SOUTHGATE DESIGN CRITERIA

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1 SOUTHGATE DESIGN CRITERIA STREET N.W. EDMONTON, ALBERTA T6H 4M6 LEGAL DESCRIPTION LOT 4, BLOCK D, PLAN P a g e

2 Table of Contents SECTION 1 - DESIGN GOALS Introduction Codes and Bylaws Design Review Group 3 SECTION 2 STORE DESIGN CRITERIA AND TECHNICAL REQUIREMENTS General Storefronts Storefront Closure Systems Flooring Ceiling Lighting Finishes Accepted Materials within the Premises Unacceptable Materials within the Premises Signage 13 STOREFRONT TYPE KEY PLAN 16 TYPE A 17 TYPE B 18 TYPE C 19 TYPE D 20 DEMISING CAP DETAILS 21 VARYING STOREFRONT CONDITIONS 22 VARYING STOREFRONT CONDITIONS Kiosks 24 STOREFRONT TYPE KEY PLAN-FOODCOURT 28 FOODCOURT - TYPE E 29 DEMISING CAP DETAIL & VARYING STOREFRONT CONDITIONS 30 SECTION 3 FOOD COURT TENANTS- CRITERIA AND TECHNICAL REQUIREMENTS General Counters Demising Walls Ceiling Flooring Lighting Signage Menu Boards 34 SECTION 4 STRUCTURAL General 35 SECTION 5 - GENERAL PROCEDURES General Landlord's Representation and Design Review Permits Fees and Approvals Assurance of Professional Design, Documentation and Field Review Base Building Drawings for Tenant Use Tenant's Requests to Modify the Base Building Safety and Security Working at Southgate Centre 38 1 P a g e

3 SECTION 6 - DESIGN REVIEWS AND SUBMISSION REQUIREMENTS General Submission Documentation Preliminary Design Submission Final Design Submission Structural Drawing Submission (if applicable or at Landlord's request) Heating, Ventilation and Air Conditioning Drawing Submission Plumbing Drawing Submission Fire Protection, Sprinklers and Alarms Drawing Submission Electrical Drawing Submission Post Construction Submissions 42 SECTION 8 - MONITORING OF CONSTRUCTION PROJECTS General Work by Landlord's Contractors Testing of Services Roof Work Parking for Construction Workers Compliance with All Laws Plan Modifications Project Close out Requirements 51 SECTION 7 - CONSTRUCTION REGULATIONS Pre-construction requirements Construction Rules and Regulations Hours of Construction Security Regulations Project Health and Safety Temporary Services and Eleva tor Usage Protection of Existing Conditions Access to Premises and Deliveries Access to space Outside the Premises Debris Removal Storage of Material Construction Site Management Hot Work 49 2 P a g e

4 Section 1 - Design Goals 1.0 Introduction Southgate Centre is Edmonton's premier fashion centre with a large variety and selection of quality stores, abundant parking and direct access to transit systems. It is the goal of Southgate Centre to encourage Tenants and their design teams to design stores that will enhance their retailing capabilities and identities. As a result, the design criteria has been prepared to be as clear and concise as possible while allowing maximum flexibility in store design. At the same time, the Landlord is intent on maintaining the high standards of Southgate Centre as part of its market strategy; the quality and creativity of Tenant's storefronts will be diligently pursued. This booklet outlines design criteria, procedures, requirements and recommendations, which have been developed by the Landlord for the purpose of assisting the Tenant in the development of their Leased Premises. Tenants, their designers and contractors, must familiarize themselves thoroughly with the material contained in this document, so that their design and construction can proceed in a coordinated and expeditious manner. The Landlord reserves the right to amend or add to the information in this booklet at any time and the Tenant is obligated to abide by such changes upon notification thereof. Tenants who have construction work to perform are required to keep in mind that the quiet enjoyment of adjoining Tenants and the Shoppers must be maintained throughout the construction process. The Landlord requires the active cooperation and consideration of all Consultants and Contractors involved in the renovation. 1.1 Codes and Bylaws Each Tenant is responsible for obtaining all necessary permits and approvals from all authorities having jurisdiction over the work to be carried out by the Tenant or your contractors prior to the commencement of the work on site. The Principal Code Reference is the Alberta Building Code (latest edition). 1.2 Design Review Group Store designs presentations may be submitted by the Tenant Coordinator to the Landlord's Design Review Group for review or comment, which will be given on the basis of how the design and material selections presented relate to and complement the design concept of the total project. The Landlord will retain the right to waive any of the design precepts stated in this booklet, or 3 P a g e

