “All Physical Loss” Builders’ Risk Insurance policy on the work to be performed for Tenant in the Premises as it relates to the
    building within which the Premises is located. The policy shall include as insureds the Tenant, its contractor and subcontractors
    and the Landlord, as their interests may appear. The amount of insurance to be provided shall be 100% of the replacement cost of
    the work to be performed for Tenant.

•   Additional Insureds: All such insurance policies required under this Exhibit shall include Landlord, Landlord’s Affiliates and the
    Landlord’s mortgagee, if any, as additional insureds, except Workmen’s Compensation Insurance which shall contain an endorsement
    waiving all rights or subrogation against Landlord, Landlord’s Affiliates and Landlord’s mortgagee. The Certificate of Insurance
    shall name as Additional Insureds: GGP Ala Moana L.L.C., a Delaware limited liability company, GGP Ala Moana, Inc.,GGP
    Ala Moana Holdings L.L.C., a Delaware limited liability company, GGP Limited Partnership, a Delaware limited
    partnership, GGPLP L.L.C., a Delaware limited liability company, General Growth Properties, Inc., a Delaware
    Corporation, and General Growth Management, Inc., Managing Agent. Certificates of Insurance shall provide that no
    reduction of the amounts or limits of liability or cancellation of such insurance coverage shall be undertaken without 30 days prior
    written notice from Landlord.




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•   Indemnity: Notwithstanding such insurance as herein provided, Tenant shall and does hereby indemnify and hold Landlord and
     Landlord’s Affiliates harmless from and against any and all claims, demands, suits and causes of action for injury to persons or for
     death and for damages to property, including property of Landlord and Landlord’s Affiliates, arising out of or in any way
     connected with the construction and installation by Tenant of improvements required hereunder.

C. Pre-Bid Meeting

The Tenant’s Architect or designated coordinator shall contact Landlord’s Tenant Construction Coordinator to schedule a specific
time when all bidding contractors and sub-contractors will be allowed to visit and survey the jobsite. A minimum of 3-4 days notice
shall be given to allow for coordination with the existing Tenants. Once the pre-bid meeting is set and held, Tenant’s bidding
contractors and sub-contractors shall not re-visit the site without Landlord approval. Only one pre-bid meeting will be allowed.

D. Pre-Construction Meeting

Tenant’s selected contractor shall schedule a pre-construction meeting with Landlord’s Tenant Coordinator to be held at the jobsite.
Tenant construction work is not permitted to commence prior to the pre-construction meeting. The General Contractor and all sub-
contractors shall be present at this meeting.

FINAL ACCEPTANCE

A. Landlord’s Inspection

The Premises may be inspected periodically by Landlord for compliance with Landlords requirements as set forth in this Lease and in
accordance with Landlord approved Working Drawings. Any unauthorized construction or work not acceptable to Landlord or any
governmental agency having jurisdiction over the work shall be corrected at Tenant’s sole expense.

B. Punchlist

Upon the completion of any work on the Premises, the Landlord’s representative, Tenant’s representative and Tenant’s contractor will
meet, conduct a final inspection and prepare a “punchlist” which will enumerate any areas of construction, fixturing or merchandising
that are not in accordance with Tenant’s “Landlord Approved” drawings or Lease. A copy of the “Landlord’s Punchlist” will be faxed
and mailed to the Tenant. The Tenant shall correct all deficiencies immediately upon identification if they pose a safety hazard. All
other deficiencies shall be corrected within ten (10) working days unless approved otherwise in writing by Landlord.

C. Landlord’s Certificate of Acceptance

Upon the acceptance of Tenant’s construction, fixturing and Punchlist work, Tenant or its agent will secure a Certificate of Acceptance
of said Premises by Landlord. The securing of such a Certificate shall be contingent upon all of the following:

•   The satisfactory completion by Tenant of the work to be performed by Tenant under this Tenant Manual, including all “Punchlist”
    items. Tenant shall give notification of such completion accompanied by the certification of Tenant’s architect that the work in
    place conforms in all respects to the Working Drawings and Specifications therefore approved.

