Miscellaneous: ELITE AUDIO SYSTEMS, INC. VS. DSEGNARE, LLC ET AL

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                                SUPERIOR COURT OF CALIFORNIA
COUNTY OF SAN FRANCISCO

Document Scanning Lead Sheet
Feb-20-2015 2:33 pm

Case Number: CGC-15-544270
Filing Date: Feb-20-2015 2:30
Filed by: ROSSALY DELAVEGA

Juke Box: 001 Image: 04800950
COMPLAINT

ELITE AUDIO SYSTEMS, INC. VS. DSEGNARE, LLC ET AL

001004800950

Instructions:
Please place this sheet on top of the document to be scanned.SUMMONS
(CITACION JUDICIAL)
NOTICE TO DEFENDANT:

(AVISO AL DEMANDADO):
ISEGNARE, LLC; DOES 1 to 10

{SOLO PARA USO DE LA CORTE)

YOU ARE BEING SUED BY PLAINTIFF:
(LO ESTA DEMANDANDO EL DEMANDANTE):
ELITE AUDIO SYSTEMS, INC.

NOTICE! You have been sued. The court may decide against you without your being heard unless you respond within 30 days. Read the information

evel Reve 30 CALENDAR DAYS afer this summons and legal papers are served on you to fle a witlen response at this cout and have a copy
served on the plaintiff. A tetter or phone call will not protect you. Your written response must be in proper legal form if you want the court to hear your
case, There may be a court form that you can use for your response. You can find these court forms and more information at the California Courts
Online Self-Help Center (www.courtinfo.ca.gov/selfhelp), your county law library, or the courthouse nearest you. If you cannot pay the filing fee, ask
‘the court clark for a fee waiver form. If you do not file your response on time, you may lose the case by default, and your wages, money, and property
may be taken without further warning from the court.

‘There are other legal requirements. You may want to call an attorney right away. If you do not know an attorney, you may want to call an attorney
teferral service. If you cannot afford an attomey, you may be eligible for free legal services from a nonprofit legal services program. You can locate
these nonprofit groups at the California Legal Services Web site (www.lawhelpcalifomia.org), the California Courts Online Self-Help Center
(www.courtinfo.ca.gov/selfhelp), or by contacting your focal court or county bar association. NOTE: The court has a statutory lien for waived fees and
costs on any settlement or arbitration award of $10,000 or more in a civil case. The court's lien must be paid before the court will dismiss the case.
JAVISO! Lo han demandado. Si no responde dentro de 30 dias, la corte puede decidir en su contra sin escuchar su versi6n. Lea Ja informacién a
continuacién,

Tiene 30 DIAS DE CALENDARIO después de que le entreguen esta citacién y papeles legales para presentar una respuesta por escrito en esta
corte y hacer que se entregue una copia al demandante. Una carta o una Hamada telefénica no lo protegen. Su respuesta por escrito tiene que estar
en formato legal correcto si desea que procesen su caso en a corte. Es posible que haya un formulario que usted pueda usar para su respuesta.
Puede encontrar estos formularios de la corte y més informacién en el Centro de Ayuda de las Cortes de California (www.sucorte.ca.gov), en la
biblioteca de leyes de su condado o en la corte que le quede més cerca. Si no puede pager la cuote de presentacién, pida al secretario de la corte
que le dé un formulario de exencién de pago de cuotas. Si no presenta su respuesta @ tiempo, puede perder el caso por incumplimiento y la corte le
podré quitar su sueldo, dinero y bienes sin més advertencia.

Hay otros requisitos legales. Es recomendable que llame @ un abogado inmediatamente. Si no conoce a un abogado, puede Hamar a un servicio de
remisién a abogados. Si no puede pagar 8 un abogado, es posible que cumpla con los requisitos para obtener servicios legales gratuitos de un
programa de servicios legales sin fines de lucro. Puedé encontrar estos grupos sin fines de lucro en el sitio web de California Legal Services,
(www.lawhelpcalifornia.org), en ef Centro de Ayuda de las Cortes de Califomia, (www.sucorte.ca.gov) o poniéndose en contacto con /a corte o ef
colegio de abogados locales. AVISO: Por ley, la corte tiene derecho a reciamar les cuotas y los costos exentos por imponer un gravamen sobre
cualquier recuperacién de $10,000 6 més de valor recibida mediante un acuerdo 0 una concesién de arbitraje en un caso de derecho civil. Tiene que
pagar el gravamen de la corte antes de que /a corte pueda desechar el caso.

The name and address of the court is:

GUPRRIOR COURT OF CALIFORNIA, COUNTY OF SAN FRANCISCO

400 McAllister Street

San Francisco, California 94102
The name, address, and telephone number of plaintiffs attorney, or plaintiff without an attorney, is:

(El nombre, fa direccién y ef numero de teléfono del abogado de! demandante, o del demandante que no tiene abogado, es):

L Peter Ryan Fax No.: (415) 3914 4
Fox Rothschild LLP, 345 California Street, Suite 2200, San Francisco,

Paco) FEB 20 2015 CLERKOF THE COURT (37

3. [1 on behait of (specify):

under: [_] CCP 416.10 (corporation) () CCP 416.60 (minor)
(©) CCP 416.20 (defunct corporation) [-] CCP 416.70 (conservatee)
([) CCP 416.40 (association or partnership) [__] CCP 416.90 (authorized person)
CJ other (specity):
4. [) by personal delivery on (date):
fott
SUMMONS Code of Civit Procedure §§ 412.20, 465

LexisNexis® Automated California Judicial Counell PoreIATTORNEWOR PARTY WITHOUT ATTORNEY ‘State Bar number, and address):
L, Peter Ri SBN 134291,
FOX Ri SCHILD tt?
345 California Street, Suite 2200, San Francisco, California 94104
TeLePHONE NO: (415) 364-5540 FAXNO.(Optonea: (415) 391-4436
EMAIL ADORESS (Optione: pryan@foxrothschild.com
ATTorney FOR wemey: Plaintiff Elite Audio Systems, Inc.
‘SUPERIOR COURT OF CALIFORNIA, COUNTY OF SAN FRANCISCO
street aooress: 400 McAllister Street
maine aboress: Same
cry anozecooe: San Francisco, California 94102
erancHname: Civil

ptaintiFF: ELITE AUDIO SYSTEMS, INC.
DEFENDANT: DSEGNARE, LLC

(EX) bo€s 170.10.