5 introduce additional restrictions, at any time. Landlord approved drawings must be kept onsite during construction. Section 2 Store Design Criteria and Technical Requirements General 2.01 Southgate is committed, within their means, to considering and improving the impact we make on the environment everyday. To that end all tenants are encouraged to look closely at design decisions and sustainable choices in the design of their premise: -Materials/Products: Many products and materials are now designed with sustainability inherent within their manufacture. Materials that are regional, renewable and recyclable are encouraged by Southgate. The selection of materials with low V.O.C content, high recycled content and possible end use recyclability over products that do not is suggested. -Lighting: Considerable thought should be given to the appropriate light levels and types of lighting selected. While important to properly display items, many choices, such as LED with longer life spans can be a more environmentally sensitive choice, as are energy-efficient lamps, bulbs and ballasts. Other encouraged choices include but are not limited to : incandescent A lamps, R reflector lamps, MR lamps, and PAR flood and spot lamps. -Water Consumption: Low flush or high efficiency toilets that flush at 20% below normal rates, and the use of low flow faucets and high efficiency aerators is suggested -Equipment: Consideration should be given to energy saving equipment possibilities. Most kitchen equipment now comes with an Energy Star rating. As well most office equipment, computers, monitors, scanners, copiers and faxes have energy saving features. -Construction: The construction industry is a major contributor to Greenhouse gases and landfill use. Where possible in the fitup of tenant spaces it is encouraged that contractors be instructed to recycle waste materials and divert that material from landfills. Construction materials such as glues should also be assessed for V.O.C emissions. 4 P a g e

6 While not a mandatory part of this manual/criteria Southgate would like to remind all tenant s designers of important choices we make each day that affect the environment and our health. As your landlord, we have recently replaced our air-conditioning Chillers with new, energy efficient machines equipped with VFD technology (Variable Frequency Drive) and an ozone- friendly refrigerant. Our cooling towers have also been replaced with new energy efficient towers equipped with VFD technology. We are replacing all of the old inefficient fluorescent lighting in our service areas and storage rooms with more efficient T-8 fluorescent technology. Southgate Centre holds BOMA s Go Green certification in recognition of our on-going efforts in the area of sustainability and finally, all of the Ivanhoe Cambridge centres in Alberta, in partnership with ENMAX Energy of Calgary, are contributing to the continued development of alternate power generating sources by purchasing green power through the Greenmax Program. This allows our centres to claim that 25% of our electricity is Wind Generated Power. Please consider our world as you make these decisions The Landlord has consciously directed all efforts towards the strongest possible presentation of store designs. To provide an understated backdrop that will maximize the color, shape and excitement of the new stores, the expression of the base building elements have been purposely held to a practical minimum. To complement this approach, Tenants are asked to create fresh dramatic facades, stores with sparkle and originality of concept. The impact of the resulting mall environment will be a positive marketing force, which will be a benefit to all of the contributors Designers are urged to utilize a variety of plans and animations in their storefronts, to create a definite three-dimensional feel, and to avoid flat, open storefronts. The 5 P a g e

7 shape of the storefront should not emphasize the position and shape of the front lease line, which by its nature is predictable; instead, it should foster a statement of interesting shape to the mall, by the imaginative positioning of sign bulkheads, by the location and geometry of display windows, and by the subtle marrying of the mall tile with the Tenant's floor finishes at interesting and architecturally reasonable locations Tenants are obligated to review their Premises on site in detail to determine what localized conditions may pertain and to determine in conjunction with the Tenant Coordinator how they may treat or otherwise deal with such conditions Any damage to the Premises or the Building, caused by the Tenant or any of its employees, agents, visitors, contractor (s) or workmen, shall be repaired forthwith by parties designated by the Landlord at its sole discretion and at the expense of the Tenant. Encouraged Storefront Examples 2.06 The Tenant acknowledges that base building stud and drywall demising walls are not designed to support wall-mounted fixtures Tenant layouts shall not generate customer queues that cross the Lease Line or allow self serving" from the mall side of the storefront Storefronts Tenants are encouraged to create a show window design for their storefronts with a distinct entrance and large display windows. 6 P a g e

8 2.1.2 The minimum acceptable width of any storefront entrance is 6'-0" All storefront entrance doors shall occur on or behind the lease line. Swinging doors must not swing across the Tenant's Lease line. glazed window displays. Maximum transparency is encouraged while maintaining a strong storefront identity. Edges of butt joints in glazed storefronts shall be ground, polished and sealed with a clear silicone sealant Storefront design, fabrication and installation are part of the Tenant Work. Storefronts must be supported directly from the building structural system, where such support is necessary and available. The Landlord's bulkhead or ceiling framing system may not be used for such support Display pedestals or free-standing storefront elements are acceptable, providing they are within the Premises and adhere to the parameters set forth in this manual. Encouraged Storefront Examples A minimum of 85% of the storefront area shall be made transparent. Transparency can be achieved by providing a combination of open entry and butt jointed window glazing creating open views into the Tenant space, as well as the use of No surfaces or projections potentially hazardous to the Shopping Centre's pedestrian traffic and/or operational functions may be used Tenants without a rear exit will require a storefront egress door in addition to any sliding doors provided, to suit code requirements Slat wall or fixtures for hanging or displaying 7 P a g e