•   Tenant shall submit to Landlord a detailed breakdown of Tenant’s final and total construction costs, together with receipted
    evidence showing payment thereof satisfactory to Landlord, and accompanied by lien subordination agreements (as described in
    Section 11.02(g) of the Lease).
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•   Tenant shall submit to Landlord warranties for not less than one (1) year against defects in workmanship materials and equipment
    satisfactory to Landlord and extended warranties where applicable.
CONSTRUCTION RULES AND GUIDELINES                                                                                ALL TENANTS



    •     Tenant shall submit a copy of the “Notice of Completion” that has been filed in the Office of the Clerk on the First Circuit
    Court, State of Hawaii, after construction has been completed.

    •      Tenant shall submit one set of the Tenant’s architectural/ engineering design analysis and the design computations related to
    structural, civil, electrical and mechanical construction performed under this Lease.

    •     Upon completion of construction of all Tenant’s work in the Premises, the Tenant shall file with the Landlord one (1) set of
    “as built” drawings on 24" x 36" reproducible mylars or velums. Tenant shall submit one set of reproducible construction
    drawings reflecting all “As-Built” conditions and having all official approval stamps of the applicable professional engineer(s). In
    addition, Tenant shall submit a full set of as-builts in electronic format (dwg, tif, bmp, jpg, etc.).

•   Tenant shall submit to Landlord a copy of Form 2J (Above Ground Test Certificate), a spare sprinkler head kit with all of its
    contents, a copy of the Honolulu City & County Notice of Plumbing Inspection Certificate, and copies of drawings with stamps
    and approvals from the following Honolulu City & County Departments: Fire, Board of Water, and Building.

•   Tenant shall submit to Landlord a copy of their Test and Balance Report. This report shall be prepared by a certified Test and
    Balance Company only.

Completion of all the above submissions and compliance requirements shall be done within thirty (30) calendar days after the performance
of final acceptance inspection.




        Above: Center Court area; Right: Blocks B & C - Mall Level at night.




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LANDLORD AND TENANT RESPONSIBILITIES                                                       LANDLORD/TENANT WORK


LANDLORD WORK

Landlord shall be obligated to provide the following:

1. Steel studs for demising partitions between adjacent tenant spaces, or concrete block or steel studs with 5/8” type “X” gypsum
   board on the common area/service corridor side of the demising wall.

2. Electrical conduit from the distribution panel to nearest wall of the Tenant. Alteration and/or relocation of conduit(s) shall be
   Tenant’s work.

3. Sanitary waste, vent and domestic water branch lines: Connection and extension of stub-in(s) to Tenant fixtures shall be Tenant’s
   work. Alteration and/or relocation of stub-in(s) shall be Tenant’s work.

4. Ventilation system for cooking exhaust hoods and outside air duct for Tenant’s make-up air shall be brought to Tenant Premises.
   Extensions and connections shall be Tenant’s work.

5. A bulk main for Tenant’s sprinkler system, including a control valve, shall be adjacent to Premises. A fire alarm network, including
   sprinkler tamper and flow monitor modules and a fire alarm terminal cabinet (FATC), shall be located in the common area outside
   of Tenant’s Premises. The tie-in of tamper and flow monitor modules and the termination of Tenant’s fire alarm devices within the
   FATC shall be coordinated with Simplex and performed by Tenant.

6. A central condenser water piping system with control valves, shall be installed adjacent to each Tenant’s premises.

TENANT WORK

Tenant shall be obligated to provide, without limitation, the following:

1. All Design Drawings, Working Drawings, Shop Drawings, Specifications and Calculations as required in the Ala Moana Center
   Tenant Criteria Manual.

2. Construction and finishes within Tenant’s Premises, including, but not limited to:

   a. Store sign graphics, menu board, dispenser signs and other signs which shall be submitted to the Landlord for approval. The
      Tenant shall provide wiring and lighting for the store sign.
   b. 5/8” Type “X” gypsum board and other wall finishes over metal studs provided by Landlord, for demising walls and back side
      of transom (as applicable) at the leaseline.
   c. All ceilings behind leaseline shall be in conformance with Landlord’s Tenant Criteria Manual and Exhibit “C” of the lease, and
      all Building Code requirements.
   d. Screen walls which block the view of customers from back storage and/or food preparation areas.
   e. Floor finishes over concrete subfloor, including patching of concrete subfloor as required to provide a level and even subfloor
      ready to receive final floor finish. Where concrete subfloor is not provided, Tenant shall install a concrete slab in conformance
      to Center standards. Tenant shall submit structural drawings for review and approval.
   f. Extension of sanitary waste, vent system, domestic water and the connections(s) to all Tenant fixtures, including installation of
      grease and hair/lint traps or interceptors where applicable.
   g. Extension and connection of gas piping from gas meter to gas-fired equipment. Tenant shall also be responsible to coordinate
      start up and installation of gas service with the Gas Company.
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LANDLORD AND TENANT RESPONSIBILITIES                                                        LANDLORD/TENANT WORK