CONTRACT
( comp.aint () AMENDED COMPLAINT (Number):

C)eross-comp.aint [_] AMENDED CROSS-COMPLAINT (Number):

Jurisdiction (check all that apply):
(C] ACTION IS A LIMITED CIVIL CASE
Amount demanded does not exceed $10,000
exceeds $10,000 but does not exceed $25,000
ACTION IS AN UNLIMITED CIVIL CASE (exceeds $25,000)
ACTION IS RECLASSIFIED by this amended complaint or cross-complaint
[trom limited to untimited
(J from unlimited to limited

1. Plaintiff* (name ornames): Elite Audio Systems, Inc.

alleges causes of action against defendant* (name ornames): Dsegnare, LLc and Does 1 to 10

2. This pleading, including attachments and exhibits, consists of the following number of pages:

3. a. Each plaintiff named above is a competent adult
(EX) except plaintiff (name): Elite Audio Systems, Inc. BY FAX
(1) [Ca corporation qualified to do business in California
(2) [__Jan unincorporated entity (describe):
(3) [other (specify):

b. (Xx) Plaintiff (name):
a. [}has complied with the fictitious business name laws and is doing business under the fictitious name (specify):

b. (7) has complied with all licensing requirements as a licensed (specify):
cc. C_] Information about additional plaintiffs who are not competent adults is shown in Attachment 3c.
4. a. Each defendant named above is a natural person

except defendant (name): Dsegnare, LLC (except defendant (name):

(1) ([~)a business organization, form unknown (1) (_] a business organization, form unknown

(2) [_)a corporation (2) (J a corporation

(3) [Jan unincorporated entity (describe): (3) 2) an unincorporated entity (describe):

(4) [Ja public entity (describe): (4) (2) a public entity (describe):

(8) C&Jother (specify): limited liability company (6) [J other (speci):

= W this form is used as 2 | means and defendant means crose-defendant_ 1082

Femn Averoved or Opscrmse COMPLAINT—Contract Code of Cit Procedure, § 425.12

PLD-C-001 (Rev. January 1, 2007)
LexisNexis® Automated California Judicial Council FormsSHORT TTL CASE NUMBER,
ELITE AUDIO SYSTEMS v. DSEGNARE, et al.

4. (Continued)
b. The true names of defendants sued as Does are unknown to plaintiff.

(1) [£1] Doe defendants (specify Doe numbers): were the agents or employees of the named
defendants and acted within the scope of that agency or employment.

(2) (2) Doe defendants (specify Doe numbers): are persons whose capacities are unknown to
plaintiff.

¢. [) Information about additional defendants who are not natural persons is contained in Attachment 4c.
d. [-) Defendants who are joined under Code of Civil Procedure section 382 are (names):

PLD-C-001

5. (_] Plaintiff is required to comply with a claims statute, and
a. [() has complied with applicable claims statutes, or
b. (] is excused from complying because (specify):

6. [] This action is subject to [] Civil Code section 1812.10 [] Civil Code section 2984.4.
7. This court is the proper court because
. [Xx] a defendant entered into the contract here.
. ([) a defendant lived here when the contract was entered into.
FA a defendant lives here now.
the contract was to be performed here.
. ([] a defendant is a corporation or unincorporated association and its principal place of business is here.
f. EX] real property that is the subject of this action is located here.
9. (7) other (specify):

Snet op

8. The following causes of action are attached and the statements above apply to each (each complaint must have one or
more causes of action attached):

X]} Breach of Contract
(2) common Counts
2 other (specify):

9. [—) Other allegations:

10. Plaintiff prays for judgment for costs of suit; for such relief as is fair, just, and equitable; and for

a. [X] damages of: $ 47,800

b. [X] interest on the damages
(4) according to proof
(2) ) at the rate of (specify): percent per year from (date);

c attomey's fees
(1) ) of: $
(2) EX] according to proof.

d. [X) other (specify): Rents to come due under sublease through July 31, 2015; and such other relief as the
Court deems just and proper.

11. [[) The paragraphs of this pleading alleged on information and belief are

lows (specify pafagraph numbers):

/jf L-
Date: February 20, 2015 fay ee
L. Peter Ryan >
(TYPE OR PRINT NAME) {SIGNATURE OF PLAINTIFF OR\ATTORNEY)

(if you wish to verify this pleading, affix a verification.)
PLD-C-001 [Rev. January 1, 2007} COMPLAINT—Contract Page 20f2

LexisNexis® Automated California Judicial Council FormsSHORT TITLE:
ELITE AUDIO SYSTEMS v. DSEGNARE, et al.

FIRST CAUSE OF ACTION—Breach of Contract
(number)
ATTACHMENT TO [EX] Complaint [—] cross- Complaint

(Use a separate cause of action form for each cause of action.)
BC-1. Plaintiff (name): Elite Audio Systems, Inc.

alleges that on or about (date): August 27, 2013
a (2) written (7) oral (1) other (specify):
agreement was made between (name parties to agreement): plaintiff Elite Audio Systems, Inc. and
defendant Dsegnare, LLC
A copy of the agreement is attached as Exhibit A, or
(1 The essential terms of the agreement [__] are stated in Attachment BC-1 [(_] are as follows (specify):

BC-2. On or about (dates): August 2014
defendant breached the agreement by [__] the acts specified in Attachment BC-2 [XX] the following acts
(specify): Defendant vacated the property in June 2014 and has not paid rent since July 2014.

BC-3. Plaintiff has performed ail obligations to defendant except those obligations plaintiff was prevented or
excused from performing.

BC-4, Plaintiff suffered damages legally (proximately) caused by defendant's breach of the agreement
[1 as stated in Attachment BC-4  [X] as follows (specify):

The sublease has not been terminated and plaintiff has the right under Civil Code Section 1951.4 to
sue for and collect the rent as it comes due. Defendant owes $5,000 for base rent for August 2014
and owes $6,000 for base rent for September through December 2014 and for January through
February 2015. The term of the sublease expires on July 31, 2015 and rent will accrue at $6,000 per
month through that date. Defendant also owes approximately $2,800 in utilities and
approximately $4,000 for damages to the premises upon defendant's vacating the space.

