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Exhibit D <br />ATTY/AGR/2025/AMEND NO.2 – YMCA MASTER PROJECT AGREEMENT <br />REV: 07-17-25 VR <br />harmless from and against any and all claims, damages and liabilities with respect to any such <br />contamination of the YMCA Site or Non-Exclusive Common Area occurring following the <br />Commencement Date. Tenant will immediately notify Landlord if Tenant becomes aware that any <br />release of hazardous substances has come to be located in, on, under or about the YMCA Site or <br />Non-Exclusive Common Area at any time during the Term. <br />(b) Non-Exclusive Common Area. Landlord and Tenant shall maintain the Non- <br />Exclusive Common Area and the improvements thereon pursuant to a future separate Common Area <br />Maintenance Agreement which shall be consistent with the terms and conditions contained in the <br />Common Area Maintenance and Operating Provisions, attached hereto as Attachment 6 and <br />incorporated herein by reference. <br />14. Facility Operations. Upon completion of the Phase 1 and Phase 2 Improvements at <br />the Project Site, in order to minimize overlap in facility programming at the Property, Landlord and <br />Tenant agree to follow those certain operating provisions set forth in the Common Area Maintenance <br />and Operating Provisions, Attachment 6, and include such provisions in a future separate agreement <br />(the “Operating Agreement of the New YMCA”), which may be amended in writing, from time to <br />time, as the Parties deem reasonably appropriate. <br />15. Damage or Destruction. <br />(a) Restoration; Early in Term. The provisions of this Section 15 shall govern the <br />rights of the Parties in the event of any full or partial destruction of the New YMCA. Tenant hereby <br />waives the provisions of Civil Code Section 1932(2) and Civil Code Section 1933(4) with respect to <br />any destruction of the New YMCA. If, during the first ten (10) years of the initial Term (i.e., before <br />the tenth (10th) anniversary of the Commencement Date), the improvements located on the YMCA <br />Site are totally or partially destroyed from any cause, this Lease shall not terminate and Tenant shall <br />have the option either (i) to construct a new facility consistent with the YMCA-SV’s then-current <br />prototypical building or (ii) to restore the destroyed improvements to substantially the same condition <br />as they were in immediately before destruction subject, in either case, to then applicable <br />Governmental Requirements and Tenant retaining all insurance proceeds payable as a result of such <br />damage or destruction. The work of repair and restoration shall be commenced by Tenant as soon as <br />reasonably possible, but in no event later than One Hundred Eighty (180) days after the damage or <br />destruction. Tenant shall diligently prosecute such work to completion no later than two (2) years <br />from the date the work is commenced. If the work will constitute major construction (which means <br />any work by which the major structural components of Tenant’s building or the exterior appearance <br />or configuration of Tenant’s improvements will be altered), then Tenant shall comply with all then- <br />applicable City, federal or state rules, standards and regulations (“Governmental Requirements”) <br />for new construction. Rent shall not abate in case of damage or destruction which is to be repaired <br />by Tenant. <br />(b) Later in Term. Notwithstanding any other provision to the contrary in this <br />Lease, if improvements within the New YMCA are damaged or destroyed at any time after the tenth <br />(10th) anniversary of the Commencement Date to the extent of Thirty-Three percent (33%) or more <br />Page 8 of 50