   h. Cooking exhaust hoods shall meet the requirements set forth in the Technical Criteria of this manual, including a minimum 90%
      grease extraction hood, with connection to facility common exhaust system ducts and fire control and alarm connections with
      Landlord’s fans.
   i. Hot water tank(s) and insulated piping.
   j. Distribution of condenser cooling water supply and return lines (with return pump) within the Tenant Premises; reducer at
      Landlord’s supply valve by Tenant.
   k. Provide air conditioning system and distribute conditioned air within Tenant’s Premises.
   l. For food tenants, provide ventilation and distribution systems for outside air (make-up air for hood exhaust system shall
      avoid pulling conditioned air from the common air). All food preparation equipment, counters and other trade fixtures
      shall be by Tenant.
   m. Auxiliary sanitary facilities, if desired, including exhaust fan/duct and floor drain.
   n. Electric wiring from distribution panels to Tenant’s Premises, meter base, panelboard, and power and lighting. (Note: Meter is
      located in Landlord’s distribution center, not in Tenant’s space; meter is provided by the serving utility, with installation and
      start up of service to be coordinated by Tenant with the serving utility). Light fixtures located outside of the Lease Line is not
      permitted without Landlord approval.
   o. Telephone service and other communication wiring devices.
   p. All cutting and patching required for Tenant’s work. When work is located within Landlord’s common area or other Tenant
      areas, this work shall be approved and coordinated with Landlord.
   q. An automatic Sprinkler System, approved by Landlord. An automatic isolated fire sprinkler system shall be designed and
      installed within the Tenant’s Premises. Shop drawings shall be submitted to and approved by Landlord prior to commencement
      of work. The tie-in of the Tenant’s sprinkler system for tamper/flow monitoring shall be coordinated with Simplex and
      performed by the Tenant.
   r. Simplex Fire Alarm System, approved by Landlord. A fire alarm system, located within Tenant’s Premises, shall be compatible
      with the Center’s Simplex fire alarm system, to meet Building, Fire, and ADA requirements. The tie-in of the Tenant’s fire
      alarm system for trouble/alarm monitoring shall be performed by Tenant.

2. Procedural and Administrative Requirements.

   a. Tenant shall submit to Landlord for review and approval, drawings and specifications including electrical, air conditioning/
      ventilation, structural and plumbing calculations, renderings of storefront, material/color boards, and graphics for all signage.
   b. Tenant shall attain a Building permit prior to the commencement of construction.
   c. Tenant shall apply for service from Utilities (serving utilities).
   d. Tenant’s Contractor shall submit to Landlord, a Contractor’s 100% Performance and/or Labor Material Bond prior to the
      commencement of construction.
   e. Tenant’s Contractor shall submit to Landlord, a Certificate of insurance with all required coverage limits and additional insureds.
   f. Tenant’s Contractor shall submit to Landlord, a List of Subcontractors, including emergency contact names and numbers.
   g. Tenant’s Contractor shall submit to Landlord, a construction cost breakdown for all trades.
   h. Tenant’s Contractor shall submit to Landlord, a Construction Project Schedule
   i. Tenant’s Contractor shall submit to Landlord, all Fire Sprinkler Closeout Documents and a spare head kit (to be mounted on
      the wall in back area of Tenant Premises).
   j. Tenant’s Contractor shall file a Final Notice of Completion with the Office of the Clerk of the First Circuit Court, State of
      Hawaii, after construction has been completed.
   k. Tenant’s Contractor and/or architect shall submit to Landlord, one set of stamped “As-Builts” on a reproducible medium and
      an electronic copy (tif, jpg, bmp, dwg format), including a copy of the final Air Balance Test Report.