9 merchandise may not be used within the first 3-0 of the storefront CONTROL ZONE. An alternate form of creative display must be developed Where the Tenant's storefront soffit meets the Landlord's soffit in a flush continuing plane, the Tenant's finishes must terminate with a 1" x 1" metal channel reveal painted to harmonize with the tenants closest finish Where a column is located along the Tenant's Lease line, the Tenant must incorporate this column into their storefront design Storefront Closure Systems Sliding aluminum/glass doors or approved types of folding screens used for storefront closure must stack within approved enclosures which conceal them from view when in their open position. Door pocket closure panels to be equipped with a touch latch or a recessed lock. Door pocket closure panel must be in closed position when store closure is exposed. Approved types of folding screens are as follows: - "Futura" by Dynamic Closures Ltd. - "Elegance" by Dynaflair Corporation Canada Inc. - "Supra" by National Dagendor Manufacturing Ltd. Encouraged Storefront Examples Infill panels for folding screens to be clear. "Lexan" or similar subject to local authority approval. Ceiling tracks for folding doors must be fully recessed. The lead and trailing posts should be equipped with top and bottom locks. Surface mounted striker posts are not permissible Specifications for roll down grilles must be submitted to the Landlord for separate approval. Roll down grilles may not have solid infill panels. Grilles must be equipped with clear "Lexan" or similar infill panels only, subject to local authority approval. Roll 8 P a g e

10 down grilles must be electronically operated and when open the underside of the grille plate must be painted to complement the remainder of the storefront. All roll down grilles must have a fire alarm release on them, or wired to emergency power sources within the premises as per local code regulations Sliding, folding or overhead closures shall be complete with emergency exit man doors where required by code. The man door must come with thumb latch hardware to the inside for quick exiting Flooring allowed to be installed from the closure line to the lease line but only if the material is compatible with the mall maintenance program and only if the Landlord approves Resilient flooring materials (i.e. vinyl composition tile or sheet goods) are not acceptable within the first 3-0 of the storefront CONTROL ZONE Any transition in floor level shall not exceed 2% in slope and shall only occur at the interior side of the Tenant's closure line The Tenant is required to supply and install the same flooring material and pattern between their front lease line and storefront closure line as that installed by the Landlord in the adjacent mall area Where a storefront is open for most of the store's width on the mall, the mall flooring and pattern must be carried into the store for a minimum distance of 3'-0" from the front lease line. The Landlord may choose to reduce this dimension if associated architectural elements warrant. In some cases the Tenant's floor finish will be Encouraged Storefront Examples Expansion joints in the floor and floor preparation are to be addressed by the 9 P a g e

11 2.4 - Ceiling Tenant as part of your design and renovation plan Ceiling design shall incorporate access to all ceiling mounted Landlord and Tenant equipment requiring inspection and maintenance. The Tenant's designer in conjunction with the Landlord shall determine the required locations of access points; sizes shall, be not less than 24"x24". There shall be no combustible materials in the ceiling space The minimum ceiling height permitted within Tenant's space is 10'-0" above finished floor unless otherwise restricted by existing conditions Ceilings may be constructed of 24"x24" concealed spline acoustic tile, drywall, plaster or other materials approved by the Landlord. Suspended drywall ceilings are required in the Design Control Zone of the storefront area unless otherwise approved. Exposed grid suspended ceilings in areas visible to public view will be evaluated on an individual case basis. Expansion joints in ceilings and walls are to be addressed by the Tenant as part of the Lighting design and renovation plan A high level of incandescent and/or quartz halogen illumination within the storefront display area is to be provided Within the Premises, if floor lamps are used, Tenant's must shield these fixtures with a baffle designed to shield the lamps from the mall at an eye level height of 5'-6"; unless otherwise approved by the Landlord. The Landlord reserves the right to adjust such baffles after installation is complete Tenant lighting may be installed inside the Premises only. No light fixture may project past the Lease line No gooseneck lighting is permitted on the Tenant's storefront The Tenant shall be responsible for the installation and connection of all exit and emergency lighting in accordance with code requirements The following types of lighting will not be accepted as part of any Tenant's design for the Premises; 10 P a g e

12 2.6 Finishes - Fluorescent or neon lighting within the CONTROL ZONE, unless used as a concealed halo type illumination. - Exposed tube fluorescent or exposed H.I.D. lamps in any public or retail area. Exposed fixtures of any type of the storefront face. - Sodium or mercury vapour lamps of any type in any location All work by the Tenant within the Premises shall be completed with new materials. All materials and workmanship shall be of a uniformly high quality and performed in accordance with the very best standards of practice (in any event not less than Landlord's base building standards). Tenant must supply a design sample board of planned finishes. IE: Paint color sample, flooring, tile, cabinets, counter top finish (granite) etc The Tenant shall provide interior partitioning, painting and decorating, floor coverings, store fixtures and furnishings as accepted by the Landlord. The Landlord reserves the right to reject any Tenant proposed finish and any material, which, in the Landlord's opinion, is considered to be in aesthetic conflict with the base building finishes and/or adjacent approved Tenant finishes Shopping Centre finishes are subjected to substantial abuse and must be selected accordingly. Only high quality, durable finishes will be accepted. As examples: - Storefront bases must be of material suitable to the purpose; capable of withstanding the normal wear of floor cleaning agents and polishing machines. Rubber, vinyl, brass, chrome, wood or plastic laminates are not acceptable materials. Ceramic tile, stainless steel or brushed metal finishes are recommended. - Painted drywall, stripped, or stipple type finishes will not be allowed on the storefront face below 10'-0" A.F.F. - Millwork/casework shall meet latest AWMAC premium grade standards. Particle board construction is not acceptable; medium density fibre board shall be substituted as a minimum. - Landlord approved finish materials are to be extended along demising wall(s) and/or soffit where exposed to the common area, at the Tenant's expense. 11 P a g e