BC-5. [X] Plaintiff is entitled to attorney fees by an agreement or a statute

C3 os
(1 according to proof.
BC-6. [_]} Other:
Page 3
= pe ttt
Form npreres Oo Oe CAUSE OF ACTION—Breach of Contract Code ot it Procrhrs, § 425.12

judicial Counc of
PLD-C-001(1) fRev. January 1, 2007]
. LexisNexis® Automated California Judicial Council FormsSUBLEASE

This Sublease is made this 2°7 day of August 2013, by and between Elite Audio Sys-
ony Inc, (“Sublessor") and Dsegnare, LLC, a California limited liability company ("Subles-
see"),

RECITALS

A Pursuant to the Standard Industrial/Commercial Multi-Tenant Lease-Gross
dated August 31, 2010, as amended by the First Amendment to Lease dated September 10,
2012(collectively "Master Lease"), Sublessor, as Tenant, leased from E.F.K. Investments,
LLC, as Landlord, ("Landlord") a portion of the building commonly known as 893 Folsom
Street Unit A located in San Francisco, California ("Building"). A copy of the Master Lease
is attached hereto as Exhibit A,

B. Sublessee wishes to sublease from Sublessor and Sublessor wishes to sub-
lease to Sublessee a portion of Unit A in the Building (the "Premises") subject to the terms
of the Master Lease.

Cc. Capitalized terms not otherwise defined in this Sublease shall be defined as
set forth in the Master Lease,

NOW, THEREFORE, in consideration of the foregoing and for other good and valu-
able consideration, the receipt and sufficiency of which are hereby acknowledged, the par-
ties agree as follows:

L Master Lease, Except as otherwise provided herein, the rights and obliga-
tions of Sublessee under this Sublease are subject to and subordinate to the terms and pro-
visions of the Master Lease. Sublessee agrees to abide by all the terms, conditions and
restrictions of the Master Lease with respect to the occupation of the Subleased Premises
(as defined below) except to the extent any of the same are herein acknowledged not to con-
stitute an obligation of Sublessee or are otherwise modified herein. Sections 51 and 60 of
the Lease shall have no applicability to this Sublease, and Sublessee has no rights or obliga-
tions with respect to such portions of the Master Lease. Sublessee shall have no right to ex-
ercise any option to renew the Lease that Sublessor may have. As between the parties to the
Sublease only, in the event of any conflict between any provision of the Master Lease and
any provision of this Sublease, the latter shall control. Sublessee shall indemnify, defend
and hold harmless Sublessor from and against any loss, cost, damage or expense (including
reasonable attorneys' fees), or any claim therefore, arising out of (a) actions taken by Sub-
lessor at Sublessee request pursuant to this Sublease, or (b) any failure by Sublessee to ob-
serve or perform any of the terms, covenants or conditions of this Sublease or the Master
Lease required to be observed or performed by Sublessee, including any loss, cost, damage
or expense which may result from (i) any default under or termination of the Master Lease
arising by reason of any such failure, or (ii) any holding over by Sublessee in the Sublease
Premises (as defined below) beyond the expiration or sooner termination of this Sublease,

» Sublessor operates a coffee bar and a retail sales ar-

2.  Subleased Premises.
ea for sophisticated audio equipment in the Premises. Sublessee shall have use of the retail
sales floor area in the Premises for the display and sale of its furniture and furniture sys-tems and for up to three (3) sales persons at any given time, pursuant to mutual agreement
with Sublessor ("Subleased Premises"), and to the nonexclusive use of the stairways, eleva-
tors, lobby and like common areas made available by the Landlord to all tenants in the
Building. Sublessee's sales activities shall not interfere with Sublessor's sales activities and
coffee bar in any way.

3. Term, The term of this Sublease ("Sublease Term") shall commence upon
Landlord's consent to the Sublease Agreement ("Sublease Commencement Date"). Subles-
see shall have access to the Subleased Premises for the purposes of preparing the Premises
for occupancy from and after (i) the Sublease Commencement Date (ii) Sublessee's compli-
ance with the insurance requirements of Section 9 below. The Sublease Term shall expire
on July 31, 2015 (the "Expiration Date"). If the Master Lease shall be terminated prior to
the Expiration Date, this Sublease shall terminate concurrently. All provisions of this Sub-
lease shall be effective upon execution and delivery of this Sublease and of Landlord's Con-
sent to the Sublease, even though the Sublease Term has not yet commenced.

4. Rent.

(a) Base Rent. Sublessee shall pay to Sublessor monthly in advance on
the first day of each calendar month, rent ("Base Rent") in the amount of $5000 for each
month . On the first anniversary of the Sublease Commencement Date, the Base Rent shall
increase to $6000 for each month. On the second anniversary of the Sublease Commence-
ment Date the Base Rent shall increase to $6,500 for each month through the remainder of
the Sublease Term,

(b) Advance Rental. Upon sublease execution, Sublessee shall pay to
Sublessor the amount of $5000, which shall be applied against the first month's Base Rent.

5 Operating Expenses. Intentionally omitted.

6. Tenant Improvements/Sublandlord's Reservation. Sublessor shall
provide access to the mezzanine space for Sublessee's servers and telecommunication
equipment.

7. Assignment and Subletting. Sublessee shall have no right to assign or
sublet the Subleased Premises without the consent of Sublessor and Landlord pursuant to
the Master Lease, which consent may be withheld by Sublessor in its sole and absolute dis-
cretion.

8. Utilities, Repairs and Services Furnished by Landlord. Sublessee
shall be entitled to all utilities, repairs and services furnished by Landlord under the Master
Lease. Sublessor shall not be obligated to directly furnish any such utilities, repairs or ser-
vices to Sublessee; however, Sublessor agrees to make reasonable and diligent efforts to en-
force Landlord's obligations under the Master Lease, to the extent that Sublessee is a
material beneficiary thereof, but in connection therewith shall have no obligation to file an
action against Landlord. As Additional Rent, Sublessee shall be responsible to pay or reim-
burse Sublessor for any charges imposed by Landlord pursuant to the Master Lease, in con-
nection with Sublessee’s use or occupancy of the Subleased Premises.

“2+
000011.00/4842-8904-0659, v. 19. Insurance. Sublessee shall maintain Policies of insurance required to be
maintained by Sublessor under Article 8 of the Master Lease and shall provide additional
insured endorsements which name both Sublessor and Landlord as insureds where Land-
lord is specified under such Article. .