                                                                                                                                     91
LANDLORD AND TENANT RESPONSIBILITIES                                                TENANT REIMBURSABLE ITEMS



   l. Tenant’s Contractor shall guaranteed their work by providing a Warranty to the Tenant. The warranty shall be for a minimum
      of one (1) year, against defects in workmanship, materials and equipment.

TENANT REIMBURSABLE ITEMS

A. Tenant Review & Coordination Fees. Tenant shall reimburse Landlord for Tenant Coordination fees and design review activities.
This fee shall be applicable whenever plans are required to be submitted for Landlord’s review in connection with a new buildout, a
renovation, or refurbishment required under the Lease.

B. Structural Revisions. All requests to revise Landlord’s structural system shall be reviewed and approved by Landlord, at Tenant’s
expense. Structural drawings, details and calculations shall be submitted to Landlord for review and approval prior to the commencement
of construction.

C. Mechanical (HVAC and/or Plumbing) or Electrical Revisions. In the event Tenant’s store design requires mechanical or
electrical revisions, Tenant shall request, in writing, approval to revise Landlord’s system(s). All reviews for proposed revisions shall
be performed at Tenant’s expense.

D. Temporary Services
  1. Construction Barricades: Landlord shall furnish temporary storefront barricades when and where needed in Landlord’s judgement.
  Tenant will reimburse Landlord for Landlord’s actual cost of the storefront barricade, including painting and installation of standard
  Ala Moana Center barricade graphics. Tenant shall be responsible for maintaining the construction barricade to the Center’s
  standards, from Tenant’s established Date of Possession to store opening. If a damaged barricade is not repaired within two (2) days
  of the incident, Landlord shall proceed with the repairs and all costs for the work shall be reimbursed by the Tenant. The Tenant
  shall be responsible for demolition and removal of the temporary construction barricade upon completion of their Tenant Construction.
  The Tenant shall receive Landlord’s approval prior to removal of the barricade.

  2. Power.: Tenant shall be responsible for providing temporary construction power for the completion of their Tenant Construction.

  Where not available within Tenant’s Premises, Landlord shall assist Tenant in locating temporary electrical service in areas designated
  by Landlord. It shall be the Tenant’s responsibility to provide and maintain temporary lines from Landlord’s designated service area
  to the Premises and to distribute this power within Premises. For providing this service, Tenant shall reimburse Landlord at a rate
  of four cents ($.04) per square foot of Premises per month, or a minimum of thirty dollars ($30) per month, whichever is greater.
  The Tenant shall be charged for this service during Tenant’s construction whether service is used or not.

E. Permanent Services. The Landlord shall provide the following Scope of Work for which the Tenant shall reimburse the Landlord.

  1. Blade sign frame, for Tenant’s blade sign face plate (where applicable in the Center); Graphics on the face plate shall be provided
  and installed by the Tenant. The graphics shall be submitted for Landlord approval prior to fabrication and installation.

  2. Gas valves and meters at Landlord designated distribution point (at common service areas); Piping and extension from gas meter
  to Tenant Premises shall be by Tenant and application and coordination of service with the Gas Company shall be handled by the
  Tenant.

  3. Fire sprinkler system control valve assemblies at Landlord designated location (at common service area near Tenant Premises).
  The final tie-in of the sprinkler system and flow and tamper switches shall be by Tenant.
                                                                                                                                     92
LANDLORD AND TENANT RESPONSIBILITIES                                              TENANT REIMBURSABLE ITEMS




  4. Fire alarm terminal cabinet at Landlord designated location (at common service area near Tenant Premises). The final tie-in shall
  be by the Tenant. The monitoring of the Tenant’s installed fire alarm system for trouble and alarm shall be by Landlord.

F. Roof Penetrations. All roof penetrations required by the Tenant shall be performed by Landlord’s roofing contractor. Tenant shall
request, in writing, approval to penetrate Landlord’s roof. All roof layout plans and details shall be reviewed and approved by the
Landlord prior to such request. Upon approval , Tenant shall contact Landlord’s roofing contractor and coordinate installation and
details. All costs shall be at Tenants expense.




                                                                          A Typical Day at Ala Moana Center!