13 2.7 - Accepted Materials within the Premises Variety and creativity of storefront and Premises design is encouraged emphasizing natural materials such as wood, marble, granite, natural stones, plated, powder coated or anodized metals, stainless steel, copper, glazed or porcelain tiles, Corian or similar, plastic laminates. Encouraged Storefront Examples Unacceptable Materials within the Premises Materials listed below will not be accepted as part of the design for a storefront or Premises unless they form an integral part of the creativity of the design: - Artificial versions of stone, marble, tile, wood or other natural material - Indoor/outdoor carpet - Any material that would constitute a fire and/or public hazard, or does not meet applicable codes. - Any material that, in the Landlord's opinion, is of low quality, non-durable and/or difficult to maintain. - Fluorescent paint. - Pegboard walls or fixture systems - Metal linear ceiling systems - Security alarm tape on storefront windows. - Any material used in a manner that exposes the unfinished edge of the material when used on casework, millwork, counters, etc; - Canvas, vinyl or fabric canopies of any type. 12 P a g e

14 2.9 - Signage Imaginative designs that depart from traditional methods are encouraged All signage must be professionally designed and fabricated. Designs shall be complete prior to tender. Design-build signage arrangements will not be accepted Store signage is for the purpose of identification only, and must be limited to trade name and logo. Tag-lines, advertising or identification of product as part of storefront design is not permitted. Permanent promotional signs of any type, or registered trademark other than those owned by the Tenant, will not be permitted on the Tenant's storefront Tenants are required to install one (1) identification sign per mall elevation Internal illumination, or backlighting, edge lighting or other concealed lighting of sign lettering is a basic requirement. Nonilluminated signs will be considered on a case by case basis and are subject to approval from the Landlord Illuminated signs shall not produce a visible brightness/luminance that exceeds 250 footlamberts No exposed tubing, conduit, raceways, ballasts, transformers or other equipment shall be permitted. All fasteners shall be concealed Dimensional sign projection shall not exceed 8 as illustrated on the storefront type sketches (see pgs ). Design will be assessed on a case by case basis for size, creativity and innovation. Halo Lit Lettering Sign letters should be in scale to the storefront dimensions and should not appear to crowd the top, bottom or side of 13 P a g e

15 the bulkhead panel on which they are mounted. Layout of sign characters should produce a margin to all sides of the bulkhead panel of not less than 6". Encroachment on this neutral zone by isolated letters may be considered by the Landlord on a case by case basis The Tenant must provide access from within the Premises for the servicing of sign components Canvas, Vinyl or Fabric Canopies Are Not Permitted. Back illuminated "cabinet" or "box" signs will be considered however they will only be approved when they form an integral part of the storefront and are 3- dimensional in nature with 1 push-thru type letters Labels or other identification (including sign manufacturer's label) are not permitted on the exposed surface of signs, except those required by code. Such labels or other identification shall be in an inconspicuous location No flashing, blinking, animated or audible signs will be permitted. No advertising slogans will be permitted. The Landlord reserves the right to require the removal of any store advertising, displays, or decorating that in its sole opinion is offensive, distasteful, or in any way in conflict with the best interest of the Shopping Centre environment or the Lease Decals for credit cards and hours of operation are permitted provided the area occupied by the decals does not exceed a single location of 12 x 12 as designated on the final design submission. Suspended and Cut-out 3 Dimensional Lettering Backlit Duratrans or transparencies at the lease line will be considered providing they form an integral part of the storefront design Freestanding advertising signs are not 14 P a g e

16 permitted outside the leased premises Promotional or temporary signage must be contained within a framed glass display panel that forms an integral part of the overall store design Exposed neon tube signage is not permitted, unless approved as a trim type border design Blade signs projecting out from storefronts or demising caps into the common area will not be allowed under any circumstances. 15 P a g e

17 STOREFRONT TYPE KEY PLAN 16 P a g e

18 TYPE A ELEVATION 17 P a g e

19 TYPE B1-Sprinkler Head Condition *Storefront bulkheads with sprinkler heads will not have projected signage TYPE B 18 P a g e

