Rev. 7/15/15

CARLSBAD PREMIUM OUTLETS

Tenant Handbook

Table of Contents

1. GENERAL PROJECT INFORMATION

· Project Fact Sheet

· Important Telephone Numbers

· Directions

2. ACCOMMODATIONS

· Lodging for Carlsbad Area

3. TENANT IMPROVEMENT INFORMATION

· Tenant Improvement Construction Information

· Food Tenant Design Requirements

· Barricade Specifications

· Temporary Tenants/Sign Criteria

4. SIGN CRITERIA/STOREFRONT CRITERIA

· Sign Criteria– see the separate ‘Tenant Sign Criteria’ document available on simon.com website.

· Storefront Criteria – see the separate ‘Storefront criteria’ document available on simon.com website.

You can review the center's Tenant Handbook and Construction Rules, Tenant Sign Criteria and Storefront Criteria by logging onto www.simon.com. Once you reach the site, click the “Businesses” tab, then click on the “Leasing and Property Information” tab in the middle of the screen and then enter the property name in the “Search for a Simon Property” area.


PROJECT FACT SHEET

Carlsbad Premium Outlets

LANDLORD: Simon Property Group

60 Columbia Road

Bldg. B, 3rd Floor

Morristown, NJ 07960

PHONE: (973) 228-6111

FAX: (973) 228-4746

CENTER Carlsbad Premium Outlets, LLC

MANAGEMENT OFFICE: 5620 Paseo Del Norte, Suite #100C

Carlsbad, CA 92008

PHONE: (760) 804-9000

FAX: (760) 804-9044

(Project is in City of Carlsbad

within the County of San Diego)


IMPORTANT TELEPHONE NUMBERS

Carlsbad Premium Outlets

BUSINESS LICENSE, City of Carlsbad (760) 434-2882

CHAMBER OF COMMERCE (760) 931-8400

CITY CLERK, CITY OF CARLSBAD (760) 434-2808

CITY OF CARLSBAD, BUILDING PERMIT (760) 438-1161

ENVIRONMENTAL HEALTH SERVICES (760) 471-0730

EMERGENCY/SHERIFF/AMBULANCE/POLICE 911

FEDERAL EXPRESS (800) 238-5355

FIIRE DEPARTMENT (NON-EMERGENCY) (760) 931-2141

HOSPITAL – Scripps Memorial (760) 753-6501

POST OFFICE (760) 729-2456

POLICE (NON-EMERGENCY) (760) 931-2197

UNITED PARCEL SERVICE (800) 742-5877

Directions To

Carlsbad Premium Outlets

From ORANGE COUNTY to Carlsbad Premium Outlets:

1. Start out going SOUTHWEST on NEWPORT BLVD toward FAIR DR.

2. Turn LEFT onto FAIR DR.

3. Turn LEFT onto NEWPORT BLVD.

4. Merge onto CA-55 N via the ramp on the LEFT.

5. Take the CA-73 exit, EXIT 5A, toward SAN DIEGO.

6. Merge onto CA-73 S toward SAN DIEGO VIA TOLL RD (Portions toll).

7. Merge onto I-5 S.

8. Take the CANNON RD exit, EXIT 48.

9. Turn LEFT onto CANNON RD.

10. Turn RIGHT onto PASEO DEL NORTE.

11. 5620 PASEO DEL NORTE #100C is on the LEFT.

From LOS ANGELES AIRPORT to Carlsbad Premium Outlets:

1. Start out going EAST on WORLD WAY/CENTER WAY.

2. Merge onto S SEPULVEDA BLVD/CA-1 S toward I-105.

3. Take the IMPERIAL HWY WEST/I-105 E ramp toward IMPERIAL TERMINAL.

4. Merge onto I-105 E toward NORWALK.

5. Merge onto I-405 S toward LONG BEACH.

6. Merge onto CA-73 S toward SAN DIEGO (Portions toll).

7. Merge onto I-5 S.

8. Take the CANNON RD exit, EXIT 48.

9. Turn LEFT onto CANNON RD.

10. Turn RIGHT onto PASEO DEL NORTE.

11. 5620 PASEO DEL NORTE #100C is on the LEFT.


LODGING IN CARLSBAD AREA

Carlsbad Premium Outlets

CARLSBAD BY THE SEA RESORT (800) 266-7880

850 Palomar Airport Road, Calrsbad

Across the street from shopping center

CARLSBAD INN BEACH RESORT (760) 434-7020

3075 Carlsbad Blvd, Carlsbad

HYATT PLACE (888) 492-8847

2645 South Melrose Drive, Vista/Carlsbad

Mention Premium Outlets for special extended rate

LA QUINTA INN (760) 438-2828

760 Maxadamia Drive, Vista/Carlsbad

SHERATON CARLSBAD RESORT & SPA (760) 827-2400

5480 Grand Pacific Drive, Carlsbad

TOWNEPLACE SUITES BY MARRIOT ®

(760) 216-6010

2201 South Melrose Drive, Vista, CA 92081


Tenant Improvement Construction Information

CARLSBAD PREMIUM OUTLETS

1. Please provide Landlord with one (1) set of bond prints, and an electronic file for the plan review/approval process. An Adobe Acrobat (pdf) will be acceptable, or TIF files. Email the electronic file(s) directly to the Tenant Manager. Please allow 5-10 working days for Landlord review.