                                                                                                                                  93
LANDLORD AND TENANT RESPONSIBILITIES                                                 RESPONSIBILITY CHART



                   Landlord & Tenant Responsibility Chart for Typical Retail
                                                                         Furnished by     Installed by
   STOREFRONT

   Entrance - Recessed Door Floor Tile                                     T                   T
   Storefront - Common Area Floor Tile along Storefront                    T                   T
   * Bulkhead                                                              L                   L
   * Neutral Piers                                                         L                   L
   * Any damages to Common Areas, due to Tenant Construction, shall be repaired and paid for by Tenant.

                                                                        Furnished by      Installed by

   INTERIOR

   Demising Wall Studs                                                      L                 L
   Drywall at Demising Walls (Common Area Side)                             L                 L
   Drywall @ Demising Walls (Tenant Side)                                   T                 T
   Provide Service Door, Frame and Hardware into Corridors                  L                 see below
   Installation of Service Door, Frame and Hardware into Corridors
     where not already installed or if being relocated.                     T                 T
   Re-keying of service corridor door                                       T                 T
   Interior Partitions                                                      T                 T
   Toilet Room                                                              T                 T
   Blocking for Hangrods, Shelving, Light Fixtures                          T                 T
   Ceilings                                                                 T                 T
   Floor Coverings                                                          T                 T
   Wall Finishes                                                            T                 T
   Shelving                                                                 T                 T

                                                                         Furnished by     Installed by

   HVAC

   Make up Air                                                              T                 T
   Roof Top Unit and Thermostat (where applicable)                          T                 T
   Distribution Ductwork                                                    T                 T
   Duct Insulation                                                          T                 T
   Diffusers and Grilles                                                    T                 T
   Fresh Air Intake                                                         T                 T
   Show Window Exhaust                                                      T                 T
   Shop Exhaust                                                             T                 T
   Equipment Wiring                                                         T                 T
   Toilet Exhaust Stub-in                                                   T                 T
   Condenser Water Stub-in                                                  L                 L

                                                                         Furnished by     Installed by
   ELECTRICAL

   Conduit to Space                                                         L                 L
   Service Wire                                                             T                 T
                                                                                                          94
LANDLORD AND TENANT RESPONSIBILITIES                                                RESPONSIBILITY CHART



                   Landlord & Tenant Responsibility Chart for Typical Retail
                                                                        Furnished by      Installed by
   ELECTRICAL

   Conduit to Space                                                         L                L
   Service Wire                                                             T                T
   Panelboard                                                               T                T
   Electrical Outlets                                                       T                T
   Telephone Conduit                                                        T                T
   Emergency Lighting                                                       T                T
   Fire Alarm (within premises & connection to LL’s system)                 T                T

                                                                        Furnished by      Installed by
   PLUMBING

   Water Stub-in                                                            T                T
   Gas Stub-in                                                              T                T
   Sanitary Stub-in                                                         T                T
   Plumbing Fixtures                                                        T                T
   Water Heater                                                             T                T
   Pipe Insulation                                                          T                T
   Floor Drains                                                             T                T

                                                                        Furnished by      Installed by
   SPRINKLER

   Tenant Isolated System                                                   T                T
   Modification to Standard Grid                                            T                T
   Fire Extinguishers                                                       T                T
   Tamper / Flow Monitoring System                                          T                T
   Connection to Landlord’s Main Distribution Line                          T                T

                                                                        Furnished by      Installed by
   MISCELLANEOUS

   Center Blade Signs (where applicable)                                    T                T
   Concrete Floor Slab (where not existing)                                 T                T
   Roof Cuts (Tenant shall use Center’s Roofing Contractor)                 T                T
   Roof Permanent Flashing / Patching                                       T                T
   Temporary Utilities                                                      T                T
   Construction Barricade                                                   T                L
   Barricade Graphics                                                       T                L
   Waterproofing                                                            T                T


   Landlord furnished utilities are stubbed to Tenant’s premises. Refer to Landlord’s base building drawings or previous
      Tenant plans for size and approximate location of services.
   Tenant shall use the Landlord’s Blade Sign Design and provide a Landlord approved Identification Face Plate Insert.
                                                                                                                     95
                 Landlord & Tenant Responsibility Chart for Food Tenants - Block H

                                                                   Tenant             Landlord
                  Description of Work                         Furnish   Install   Furnish   Install              Comments

Structural/Building Shell
 Structural steel frame                                                             X          X
 Existing concrete slab /roof deck                                                  X          X
 Exit stairways                                                                     X          X
 Neutral Pier                                                                       X          X
 Roof insulation/roofing                                                            X          X
 Exterior windows                                               X          X
 Fireproofing-primary structural members                                            X          X      Tenant shall re-fireproof as required
 Roof penetrations                                              X          X                          For tenants work only;
                                                                                                      Tenant to contract w/ LL’s
                                                                                                      roofing contractor
 Demising Walls - Interior                                                          X          X      Metal stud framing only.