10.  Sublessor's Obligations. Sublessee shall give Sublessor written notice of
any material breach by Sublessor under this Sublease of which Sublessee has actual
knowledge. Whenever the consent of the Landlord is required under the Master Lease, and
whenever the Landlord fails to perform its obligations under the Master Lease, Sublessor
agrees to use its reasonable, good faith efforts to obtain that consent or performance on be-
half of Sublessee, but in connection therewith shall have no obligation to file suit against
Landlord unless Sublessee requests Sublessor to file suit against Landlord and agrees to re-
imburse Sublessor for the costs of filing such suit. Subject to the foregoing, it shall be the
obligation of Landlord to (i) provide all services to be provided by Landlord under the Mas-
ter Lease and (ii) to satisfy all obligations and covenants of Landlord made in the Master
Lease. Subject to the foregoing, Sublessee acknowledges that Sublessor shall be under no
obligation to directly provide any such services or to satisfy any such obligations or cove-
nants, nor shall Sublessor be liable for any delay or failure by Landlord to provide any such
services or satisfy any such obligations or covenants unless such delay or failure is a result
of Sublessor's act or failure to act with respect to its obligations under the Master Lease or
this Sublease. All of the obligations of Sublessor under the Sublease which are also obliga-
tions of Landlord pursuant to the Master Lease shall be deemed satisfied by the perfor-
mance of such obligations by Landlord,

nu. Security Deposit. Concurrent with Sublessee's execution and tendering of
this Sublease to Sublessor, Sublessee shall provide Sublessor with a Security Deposit equal
to one (1) month of the last year of the Sublease Term’s Base Rent, which is equal to $6,500
(the “Security Deposit"). Such Security Deposit shall be paid upon execution of a Sublease
document, The Sublessee shall thereafter at all times maintain on deposit with Sublessor
the Security Deposit as security for Sublessee’s full and faithful observance and perfor-
mance of its obligations under this Sublease (expressly including, without limitation, the
payment as and when due of the Monthly Rent, Additional Rent and any other sums or
damages payable by Sublessee hereunder and the payment of any and all other damages for
which Sublessce shall be liable by reason of any act or omission contrary to any of said cov-
enants or agreements). Sublessor shall have the right to commingle the Security Deposit
with its general assets and shall not be obligated to pay Sublessee interest thereon.

At the expiration or earlier termination of this Sublease, Sublessor shall deduct from
the Security Deposit being held on behalf of Sublessee any unpaid sums, costs, expenses or
damages payable by Sublessee pursuant to the provisions of this Sublease; and/or any costs
required to cure Sublessee's default or performance of any other covenant or agreement of
this Sublease, and shall, within thirty (30) days after the expiration or earlier termination of
this Sublease, return to Sublessee, without interest, all or such part of the Security Deposit
as then remains on deposit with Sublessor.

12. Tenant Improvements/Building Condition. Sublessor shall not be re-
quired to provide any improvements to the Subleased Premises, but shall deliver the Sub-
leased Premises upon the commencement of the Sublease Term in its as-is condition.
Sublessor warrants to Sublessee, to Sublessor’s knowledge without independent investiga-

“3°
000011.00/4842-8904-0659,-v. 1tion, that the Subleased Premises and building systems serving the Subleased Premises are
in good operating condition. Subject to the foregoing, Sublessee accepts the Premises in
their existing "as-is" condition and Sublessor is making no other representations or warran-
ties as to the condition of the Subleased Premises whatsoever.

13. Other Rights and Obligations. Except as specifically otherwise provided
in this Sublease, and to the extent applicable to the Subleased Premises, and to the extent
consistent with the express Sublease terms, Sublessor and Sublessee shall each have with
respect to the other with respect to the Subleased Premises the same rights, remedies and
obligations as Landlord and Sublessor have with respect to the other under the terms and
provisions of the Master Lease, which terms are incorporated herein as if the word Subles-
sor were substituted for Landlord and the word Sublessee were substituted for Tenant and
the word Subleased Premises were substituted for Premises. All consents or approvals
which Sublessee is required to obtain from Sublessor are also subject to the consent or ap-
proval of Landlord. :

14. Notices. Any notice which either party may give to the other shall be given
in the manner provided in Section 23 of the Master Lease.

15. No Existing Defaults, Sublessor represents and warrants to Sublessee
that the Master Lease is in full force and effect, and that Sublessor is not aware of any de-
fault (or the occurrence of any events which would constitute a default with the passage of
time) on the part of either Sublessor or Landlord under the Master Lease.

16. Preservation of Master Lease. Sublessor agrees not to terminate the
Master Lease voluntarily, or modify the Master Lease in a manner that adversely affects
Sublessee's rights under this Sublease. Sublessor agrees to perform all of its obligations un-
der the Master Lease and to refrain from any act or omission that would result in a failure
or breach of any of the covenants, provisions, or conditions of the Master Lease.

17. Brokers, Intentionally omitted.
18. Furniture. Intentionally omitted.

19. Signage. Sublessee may install signage in the reception area of the Sub-
lease Premises and on the exterior of the Building. Any signage within the Premises or on
the Building will be at the sole cost of Subtenant and is subject to approval by the Sublessor
and Landlord.

20. Counterparts. This Sublease may be executed in any number of facsimile
or electronic signature counterparts, each of which when so executed shall be deemed an
original and all of which when taken together shall constitute one and the same document.

21. Appendices and Riders. The following exhibits are attached hereto and
by this reference made a part of this Sublease:

EXHIBIT A Master Lease

“4°
000031.00/4842-8904-0659, v. 1IN WITNESS WHEREOF, the parties have executed this Sublease as of the date first
above written,

SUBLESSOR

ELITE AUDIO SYSTEMS, INC.
By: Wi

It —_
SUBLESSEE

EGNARE, LLC

_
By: CARDENIO PETRUt

5°
000011.00/4842-8904-0659, v. 1Master LEASEAIR COMMERCIAL REAL ESTATE ASSOCIATION
STANDARD INDUSTRIAL/COMMERCIAL
MULTI-TENANT LEASE - GROSS

1 Basic Provisions (“Basie Provisions”).

1.4 Pantien: This Lesse (“Lease”), dated for roterence purpases only Auguat Lee, 2010
15 maa by ued batwmen BF ments,

inves:

and Elite Anwio

tom, INC, a California Corporation

fe ee oe __.--», {"Lesseo"),(cocttvaly tho “Partos”, of Indnicualy 0 Party).
1.2(0) Promises: That certain portion af tha Project (as dofinad below}, including ail improvements therein of ta ha providod by Lesser
‘under tha tx of his Leas, commonly known by tie straeladekoss of DO'S Kolgom Strecr, Unit A