2. Please note that Tenant is required to provide Landlord with one set of as-built tenant improvement drawings on cd (including any plan check corrections or engineered plans) upon completion of the store construction.

3. All tenant contractors must provide Landlord with an original signed copy of the Construction Rules (see following). The tenant contractor obtaining the tenant improvement permit is the contractor responsible for submitting all required information and certificates of insurance to the Landlord.

4. Due to structural engineering design of the roof system, Tenants and/or their contractors cannot attach to or construct anything on the bottom of the roof trusses unless approved by Landlord.

5. Prior to designing its tenant improvement plans, Tenants must verify all applicable State of California and Building and Fire Codes. Verify the applicable California Fire Sprinkler Code and "Hazard level" classification for Tenant's merchandise, and Tenant's intended stockroom shelving design. Tenants are responsible for all changes to the existing fire sprinkler system, including any upgrades required to increase fire sprinkler coverage. Verify intended stockroom shelving design and seismic calculations related to California Building Code. Tenants are advised to consult with their California licensed architect on the local jurisdiction requirements and on all building code issues.

ASBESTOS!!

The local City, County, State of California or other local jurisdiction may require incoming Tenants to provide an asbestos survey as part of Tenant’s building permit submittal package. As this asbestos survey would be a requirement for Tenant to obtain its TI permit, said survey is Tenant’s responsibility. Tenant should contact Tenant Manager immediately if any asbestos material is discovered during its survey.

6. The addresses for Carlsbad Premium Outlets are as follows:

5600 Paseo Del Norte, Suite #A____, Carlsbad CA 92008

5610 Paseo Del Norte, Suite #B____, Carlsbad CA 92008

5620 Paseo Del Norte, Suite #C____, Carlsbad CA 92008

5630 Paseo Del Norte, Suite #D____, Carlsbad CA 92008


Tenant Improvement Construction Information

Carlsbad Premium Outlets

Please use your individual suite number for deliveries. DO NOT have deliveries of store supplies or your tenant improvement construction materials made prior to your store turnover date. A representative of your company must be onsite to receive any deliveries for your store. The Landlord cannot accept any deliveries for your store. No provision has been made for on-site storage until your suite is ready for turnover.

7. Tenants and their contractors will be responsible for removal of all construction and store set up debris generated during tenant improvement construction. This includes all debris from store fixtures and initial merchandise deliveries. A trash bin must be ordered from landlord required waste hauler (Please see Utilities page), and location of bin must be approved by the General Manager prior to drop-off.

8. Tenants are to order their utility services (electricity, gas and telephone) to begin on their turnover date or their construction start date, whichever is the earlier. See utility company listing in this handbook.

8. Tenant shall make application for electrical service in Tenant’s name prior to start of Tenant’s work. If permanent electrical meters are not installed prior to start of tenant improvement construction, Tenant’s electrical contractor shall be responsible to provide temporary power and lighting for the Demised Premises, per code, with ground fault protection. Upon completion of the permanent system of electrical power furnished by the Landlord, Tenant’s contractor may utilize the permanent power from the Tenant’s panelboard. Electrical usage charges are the responsibility of the Tenant starting on the day the keys are picked up or work is started in the Demised Premises by Tenant.

9. All Tenants must provide regular maintenance of their HVAC system. Each Tenant is to provide a copy of their maintenance contract to the General Manager within one (1) month of their turnover date.

10. Protection for the HVAC unit(s) (construction filter) must be in place prior to the start of Tenant’s construction. The HVAC unit must also be cleaned when tenant construction is complete. This is the responsibility of Tenant, NOT the Landlord. If painting ceiling, HVAC unit must be off – not running.

11. Relocation of thermostat controls shall be at the Tenant’s expense and any repairs or failed installations resulting from incomplete or inadequate relocation shall be the Tenant’s responsibility.

13. KIOSK STRUCTURE CHANGES: Tenants are to submit preliminary design drawings ONLY and should not commence working drawings until the design is approved by Landlord.

14. A one-hour, fire rated exit corridor is typically required per current State of California and Building and Fire Codes if the sales area of your space is larger than 1500 square feet. The width of fire corridor must be adequate to meet ADA code requirements. Tenants are advised to consult with their California licensed architect on this and all building code issues.

Tenant Improvement Construction Information

Carlsbad Premium Outlets

15. The City of Carlsbad requires a building permit for all tenant improvement construction. Your architect or contractor will need to bring three (3) complete sets of tenant improvement plans to the City of Carlsbad Building Department, 1635 Faraday Avenue, Carlsbad, CA 92009 (760) 602-2700. It is important to note that the City of Carlsbad WILL NOT accept your plans if there are any drawings pending. Also, you will need to

bring a completed permit application, (make sure the contact person is the one responsible for corrections and changes), plan check fee and application for Disabled Access Unreasonable Hardship Exception (if applicable). You will need to allow at least three (3) weeks for the plan check and permit issuance of your tenant improvement plans.