Flooring
 Concrete floor, 100 lb. live load                                                  X          X
 Carpet/hard tiles                                              X          X
 Waterproofing @kitchens/restrooms/food preparation             X          X
 Waterproofing @common areas and 5’ into storefront LL                              X          X
 Floor penetrations/cores within Tenant space                   X          X
 Firestopping                                                   X          X
 Interior stair construction within Tenant space                X          X

Storefronts
 Storefront Construction                                        X          X
 Storefront Signs                                               X          X
 Blade Sign Frame                                                                   X          X      Tenant reimbursable.
 Blade Sign Faces                                               X          X
 Awnings                                                        X          X

Interior Partitions/Walls/Ceilings
 Interior partition walls                                       X          X
 Stairway/service corridor walls – common area side only                            X          X
 Stairway/service corridor walls - gypsum board tenant side     X          X
 Exterior walls - interior side gypsum board                    X          X
 Service Door                                                                       X          X      LL to provide; Tenant to install
 Gypsum board/acoustical ceilings                               X          X
 Ceiling access panels                                          X          X
 Firestopping                                                   X          X

Mechanical Systems
 Condenser cooling water shut-off valves                                            X          X      @ all levels except 4th level
 CW Griswold Valve                                              X          X
 Water cooled AC units/pumps/controls                           X          X
 Independent Rooftop Air Handling Units – 4th Level             X          X
 Ductwork, grilles, diffusers                                   X          X
 Outside air fan ductwork stubbed to space (fan by Tenant)                          X          X      @ all levels except 4th level
 Outside air - 4th Level                                        X          X                          Through Roof
 Bathroom exhaust fan ductwork stubbed to space                                     X          X      Fan by tenant
 Kitchen grease exhaust hood ductwork                           X          X                          Fan by tenant
 Kitchen hood make up air fan ductwork                          X          X                          Fan by tenant
 Shaft to roof for ductwork (eg. Kitchen exhaust, hood                              X          X
 make-up air, etc.)



                                                                                                                                         96
                 Landlord & Tenant Responsibility Chart for Food Tenants - Block H

                                                                 Tenant             Landlord
                    Description of Work                     Furnish   Install   Furnish   Install            Comments
Plumbing Systems
 Roof drains                                                                      X          X
 Sanitary stub in/vent                                                            X          X      4 inch
 Grease interceptor stub in/vent                                                  X          X      4 inch
 Grease interceptor, installation &tie-in                     X          X
 Solids interceptor, installation & tie-in                    X          X
 Water stub in                                                                    X          X
 Water meter and tie-in                                       X          X
 Gas stub in                                                                      X          X
 Gas meter, vent and tie-in                                   X          X
 Interior rough-ins                                           X          X
 Plumbing fixtures and equipment                              X          X

Fire Protection
 Sprinkler stub in w/ control valve                                               X          X
 Sprinkler system within premises                             X          X
 Additional heads/relocated heads                             X          X
 Fire Alarm stub in w/ Fire Alarm Terminal Cabinet (FATC)                         X          X
 Fire Alarm Terminal Cabinet tie-in                           X          X
 Tamper/flow switches and tie-in                              X          X
 Fire extinguishers                                           X          X

Electrical systems
 Electrical conduit to Space w/ pullstring                                        X          X
 Conductors from Meterboard to space                          X          X
 Telephone Conduit to Space w/ pullstring                                         X          X
 Telephone wiring/service                                     X          X
 Main distribution panel breaker and Meter                    X          X
 Interior panels/service/distribution                         X          X
 Interior lighting & signage                                  X          X
 Security equipment/service                                   X          X
 Fire alarm system                                            X          X
 Electrical fixtures & equipment                              X          X
 Cable/data – wiring & service                                X          X

Vertical Transportation
 Freight Elevator                                                                 X          X
 Freight Elevator Interior Finishes                                               X          X




                                                                                                                        97

				
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