Teah ip co60 94103 as oulinod on Eonibt
‘tho nature of he Promises: Approximately 6, 43:
L,Y22 square £ arking garage.

e_that ineludes

upy tra Premises ax hevwinaller speditod, Lessee shall have nor-oxclusive nih to any Ullly facowaye of
the buiciag containing the Premises (Building and to the Conimon Areas (as ecfeied in Paragraph 2.7 below), bul shail net ave any Hgts to the
‘out, oF exterior walls of tha Bulaing oF to any cther buiktings in tne Projuct. The Promites, the Buskking, the Common Areas, the fad upon wich thoy
‘te located, akong with alt ether builtiags and ieypeovionents thereon, ata herein cotechvoly talented to as tha “Project.” (Sue ata Pacag-aph 2)

4.26} Packing Scray_Mmsennt wait paring pcos. (Se alee orayanh 251

43 Tarn sontis ("Original Torm*) commencing 2 2018 .
("Commencement Date") and ending AUANS! 81, ce _ “{Se0 alse Paragraph 3)
14 arly Possesslon: I tho Promises are evalaida Loxiow may havo norvoxchisivo possession of the Premises commencing
Upo ("Eanly Possession Date"), (See also Paragraphs 2.2 and 3.3)
jase Rent: $ 6, 499.09 __ or month {*Base Rent”), payable on tho fi .

ony of och manth commencing October _ {S00 abso Paragraph 4)
7 pve box ta checked, there are provision ts Lanse forte Buse Rent o bo adusted. Sua Paragraph

18 Lossoo'n Share af Common Area Oparating Expanne - =a) (*Losa00's Shorey
{nthe ovenishal the 2i78.of-he- Peni it-Ino.Projee-ave mxiliAd- duting-thn-tenn-oF thay Loose, Lostor shol eeoriaulate-Lostan's-Bivaro-t0
‘ottoct-such-eocitveation,

1.7 Bake Rent and Other tanies Paid Upon Exacution:

() Base Rent: $6, 404.90 tor the period De ober

Ay 2010 they

o Common Area Oparating Exponsos: $. NAR _ tor bin poston
&) Security Deposit: $3,200.00 ("Securty Deposit"), {Soa aloo Parngrapn 8)
(a) Other: $ 6, 620.00 __. Whage rent August i, 2013 - August 33,
(a) Total Due Upon Execution of this Lease: $ 16, 200.00 amen
18 Agreed Use: General showepon and xetaii ypace for the gale of non algohetic bueyed

«(6 algo Pavagraph 6)

Tpauring Party, Lester i he “Insuring Party", (S09 oso Paragraph 8)
4.10 Rat Extnta Brokora: (Sea atso Paragraph 18)
{a) Represontation: The folowing real estato wokors (iho “Brokerd"} ond bickerage celotonships aut his vansaclon (chock

fopresents Lessor exclusively (“Lessors Broker"):
_.. FOP(ESENIS Lesson exclusively (“Lassee’s Broker”); or
—vepreonis boul assor ond Lessee Dual Agency").
{b} Payment (0 Brohore: Upon execullon and delivery of thi Lange by both Paxties, Laskar shall pay to the Brokers (or Bie
brokerage services rendered by the Grokers the foe aged ta in the altachad separate written agreement oF if no ouch mproomont ks allached, the sum
af $19,.740,00 or 5.0% of the total Base Ront paysbie for the Original Term, tie sun of | a of the total
Base Rent payable during any pov’ of tine that the Losse2 occupies ths Freinioes substquent lo the Original Term, and/or we sum ‘of
oF, Hol the aurchase price in tw event thot tho Lessee oF anyone attatod with Lesser wequiies trom Lessor any
Fights 9 te Premises
1.41 Guarnntoe The onigations of tne Lesaee under ths Loose ara to tw guarantned by YL ehae) Noo
{'Guaranter"). (Soe also Parageapn 37}

A part of this Logs

at

112 Attachments. Altached heraia are tie Fotoreng, all of whlch const

© an Addancien constating at Paragraphs 5% trough 99) :
Da sito plun depicting the Pramises:

Ore paca? ia.
a mn

©1900 - Alf COMMERCIAL REAL ESTATE ASSOCIATION FORM MTG-11-03/108© omer (spoctyrGuaranty of Leave and Right o!

Lalting. Lessor hereDy loases lo Lesswe, ond Lessoe hereby leases fom Laser, tho Promises, for the torm. af tho rental, and
‘upon of the terms, covenants and condions set forth ints Loase, While ie approximate equare footage of tho Premises may have boen used
the maskatiog ofthe Premises for purposes of comparizon, the Basu Rent stated hereln fs NOT Ud fo equare foolage and la nol subject o adjustment
‘shoud tho actus! size De determined to be dferanl. NOTE: Leasce Is advined to varity the ociuelsfza prior to oxecutlng this Lease.

Contracts Gosciibed In Parograrh 7.1.0) below are abtsinad by Lossoa and in effact win hity days folowing the Sit Dale, werrants tal the existing

olecticah, pumbing, fre sprinkler, ighling, heating, ventlaing and air condoning sysioms (“HVAC”), louding doors, sump pumps, It ony, and all ober
‘such elemants in he Unit. other man those conetructad by Lessee, shall be in good operating condition on sald dale, thot tha sinuctura! stoments of iho

‘83 olhorwiso provided In Us Lonse, promuity after rocoipt of wiltan notice hom Lossee scting forth with spocificty We nalure and extent of such
‘non-complionen, maliunction or failure, rectly some at Lessors expense. The warranty porlods shail be os loBows: ()} 6 months as to the HVAC.
‘Systems, and (1) 30 days 2s to the remaining systems ond other olemenis of the Unit If Lossae does not give Lessor the required notice within the.
‘appropriate warrenty period, correction of any such non-compliance, maifunclion or falure shall bo the obhgation of Lessee at Lossee's sole cos! and
‘exponsa (except for the repairs to the fire sprnklor eystems, rool foundatons, andlor bosring walls - see Paragraph 7).