20 TYPE C 19 P a g e

21 TYPE D 20 P a g e

22 ELEVATION A B C PLAN D DEMISING CAP DETAILS 21 P a g e

23 VARYING STOREFRONT CONDITIONS 22 P a g e

24 VARYING STOREFRONT CONDITIONS 23 P a g e

25 Kiosks Kiosks are intended for designated locations in the mall public space. Kiosk designs will be evaluated on a case by case basis on individual merit. The configuration will be determined by the Landlord Kiosk designs should be colourful and innovative, however high quality materials are imperative. The lowest volume, incorporating displays, storage and service areas, will be no higher than 3-6 with signage above this height being in the form of a pylon design. The second volume, from 3-6 to 7-0 off the floor, must be as open as possible, permitting non obstructed views through it. No display, accessory or other object should be located in this area, neither should there be any movable displays or supports installed on the counters. The uppermost volume will be used exclusively for lighting and signage supports. It will be from 7-0 to 9-0 off the floor. Light structures and vertical supports will be minimized Kiosk designs shall maintain a minimum of 11'-0" clear to all other tenant lines or floor openings Tenant must supply a design sample board of planned finishes. IE: Paint color sample, flooring, tile, cabinets, counter top finish (granite) etc... All exposed materials must be solid, easy to clean, durable and of high quality. They should integrate well and reflect the highend look of the shopping center. Prohibited materials: include wallpaper, vinyl, fabric, unfinished metal, painted gypsum, faux-finish paint treatments and acrylic less than 1/8 thick. Any use of mirror must be approved by the Landlord. Acceptable materials: transparent glass, hardwood types are recommended, solid wood, wood veneer, plastic laminate (with protected edges), coloured anodized metal, metal with a baked enamel finish, marble, granite, travertine, slate and ceramic tiles. The Center s floor finish must be protected at all times; no attachment to the floor or alteration of the floor may be made without first receiving the approval of the Center s representative Landlord approved drawings must be kept onsite during construction. 24 P a g e

26 Lighting- The Center s general lighting ensures an adequate level of luminosity for commercial operation of the kiosk. Supplementary lighting will be needed for highlighting merchandise, service areas and the kiosk s signage; directional lighting fixtures attached to vertical supports are preferred. The following types of lighting will not be allowed: - Fluorescent lighting - Neon tubes - Lighting directed toward the Center s ceiling or installed in Mall ceiling as downlighting - Twinkling or moving lights - A panel with an animated message - Lighting fixtures in which the bulb or the lens gives off coloured light. - Fixtures that project on the floor or other surfaces Showcases- One or more showcases may be up to 6-0 in height. These tall showcases should not exceed 12.5% of the leased area. The upper part of display windows, from 4-0 to 6-0 in height, must not be more than 25% opaque (considering their structure and the content of the display) on both sides. Shelves must be made of glass or some other transparent material. Showcases in the uppermost volume- Structures for the suspension of lighting and signage must be no more than 20% opaque on the two principal faces of the kiosk. Attaching elements to the walls, ceilings or floors is not allowed. Outside dimensions of the upper part, including signs and lighting fixtures, must not exceed the area of the leased space for the kiosk Installation- Work installing the kiosk and elements inside the kiosk will be executed outside of the Center s business hours, and the work will be coordinated with the Landlord. 25 P a g e

27 26 P a g e

28 27 P a g e

29 STOREFRONT TYPE KEY PLAN-FOODCOURT 28 P a g e

30 FOODCOURT - TYPE E 29 P a g e

31 30 P a g e DEMISING CAP DETAIL & VARYING STOREFRONT CONDITIONS

32 Section 3 Food Court Tenants- Criteria and Technical Requirements General The design and finishes provided by the Landlord in this area identify the group of stores as separate from the general retail units. The intention is to formalize the storefront elements, which repeat from store to store, to establish a distinct and recognizable design character The Food Court Storefront Condition Type sketches, which precede, show special conditions which apply to the fast food tenancies. Tenants are required to adjust their "typical" storefront designs to conform to the information shown Tenants are required to install gas meters The Tenant's Design Layout and equipment layout is not to allow "self-serving" from the mall side of the storefront All openings, supports, curbs and other construction work affecting roof will not be permitted Garbage compaction or refrigeration equipment must be installed in the Premises by the Tenant if required by applicable governing laws, codes and/or regulations Staff lockers, if required by Building or Health Department, must be provided by Tenant within Tenant's leased premises Tenants must create design concepts that reflect the flavor of the type of cuisine served. Concepts must be comprehensive and all elements of the front service area must be designed to fit within a strong design scheme. The Landlord shall review each design proposal on a case by case basis to ensure quality designs are implemented. Encouraged Storefront Examples 31 P a g e