16. Your tenant improvement plans must be stamped and signed by an architect licensed in the State of California prior to applying for a building permit. EsGil Corporation performs the tenant plan check process in Carlsbad. All initial applications must be submitted to the City of Carlsbad Building Department for distribution to all City and County Departments as well as EsGil. Corrected plans may be resubmitted directly to EsGil, but it is important to note that those plans will not be reviewed by the City Departments again until after EsGil completes their review. EsGil’s address is 9320 Chesapeake Drive, Suite 208, San Diego CA 92123 (619) 560-1468. The City strongly suggests that all plans be processed in one of two ways:

a.) Submit all corrected plans through the City (three sets each time), so the City can route them to all related departments (or)

b.) Submit directly to the Building Department and EsGil concurrently by delivering one set directly to EsGil (saves transit time), and two sets to the Building Department.

If you or your architect has any questions, please contact the City of Carlsbad Building Department. A list of architects is included in this section.

17. All contractors and their sub-contractors performing work within your store must have a valid State of California Contractors License. Applications for said license can be obtained from the State of California Contractors License Board, 9835 Goethe Road, Sacramento, CA 95826. The phone number is (800) 321-2752. A list of several tenant improvement contractors is included in this section.

18. A Business License will be required for all Tenants, Architects, Engineers, Contractors, and their Subcontractors working in the city. The City of Carlsbad issues the business license; the business license department telephone number is (760) 434-2882. Please call them to request the type and cost of your business license. The City of Carlsbad Building Department requires each tenant contractor to provide a list of all sub-contractors working in that store and their business license numbers. The city requires this form to be completed prior to issuance of tenant's certificate of occupancy and before the store opens.

Tenant Improvement Construction Information

Carlsbad Premium Outlets

19. Burglar Alarms/Perimeter Intrusion Security Devices – All such devices must be approved by the Landlord prior to installation, including application of “riot glass” or any type of film to doors and/or windows. No exterior alarms, strobe lights or other enunciator devices may be mounted on storefronts. Due to potential interference with the Center’s fire alarm system, “Smoke Cloak” or similar systems which generate smoke, are prohibited. Application of any decals to storefronts referencing security protection must be done in compliance with Premium Outlet’s Storefront Criteria.

20. Visitor Name Badges - No contractor is allowed on our property without wearing a visitor badge. A contractor may pick up badges for his entire crew at the mall office. These badges self destruct within 24 hours, thus every day you must get new ones. Everyone working in the suite must wear a badge. If security sees an expired badge, you will be asked to obtain a new one at the office before any other work can be performed.

Tenant Improvement Construction Information

Carlsbad Premium Outlets

Food Tenant Design Requirements

Below is the minumum design requirements that must be used by ALL Food and Food Court Tenants for all kitchen prep area’s.

This requirement is to prevent any mositure or dampness penetrating the demising wall(s) that can lead to damage to the food space and/or adjoining spaces.

Demising and/or concrete walls:

1. Demising walls must be moisture resistant gypsum board w/ Sporgard™ (National Gypsum) on metal studs. Other wall options acceptable by landlord would be Hardibacker prior to installing wall finishes or Ultracode drywall, by USG.

All concrete walls, rear or demising, must be furred out with the above specs, no exceptions.

2. Install water proof membrane a minumum of 24” above floor.

3. FRP applied to all walls to a minumum height or 48” above wall base tile, and caulked with a silicone sealant.

4. Metal or PVC corner guard must be applied to all corners and caulked with a silicone sealant.

Flooring area:

1. Floor tile and flooring base installed must be sealed. This application should be re-applied semi-annually.

2. Floor drains must be installed in any food preparation area that require cleaning methods of hosing or washing walls. It is the tenant responsibility to make certain that all flooring is sloped for proper drainage to the floor drain(s).

Tile/Grout: Must have Durock and /or equal applied to studs.

CARLSBAD PREMIUM OUTLETS

Temporary Tenants

IF CONSTRUCTION WILL BE PERFORMED:

· Submittal of plans to Landlord required.

· Submittal of plans to Building Department.

· Business License required.

· Signage & Permit required.

· Construction Permit required.

· Length of time to acquire construction permit: 2-3 weeks.

ASSUMING NO CONSTRUCTION:

· No Construction Permit required.

· Business License required.

· Signage & Permit required.

· Tenant must notify Landlord by sending a letter on company letterhead to the Tenant Manager stating that there will be no work performed before keys will be released.

PLEASE NOTE: If there is work being done by the Tenant, but it is minor and the local authority does not require a building permit, then a letter from that authority on their letterhead must be received by the Tenant Manager before keys will be released.