23 Complionce. Lessor waviants that to the best of is nowledge tho improvaments on the Promises and the Common Afoes comply
|Win the butding codes that wera in affact at the lime that aach such improvomant, or portan Bheroo!, was constructost, and also wih all applicable knw,
Covensnis oF restrictions of record, roguiations, ond ordinances in effect on the Start Oste (“Appticable Requirements"). Said werranty cots not apply
10 the use to which Loasee will pul the Promises, modifications which may be required by the Americana wth Olsabtlties Act or any simiar lew oa a
‘asuit of Lossea’n use (see Paragraph 49}, oF fo ony Alterations or Utity Instaotions (a8 datinad in Porograph 7,3{a)) made or to be made by Lossea,
NOTE: Lessoe Is responsibie for dotermining whethor or not the Applicable Requiremente, and especially the zoning are appropsiate for
Loasoe’s Intended use, and acknowledgos thot past uses of the Promises may no longer be allowed. I! the Premises do not comply with sald
‘warranty, Lessor shall, oxcopt as otherwise provided. prompt alter rocciel of waitin notice from Lessee sting forth with spaciicty the nature and
‘extent of such non-compliance, rociify the samo at Lessors axponse. WM Lessen docs not give Lessor wilten natica of x non-compliance with this
‘warranty willin 6 monthe following the Start Date, correction af thal non-compliance shall be the obligalion of Lossoe ol Losseu's sole cost and
‘orponsa, I tra Applicable Requroments aro horentier changed £0 as to require durg the torm of this Lense the construction of an addition fo oF en
‘aration of tho Unit, Premises andfor Buliding, tha remediation of any Hazardous Substance, of tho reiniorcemont or other physica! modification ol fe
‘Unit, Premises endior Buiding (“Capital Expenditure"), Lessor and Lessee shall ailocale the cos! of such work as follows:

(*) Subject to Paragraph 2.3{¢) below. H such Capita Expenditures are required 28 a result of the specific and unique uso of the
Promises by Lirssee as comparad wih uses ly tenants in genoval, Lessee sholl be fuly sosponsitie for the cost thereol, proviied, however, thal i such
Coplist Expenditure Is requrod ducing the last 2 yours of this Loase and the cost thereo! exceaus @ months’ Buse Rent, Lessee may instead terminate
this Lease unless Lessor notities Leasoo, In wring, within 10 days after receipt of Leseoe's termination notice thet Lessor hae olocted to pay the
ilterence batweon the actust cost therao! and the amount equal to 6 monins' Base Ren. If Lessee elects termination, Lessee shall immediately conse
{he use of the Promises which requres such Capital Expontiica and deliver to Lessor written noUce spodifying a lorinination data at lest 00 doys
thereafter. Such tarmnation dale shal, however, in no ovenl be narfor thon tho 196! dry thol Leasoo coukl logally uilize the Prumisea without
‘commencing such Caplial Expeniiure,

() euch Copital Expenditure 18 not the reautt of the speci and unique use of the Premises by Losaoe (such 93, govommeniatly
‘mandated aelamnic modifications), then Leasor shell pay lor such Capital Expenditure and Lessee shall only ba obligated to pay, ooch month during tho
‘remainder of fhe lerm of his Lease or any extoneion thereol, on the data that on which the Base Rant is due, an amount aque to 1/144In of the portion
(such cost rensonsbly atihutoble to he Premise. Lessee shal pay Interest on the belance bud may prepay Ws obligation ot ary me. i, however,
‘such Copital Expenditure Is raquited during the last 2 yeors of this Lease or I! Lessor reasonably determines that it Is not economicaty laseibie to pay
its shave thereo!, Lessor shell havo ihe option to torminate is Lease upon 0 days prior wsillen noNcS lo Lostoe undess Lessee notties Loseor,
vwniling, wwthin 10 days afer rocolpt af Lassor’s termunation notice that Lesseo will pay for such Capitol Expenditure. Lessor doos not oloct 10
lormineto, wed Falls to tender Its share of any such Caplal Expenditure, Leasee may advence such funds snd deduct same, with Intorest, rom Rent
‘unit Lessors snare of such costs have baan hity paid, 1 Lessee le unable to finance Lessors shara, of I ne balance of the Rent due ond poyable for
{ha cemelnder of tis Lease is not sulfcient lo hity rolmiurse Lass0e on an offsol bess, Lessee shall have the right fo terminate thie Lease upen 30
doys written notica to Lessor.

(©) Notwihetanding the sbove, the provisions concaming Capiiat Expenditures sre tntendod to apply only 10 non-voluntary,
unexpected, and now Applicable Requirements. i tho Capital Expenditures ora insisod biguorod by Lossoa 2 o result of an actunl or proposed
change In use. change in intensiy of use, oF modification to wo Premises then, and in thal overt, Leases shat! olthor: 1) immodiolely cease such
‘changed use or intonsliy of use andlor take such ofter sepa as may be necessary to elmminate tne roquiremoni for such Capital Expenditure, or Gi)
complete such Capital Expenditure ot Its own expense. Losses shell not have any rghit terminate this Lente,

2.4 Acknowledgements, Lossoe acknowladges that: (a) thas been given an opportunity to Inspac! and measure the Promises, (0) i
has boen advised by Lessor andlor Brokers to satisfy sell vith rospact to the size and condition of the Promisos (Including but not limiied to the
Cclociical, HVAC and fire spinner systoms, socurty, envtronmenial aspects, and compliance wih Applicable Requirements and the Amevicons with
Disabétles Act), ond their suttabity for Lessoe's intended use, (c) Lessee fas made such investigation as l deoms nocosssry wih reference to such
matters and sssumes all responeibiity therelor as tho same relate to ts occupancy of the Premises, (d) K Is Not relying on any represeruation as to the
‘Size of tre Promises made by Brokers oF Lessor, (0) the square footage of tho Promises wes not materiel to Lessee's decision to lease the Premisos
‘and pay the Ront stated herem, and ({) neither Lossor, Lessor’s agents, nor Brokers have mode pry oral or waitten roproseniations of worroniios with
respect lo ssid matters other then #3 set forth in this Lease. In addon, Lossor acknowledges that: ()) Brokera have made no represeniotions,
promises or warrenties concoming Lassce's ability to honor the Lease or sulinhlity to occupy the Premises, and (i) iS Lessor's solo responsibay to
‘nvestigale the financial capabitty endior suttabaly of 9a proposed tenants