33 3.1 - Counters Storefront counters must not exceed a height of 3'-0" Refrigerated equipment or sneeze guards may not exceed a height of 4'-6" Storefront counter tops must be fabricated with only the most durable materials preferably in stone, "Corian" or equivalent or stainless steel in order to withstand the heavy usage typical to this type of operation The base of the front counter must be of a durable material that is easy to clean and will be subjected to the Landlord's cleaning machines. Shiny surfaces such as chrome, brass, polished tile or glass will not be permitted Sneeze guards must be installed to protect food from the public and they must be illuminated Plastic laminates may only be used as storefront facing materials if the detailing is such that joints between adjacent panels of the material are concealed in an acceptable manner; exposed butt joints are not acceptable Demising Walls Demising walls will be of drywall type construction, built by the Landlord. Tenants must finish their demising walls up to the Landlord's demising cap. Refer to the Demising Cap detail Ceiling Food Use Tenants must have drywall ceilings at the front serving area. No alternate will be allowed Lay in acoustic tile that meets health authority requirements may be utilized in the concealed preparation areas If the Tenant must install a ventilation hood in their front service area, it must play an integral part of the operation of the food preparation. The hood must be located within the Lease line. All ventilation hoods visible to the public must be treated in a decorative manner and integrated into the overall design Flooring Food use Tenants must waterproof the floor 32 P a g e

34 of the premise prior to installing any final finishes. The waterproofing must be a urethane membrane type coating that continues up the walls a minimum of four inches. Anti-slip coatings or a final floor finish may be applied over the membrane. Recommended products are Duochem or Qualideck The floor between the Lease line and the Tenant's front counter, if not at the same location, must be finished with the mall floor finish Lighting No lighting may project beyond the Lease line The Tenant is responsible for all lighting within the entire demised premises. The Landlord does not supply lighting of storefronts. General mall illumination will not provide adequate lighting for storefront merchandise Lighting in the front service area is to be quartz halogen or incandescent to a minimum level of 250 Lux. Fluorescent lighting and sodium lighting is not permitted Lighting shall be glare free type fixtures. There shall be no direct glare from the store to the food court public circulation areas Sneeze guards must be illuminated. The lighting source should be concealed from view All fluorescent lighting must be kept out of front service area Signage Signage is an integral part of the Tenant's design concept. The Tenant will be required to engage the services of a professional graphic designer to develop their signage and menu board concept and graphics. Creativity and uniqueness will be required All signs and logos must receive written approval from the Landlord prior to fabrication The main sign must be installed on the Landlord's provided bulkhead within the Signage Zone indicated on the drawings in Section 3 pg.23 of this manual. 33 P a g e

35 3.6.4 No "Box" signs will be permitted unless they form an integral part of the overall design concept and are 3-dimensional in nature with 1 push-thru type letters. They will be diligently reviewed on a case by case basis. enhances their image. Three-dimensional elements are encouraged to enhance the menu designs. Tenants are encouraged to use a variety of materials and colors to create interesting menus Absolutely no temporary promotional signs will be permitted in the service area apart from the Menu Zone. Should the Tenant wish to incorporate special promotional boards, that can be changed from time to time, they must form an integral part of the overall menu design. Encouraged Examples of Storefront Signage Menu Boards Menus must be creative and form an integral part of the overall design concept Menu lettering must be legible incorporating clear category titles and pricing. Graphic images must be combined with text to create dynamic menus No basic "Box" type menus will be permitted unless they form an integral part of the overall design concept and are enhanced by a design detail that Encouraged Examples of Menu Boards 34 P a g e

36 Section 4 Structural General The Tenant and its contractor(s) shall not impose a greater load on any concrete floor than the design live load of 4.8Lpa / 100 lbs per sq.ft. Uniformly distributed or point loads approved in writing by the Landlord's structural consultant. No unusual loads may be suspended from the underside of the roof structure without Landlord's structural consultant's prior written approval. The consultant's fees for these reviews are at the Tenant's expense No electrical wiring or conduit will be permitted through or under the main floor slab without written approval by the Landlord. Section 5 - General Procedures General It is the responsibility of the Tenant and its contractor to obtain and become familiar with Landlord's guidelines and requirement as embodied in the Lease and in particular Exhibit C thereof, the Outline Drawings and the Tenant Design Criteria Manual (TDCM) prior to commencement of the Tenant's Work. The Landlord reserves the right to amend or add to the information in this booklet at any time and from time to time and the Tenant is obligated to abide by such changes upon notification thereof. In case of discrepancy between the TDCM and the Lease, the Lease shall take precedence and shall apply Landlord's Representation and Design Review Questions and comments regarding the TDCM and related procedures throughout the design and construction period, and all Tenant submissions, shall be directed to the Landlord as indicated below: Tenant Coordinator, Western Region Macleod Trail South, Suite 750 Calgary, Alberta, Canada, T2J 6A5 Office: The Landlord will review each design submission on individual merit and in the context of neighboring premises and reserves the right to require changes to, or reject elements of, the design. 35 P a g e