CTE PAGE 208 17 Zo

‘01008 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM MTG-11-02/10825 Lessee os Prior OwnertOccupant, ‘Tha warrantos made by Lessor in Paragraph 2 shall be of no force of Imenediately
‘Péot to tha Start Date Lossee was the owner or occupsnt of the Premises. tn Gch event Lessee shal be responsive fr any anesewnr ne,

2.0 Vehicle Parking. Lessce sholl bo anitled to

i this Paragraph 2.6, then Lessor shait havo the sight, without
UatIEO to such olher rights and remodies that It may have, to remove or low Bway Iho ine
‘ba immediately payable upon demand by Lessor.
a Common Arons - Definition. The term “Comman Areas” ts Gute 2s ot araas ors lacittes outside the Premises ond wahin the

‘ramove the property and charge tra Cost Yo Lasseo, which cost shat! be immedisiely paycbla upon demand by Lessor,

2.0 Common Areas - Rules and Regulations, Lessor or such otter portonge) a8 Lessor may appoin! shal hava the exclusive control
42nd managemont of the Common Areas and shot hava tho right, fom line to time. 10 establish, modity, emond ond enforce ressonsble rulos and
remations ("Rules and Reguletions”) for the management, satty, cae, and clesntinss of the grounds, the parking and untoading of vehlclos and
{he preservation of good onder, #8 woll as for tno convaninnce of ether occupants of fenants of the Bulging and tho Project and thelr undtoes. Leesce
‘2gr008 to abide by and conform to all such Rules and Regulations, and shat use ts bast etfots to causo Is omployoes, cuppllors, shionare, customers,
Conwacinrs and inutees 19 $0 abide ane! conform, Lessor shat! not be responsibte to Lessae for tho non-compliance with said Rutes and Reguiations by
‘her tenants of tio Project.

2.40 Common Aroas «Changes. Cossor shall hove the right, in Lessors sole discretion, from tres to time:

(0) To moka changes to the Common Areas, Incuding, without imitation, changes in the location, size. shape and number of
driveways, entrances, parking speces, parking exces, loading and unioading aroas, Ingress, egress, diroction of trai landscaped ataas, walkways und
wlty soceways;

(0) To close temporeaty any of tha Common Areas for maintonance purposes so long as reasonable access to tho Promises romaine
avollable;

{To dasignata other land outside tha boundavies of the Project to be # part of tho Common Arons;

(6) T0806 additions! bultdings snd improvements to tha Cominon Areas:

{et} To. use me Common Arcas while engaged In making additonal Improvemonts, repairs or alterations 10 tho Project, or any pertion
‘thereat: and

(To do and portorm such othor sels and make such attr chenges In, to oF with respect to the Common Areas and Project a8
Lessor may, in the exercise of sound business pekymenl, dom to be appropriate,

3 Form,

31 Torm. The Commancoment Date, Exokaton Dale 2nd Original Term of ins Lease are 98 spocified in Paragraph 1.3,

32 Early Possession. Any provision heroin granting Leasoe Early Possession of the Promises Is subject to snd conditioned upon the
Premises being avatable for such possession pricr ta the Commencement Dele. Any grant of Eaty Possession only Conways m non-exchisive dit 1
‘occupy the Premises. if Lessce totally or porvally occupies the Promises prior to tho Commoncoment Date, the obtgation Wo pay Base Rent shalt be
abated for the period of such Early Posscssion. Al othor terms of tis Lease (including but not lied to the obligations lo pay Lessee’s Shere of
‘Common Area Operating Expenses, Root Property Taxes snd Insurance premiums ond lo maintain the Promises) chal be In atfoct dusing such posiod,
‘Any such Eaity Possession shal not alfect the Expiration Date.

33 Delay in Possession. Lessor aprous to use its best commercially reasonatte aftorts 10 diver possession o! the Premises 10
Leases by the Commencoment Date. If, despite sak! atiorts, Lessor Is unablo to deliver possoasion by such date, Lestor shal not be subject to any
labitty Werefor, nor shal! such fallure affoct the valicty ol ths Lense oF change ihe Explalion Date. Lessee shall nol, howover, be obligated Io pay lent
(* perform its othor obligations und! Lessor dolvers posxession of ihe Premises and any perled of rent abetement thei Loseee would otherwise have
enjoyed shall tun from the date of dafivery of possession and continue for» portod equst lo whol Lessen would olherwise hove enjoyed under the tors
hheraol, but minus any deys of delay caused by the acts or omissions of Lessoo. if possession ts not delvered witin 00 days after the Commencement
Date, a6 the same may be extended under the terms of any Wor Latter executed be Parts, Lossco may, at ite option, by notice in witing within 10
«days after Wwe ond of such 00 day period. cance! this Lease, in which event the Parties shat be discharged trom off obtgetions hereunder. such
‘wattion police is not recalved by Lessor withen said 10 day period, Lessee's right to cancel shat terminste. tf possession of the Promises Is not
dekverad within 120 days efter the Commencement Dele, ths Leese shall lerminate unless other aprocmonts are reached buiween Lossor and Lessoe,

sn waiting,

34 Lenses Compliance. Lessor shalt not be required 10 londer possession of tho Premises to Lessee unl Lessee complies wi Its
‘obligation to provide evidence of Insurance (Parepraph 8.5). Pending delivery of such evidence, Lessee shell bo required to pertorm af of Os
‘obligations under this Lease from and after the Stet Date, Inchding the payment of Font, nomwithstancing Lessor's elecSon to withhold possession
pending racaipl of such evidence of insurance. Further, l Laseee ts required to perform sry other conditions priot bo or concusrent with the Start Cate,
‘he Sion Cate shel occur but Lossor may elect to withhold possession until such conditions ara satisiled,

LTE PARES OF 17 GUL_
ma,
(©1008 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM MTG-11-0310ERom Datined.
a Defoe ‘Ai manetary obliotons of Lessee to Lossor uncer the terms of tis Lease (except for ine Security Dnposl) are

42-———-Common-Aven-Oporaiing Expenses’ Lessee shal pay-0-Lettor ering the leit heroatcin dcilon to the-Bas0-RonicLeseoe's
axe tee spouted In Perogroph-16}-of-2lt- Common. Ae Operate Svpunct,x herder domed: eng coches von ‘0f-he-4orm-oF-this,
Leese; in nacardance-wih the totlowing provisions:

Tne frlowing cosis-celaiing 40 ho ownership end aporaton of-he Profoct are defined os “Common: Wves-Oporaling Expenses -
‘apa sndmainonanca a noel elean, ood order and-candtion, but notzneveplesoment

~The cnet of-water gosreleebicysnd-Ielephoneto-senvce-ihe Common Aone ari cry Uibes-nol-sopscotely

nn — ll] ———————-T 0-008 0F ash dlaposol, post oonlrok Bervicas.-proporty managemont prorvices,
= ve swcutlty. -owne#'s-epsooiation
i

——~ {@).-- -—Lonsee's Share of- Common Aron Operating Expenses-lr poyablo-monihty-on-the eame-day-as the Bns6-Ren-1e-due hereunder
‘The- amount-of-such payments sholt be-hased-on-Loover's-estimale-of-the-annual: Gommon-Avea-Operotiny-Expanses.-Wihin-GO-days-cilor-vetiion,

emeunt-of-sushrover-peymentapains!-Lossee’s-hiire neyments it

ay-4o-Lessor sne-emountot-tre-deficlonoy within 10 cas aller detvory byt.o8s0r-

——— —(0}-—----Gormon-ren-Oporating Expenses .shall-not-Inchito-the.cost-of replacing. equipment-oF -copitel-components-such-06-ine-100f;
foundations extstor-waite-of-Common- /1co-capitl-lmprovements,-such 26. the-parking-tol- poving,-elevator-lenoes-that-have-a-usetul-ile-for
Accounting purpoees-0f-6-yeare oF moro:

son (- «> Common Ares Opornting Expenses shalt nal include ony axportsas paid byeny tenant directo third parias,0F-08 to which Lessor
la ciinee-celmburned.by-any third party, omer inant, oF bwrence proceeds.

43 Payment. Lessew shalt cause paymant of Rent fo be recolved by Lestor in tawful mony of tre United Sistoa, whout offset or
Codvoion (except as speciictty permitted in this Loasu), on or before the day an which lt it.due. All monetary amounts shal be roundod fo the neerest
‘holo dot, In the avent that any statement or lnvoice properod by Lessor is invocurale such inaccuracy shall nol conatitule a waver end Lessee shod
‘be obligated lo pay tie srmount sot forth i this Loase, Rent for any porlod dusing tho erm hereof which is for eas than one ful calendar month shell be
Promted based upon the actual number of days of said month, Payment of Rant shail be made to Lessor at lis address stated herein or to such other
‘persons or place aa Lessor may from tino to Umve designate in wing. Acceptance of a payment which 1 tase then the amount then due shall not be @
‘waiver of Lessor‘s rights to the batance of such Rent, regardless of Lessors endorsemant of any check £0 élaling. In the event thot sry check, draf, oF
‘other ineument of payment ghvon by Lesace to Lessor is dishonored for sny rausen, Lessoe agroes to poy to Lessor he sum of $25 in addition to any
Lote Charge and Lessor, atta option, may require af future Rent be peld by cashler's check. Payments wil be applied Orel to accrued lala chengee and
atiomeys fees, second to accrued interest, then to Base Rant and Common Ares Operaing Expenses, and any remalniig amount to any other
‘oustanding charges oF costs,

5. —_-Securlty Daposk, Lessee shail deposit with Lasser upon execution nereo! ihe Securly Deposit os secunty for Lessoe's fathha performance
of ts obligations under this Lease. Wf Lossee fais to pay Rem, or otherwien Cotauils under itis Lease, Lessor may use, epply or retain al or any portion
of 8214 Security Denosi for the paymont of any amount aheady due Lessor, for Rents which vail be due In the future, and! oF to reimburse oF
compensate Lessor for any Eabilty, expense, loss or demoge which Lessor may sutter or incur by ronson thoreot. Hf Lessor uses or applies oll or ery
portion of the Secuty Oepost, Lessee shall wihin 10 days alter welten reques! Meretor depost monies with Lessor suffciont to resiore said Socurty
Deposit ta the full smount required by this Leese, i the Basa Rent Incressee during tha Lerm of nis Lease, Lessee shell, upon wttten requost from
Lessor, depos addtional monies with Lessor 90 thot the foto! amount of the Securty Oepoak shalt at all times boar the seme proportion to the
Increased Base Rant es the inital Secusty Deposit bore 10 tho Iniiel Base Rent. Should the Agrood Use be amended bo accommodate » material
‘change in the businass of Lessee or to accommodate # sublessee oF assignee, Lessor shell heve the right to incrosse the Security Deposit to the
‘extent necessary, in Lessor's reasonable judgment, to sccount for any Increased weat and ieee that tne Premises may sulfor as a rosutt hereok, Hf 0
‘change in canto! of Lesses occurs during his Louse and folowing such change the fnencle! condition of Lessee Is, I Lessors ressonabio judgment,
sigtiticandy reduced, Lessee shu deposit such addtional monies wilh Lessor #3 shal be sulicient to cause the Securty Deposh to be ats
‘commercially reasonable level basod on such change in financial conditon. Lessor shal not be required to haop the Sacutty Oapaslt separste trom Hs.

¢ “TE PAGE 4 OF 17 ZD_

ima iamiacs

(01908 - AIR COMMERCIAL REAL ESTATE ASSOCIATION FORM MTO-11-0910€62 Nazardous Substances.

(a) _Reportable Uses Requirn Gansent, The term “Hazerdous Substance” ws used inthis Lease sho mean any product,
‘ubetance, or wos whose presence, ute, manulsctur, spose. anaporalon, oF ralease, tter by lsall oF in combanaton wit ether rane

damage, conteminmtion, injury endfor lability, Incuting, but Ao} Umited 1, the instatation (and romovol on or hofore Loase axpitalion or termination} of
protective modificstons (such es concrete encxeoments) andor Ineaning the Security Dopost,

{) Duty lo Inform Leesor. I Lassae knows, or hes reasonable cause to bollove, that = Hazardous Substance has come to
‘be located in, on. under or about the Premises, other than as previously consented to by Lessor, Lossee shail Inmediataty give wellton notice of such
{act to Lessor, and provide Lessor with a copy of any repo, notice, claim or other documentalon which i has conceming the presence of such
Hazardous Substance.

{c) _Lessoe Remedintion. Lesson shall not couse of pormil any Hazardous Substance to be spited oF retossed in, on,
under, or abou! the Premisas (including through the plumbing or sanitary