37 5.2 -Permits Fees and Approvals Building code requirements, permitting and approval processes are administered by the City of Edmonton, Province of Alberta. Design approvals are administered through the Tenant Coordinator's office listed above Following the design approvals indicated above, the Tenant shall obtain a Building Permit from the City of Edmonton at address in Appendix. Note that approval by the Landlord does not imply or constitute approval from the Municipality Tenants are responsible for obtaining all permits, paying all fees and obtaining all required approvals. Construction shall not commence until the above noted approvals and permits are secured and satisfactory evidence of same has been providing to the Landlord Assurance of Professional Design, Documentation and Field Review Tenants are required to employ competent professionals in the fields of design, engineering and contracting relative to their development work throughout the design, documentation and field review/construction stages of the work. The firms or individuals nominated by the Tenant to direct these functions will be subject to the approval of the Landlord. Practitioners whose work is unfamiliar to the Landlord may be asked to submit examples of recent work for consideration as part of the approval process Design professionals shall be registered to practice in the Province of Alberta Where Tenants elect to retain engineers other than the Landlord's base building Consultants, the engineering drawings will be subject to review by the Landlord's consultants and the cost of this review will be borne by the Tenant Contract documents and "as-built" shall be signed and sealed by the appropriate consultant or contractor Base Building Drawings for Tenant Use The Landlord will provide one (1) set of the following documents, in imperial scale, for the Tenant's information, either by hard copy, or electronically if available, at the Landlord's sole option. In the case of "as- 36 P a g e

38 built" documents, the Landlord will make available the best information at its disposal, but does not warrant the accuracy of same; the Tenant shall be responsible for verification of existing conditions. - Key Plan showing the location of the Tenant's Premises in the building - Architectural floor Plan and, if applicable, Reflected Ceiling Plan of the Premises. - Mechanical, Electrical, Plumbing and Sprinkler Plans of the Premises if available. - Demising cap and bulkhead details - Such sections, elevations and additional details that the Landlord believes to be applicable to the Premises Tenant's Requests to Modify the Base Building If Tenant requirement for any of the base building elements or services supplied by the Landlord exceed the standards or capacitates outlined in the Lease and this manual, the Tenant may apply to the Landlord for the upgrading of such elements or services. The Landlord will review the application received and may, at its sole discretion, agree to the upgrade If the Landlord agrees, the Landlord may at its sole discretion, either: - Supply a quotation to the Tenant for the Landlord to do such upgrade work, for the Tenant's agreement and authorization. Such quotation shall include all related costs, including those of the Landlord's consultants, plus 15% for Landlord coordination, supervision and administration. OR - Authorize the Tenant to proceed with the work under Landlord supervision. In this case the Tenant shall agree to compensate the Landlord for its supervision and administrative costs including those of the Landlord's Consultants Base building modifications require a Work Authorization Form prepared and issued by the Landlord, and signed and submitted by the Tenant prior to commencement of the affected work Costs authorized by the Tenant, under the Work Authorization Form, including standard back charges, shall be paid by 37 P a g e

39 the Tenant directly to the Landlord, under the terms of "Exhibit C" of the Lease Safety and Security The Tenant and its contractors have sole and complete responsibility for safety on the project. The Tenant shall designate a Safety Representative during the entire construction period. The Tenant and its contractors shall comply with all health and safety requirement or standards in effect in the Province of Alberta, and Worker's Compensation Board Standards Fire protection shall comply with all fire regulations in effect under applicable Province of Alberta, codes or Acts and in accordance with the requirements of the local fire department Security of the Tenant's Premises during the Tenant's Finishing Period shall be the responsibility of the Tenant, who shall take all necessary steps to secure the Premises. The Landlord shall have no liability for any loss or damage including theft of building materials, tools equipment, supplies, fixtures or stock Working at Southgate Centre The Tenant's representatives, design team and contractor shall recognize that their Work is being conducted in an operating Shopping Centre and are required to bear this in mind when scheduling and directing their work. The Landlord requires the active cooperation and consideration of all concerned, so that interference with the business of operating merchants is kept to a minimum. The Landlord reserves the right to stop the Tenant's Work at any time, for any reason the Landlord deems necessary to maintain the operation, standards or requirements of the Shopping Centre, and will not be responsible for any resulting schedule or cost impacts on the Tenant's work If the Tenant, its consultants and/or its contractor(s) require access to a space not currently being utilized or operated by the same Tenant, prior approval must be obtained for access to that space. The Tenant must request, from the Landlord or its designated representative, access to the space a minimum of 48 hours prior to the desired time of access. 38 P a g e

40 Section 6 - Design Reviews and Submission Requirements General The landlord will review each design submission on individual merit and in the context of neighboring Premises, and reserves the right to require changes to, or reject elements of the design in whole or part Further, the landlord at its sole option may waive any of the design percepts stated in this manual or introduce additional restrictions at any time and from time to time The Tenant shall be responsible for reviewing, understanding and implementing, as part of their design, all codes and regulations applicable to the work. Review of the Tenant's documents by the Landlord does not include code compliance and does not relieve the Tenant of responsibilities to satisfy all applicable regulations. These regulations include, but are not limited to the Alberta Building Code (latest edition) Tenant documentation prescribed in the following paragraphs shall for all submissions be provided in Imperial Scale at the following scales: - Key plans - Floor plans, reflected ceiling plans, merchandising plans, interior elevations, sections and related details; 1/4"=1'-0" min. - Storefronts, signage, logos and lettering, in elevation, section and detail: ½"=1'-0" - Material samples and renderings on standard 8 ½" x 11" boards All submissions shall be submitted electronically as a pdf file. Additionally the Landlord may request 4 sets of blacklines or photocopies. All material samples and renderings shall be submitted All final submissions shall be signed and sealed by the architect (if required by the jurisdiction having local authority) and engineer(s) of record. 39 P a g e

41 6.1 - Submission Documentation Preliminary Design Submission Preliminary Design Submissions are required for new store concepts that are not part of national roll-out programs. In the event that the Tenant has a photograph of a similar storefront that is at another location, the Landlord requires that the Tenant submit a photograph for the Landlords review. The following indicates the minimum requirements of the Preliminary Design Submission. - Key Plan showing the location of the Premises within the Shopping Centre. - Proposed Merchandising Plan / Floor Plan showing fixture layout and product displays. - Proposed reflected Ceiling Plan - Coloured perspective of proposed store design complete with signage as viewed from the customer perspective at the mall or photograph of a store already built in another location. - Sample board of proposed materials, colour, finishes, fixtures and furnishings. Colour photos of fixtures and furnishings are acceptable; however actual physical samples of materials and finishes are required. - Key mechanical, electrical and telecommunications systems proposed Final Design Submission This submission is a requirement for all Tenants. The following indicates the minimum requirements of the Tenant's Final Design Submission. - Floor Plan(s) indication closure locations of partitions and type of construction, placement of fixtures, furnishings, floor patterns, material selections and washroom location. - Reflective ceiling plan(s) showing ceiling materials, various heights, and coordinated locations of all light fixtures, diffusers, grilles and sprinkler heads. - Storefront Elevations, Interior Elevations and all Sections and Details required for construction. - Signage shop drawings. - Specifications, interior finish and colour schedules. - Confirmed fixture cuts of all lighting, closure grilles, HVAC and plumbing fixtures including manufacturers name, catalogue number, catalogue cut lamp types, mounting and custom designs. - Board of materials, finishes and colours if 40 P a g e

42 revised from previously approved Preliminary Design Submission. - Temporary Construction Barrier plans and details Structural Drawing Submission (if applicable or at Landlord's request) - Drawings identifying means of seismic restraint for all code required applications. - Drawing and specifications for elements of fixturing or construction applying atypical point loads to the base building structure. - Drawings indicating size and location of all intended floor or roof penetrations. - Design calculations and confirmation of acceptable loads Heating, Ventilation and Air Conditioning Drawing Submission - Floor plan, fan coil or VAV units, duct layout, size and manufacturer of grilles and diffusers, thermostats where applicable. - Specifications and fixture cuts. - Heat gain / loss calculations. - Venting, make-up air requirements Plumbing Drawing Submission - Floor plan of services. - Specifications and fixture cuts. - Venting requirements. - Riser diagrams Fire Protection, Sprinklers and Alarms Drawing Submission - Sprinkler distribution changes, head layout and hydraulic calculations (if applicable). - Fire extinguisher locations. - Break glass pull stations and fire alarm wiring. - All other life safety devices complete with system tie-in and interlock information Electrical Drawing Submission - Floor plan showing electrical requirements. Include single line distribution diagram; - Fixture schedule showing quality and watts for each fixture; - Special lighting, i.e. signs, logo, etc; - Specifications of fixtures; - Total electrical demand and connected 41 P a g e

43 loads, service location and size of transformer (if applicable) - Completed table of electrical loads. - Security systems (if applicable) - EVAC speakers, break glass pull stations and fire alarm wiring Post Construction Submissions The following items are to be submitted post construction: - As Built (electronic submission in Autocad or pdf for improvements and signage made by Tenant for the Premises; - Certificate of Occupancy or/and other documentation issued by governing authorities certifying Tenant is cleared to open for business; - Air balance reports; - A statement certified by the Tenant detailing the improvement costs for the Premises; - A 1 year guarantee from Tenants contractor on workmanship, materials, and equipment incorporated into the Premises; and - Waivers of liens and sworn statements, or satisfactory substitutes for same, in such form as may be required by Landlord, from all contractors, subcontractors and other persons performing labor and/or supplying materials in connection with such work showing that all of said persons have been compensated in full. Section 7 - Construction Regulations Pre-construction requirements Following the design approval process there are several mandatory requirements prior to commencement of construction. These requirements are listed below: A pre-construction meeting must be scheduled through the Landlord or its designated representatives. Those present at this meeting should be the Tenant, the Tenant's contractor and job site superintendent, Landlords staff and / or their designated representatives. Shopping Centre procedures, rules and regulations for construction will be reviewed. In addition, any logistical items will be reviewed (security, delivery, trash removal, etc). The 24 hour phone or pager numbers of the Tenant's representatives shall be provided to the Landlord. A joint inspection of the premises will form part of this meeting. The following submissions shall be made at the pre-construction meeting; 42 P a g e

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