Preview
FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021
NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021
Exhibit A
FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021
NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021
NETWORK MEDIA MANAGEMENT, INC.
$678,000.00
April 30, 2019
COMMERCIAL PROMISSORY NOTE
FOR VALUE RECEIVED, the undersigned, NETWORK MEDIA MANAGEMENT, INC. a New York
corporation having an address at 111 Eighth Avenue, New York, NY 10011 (the"Maker"), promises to
pay tothe order of TRIUMPH CAPITAL PARTNERS LLC, a Delaware limited liabilitycompany at its
principal place of business at 155 S. Highway 101 Ste. 7, Solana Beach, CA 92075 ("Lender"), or at such
other place as the holder hereof may designate, the principal sum of up toSix Hundred Seventy Eight
Thousand and 00/100 dollars ($678,000.00) ("Maximum Principal Amount"), or so much as may be
advanced hereunder, with interest on said unpaid balance from time to time outstanding computed from the
date advanced (the Commencement Date") as hereinafter set forth, together with all taxes assessed upon
attorneys'
thisNote and together with any costs, expenses, and reasonable fees incurred inthe collection of
thisNote or in protecting, maintaining, or enforcing itssecurity interestor any mortgage securing this Note
or upon any litigation or controversy affecting this Note or the security given therefor, including, without
limitation, proceedings under the Federal Bankruptcy Code.
1. Payments. Principal and interesthereunder shall be payable as follows:
A. From the date hereof, intereston the face amount of thisNote shall accrue at the
rate of 10.75% per annum, for the period from the date hereof to and including April 30, 2019 shall
be payable at the closing of the loan.
B. The rate of interest of this Note, which shall remain effective until an Event of
Default (as defined below), shallbe fixed at 10.75% per annum. Interest on this Note is computed
on a 30/360 simple interestbasis; that is,with the exception of odd days before the firstfullpayment
cycle, monthly interest is calculated by applying the ratioof the interest over a year of 360 days,
multiplied by the outstanding principal balance, multiplied by a month of 30 days. Interest for the
odd days before the firstfullmonth isealmla*d on the basis of the actual days and a 360-day year.
1"
C. Beginning on June 01, 2019 and continuing on the day of each and every month
thereafter through and including the payment due on May 01, 2020 (as hereinafter defined), Maker
shallmake payments of interest only.
D. Ifnot sooner paid, the entire principal amount of this Note, together accrued
interest and with allother sums due hereunder, shall be due and payable in fullon May 01, 2020
(the "Maturity Date"). It is understood and agreed by Maker that if sufficient prepayments of
principal have not been made, a balloon payment will be due on the Maturity Date.
E. All payments received will be credited firstto late charges and costs hereunder,
then to interest accrued at the applicable interest rate hereinafter set forth, with the balance on
account of principal.
F. At no time shall the interest rateexceed the maximum ratepermitted by the usury
statutes governing this Note, ifany. If,by application of the above interest rateformula, the interest
rate would exceed and violate such usury statutes, interest shall accrue at the maimum rate
permitted by law.
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Loan Number
FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021
NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021
2. Advances. All advances made hereunder will be made in accordance with the terms of the Loan
Agreement of even date.
3. Security. This Note is secured by a firstpriority Commercial Mortgage, Securing Future Advances (the
"Mortgage") on thatcertain piece or parcel of real properties known as 1959 East 8th Street, Brooklyn,
NY 11223, being more specifically described in saidMortgage.
4. Default. If any of the following events occur (which is an "Event of Default"), Lender may declare the
entire outstanding principal balance hereof, together with any other aments that Maker owes to Lender, to
be immediately due and payable:
a. Maker fails to pay any installment of principal and/or interest or any other charges due
under thisNote within five (5) days afterthe same becorses due and payable;
b. Maker defaults in any other obligations, liabilities,or indebtedness with Lender (whether
now existing or hereafter arising);
c. Maker sells,leases, or otherwise disposes of allor substantially all of itsproperty, assets,
or business, or if Maker ceases any of itsbusiness operations, dissolves, or comacaces
reorganization;
d. Makers makes or takes any action to make a general assignment for the benefit of its
creditors or becomes insolvent or has a receiver, custodian, trustee in Bankruptcy, or
conservator appointed for itor for substantially allor any of itsassets;
e. Makers filesor becomes the subject of a petition in Bankruptcy or upon the commencement
of any proceeding or action under any Bankruptcy laws, insolvency laws, relief of debtors
laws, or any other similar law affecting Maker, provided, however, that Maker shallhave
sixty (60) days from the filing of any involuntary petition in Bankruptcy to have the same
discharged and dismissed;
f. Upon the failure by Maker to observe or perform, or upon default in, any covenants,
agreements, or provisions in the Mortgage, Loan Agreement or in any other instrument,
document, or agreement, executed and/or delivered in comection herewith or therewith;
g. Any representation or statement made herein or any other representation or statement made
or furnished to Lender by Maker was materially incorrect or misleading at the time itwas
made or furnished;
h. In the event of any material adverse change in the financial condition of Maker or any
guarantor of the loan; or
i. Upon the death of any guarantor of the loan.
5. Default Rate. After the occurrence of an Event of Default, interest will accrue at the lesserof (i) 18%
per annum or (ñ) the Maximum Rate (as defined in Section 15 below) allowed by applicable law. Interest
will continue to accrue at the default rate afterjudgment until the Note ispaid in full.
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Loan Number
FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021
NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021
6. Prepayment. The Principal Amount may be prepaid in whole or in part at any time without charge,
penalty or premium AFTER September 01, 2019. In the event the loan is paid in fullor in part prior to
September 01, 2019, Borrower shall nonetheless be indebted to and owe Lender for intereston the Principal
Amount through said date (i.e.a three (3) month prepayment penalty). All prepayments shall be paid,
days'
together with accrued interest through the date of prepayment, upon at least fifteen (15) prior written
notice to Payee of maker's intention to prepay. Upon the giving of such notice of maker's intention to
prepay the amount set forth in such notice, the amount to be prepaid shall become due and payable on the
date specified in such notice.
7. Late Charge. It isfurther agreed that the holder hereof may collect a late charge equal to ten percent
(10%) of any payment required hereunder the greater of,One Hundred Dollars ($100.00) or including the
final payment, orrequired under any security agreement, mortgage, or any other instrument, document, or
agreement executed and/or delivered in connection herewith which is not paid within five (5) days of the
due date thereof. This late charge isto cover the extra expenses involved in handling delinquent paymcñts
attorneys'
and isnot to be construed to cover other costs and fees incurred in any action to collect thisNote
or to foreclose the mortgage securing the same. This provision shall not affect or limit the holder's rights
or remedies with respect to any Event of Default.
8. Lien/Set Off. Maker hereby gives the holder hereof a lien and right of set off for all of Maker's
liabilitiesto the holder hereof or Lender upon and against alldeposits, credits, and other property of Maker
now or hereafter in the possession or control of the holder hereof, or in transit to it,excepting however,
funds held in trust by Maker. All payments shall be made in lawful currency of the United States of
America inimmediately available funds, without abatement, counterclaim, or set-off,and free and clear
of,and without any deduction or withholding for, any taxes or other matters.
9. Purpose of Loan. Maker represents and warrants that the proceeds of thisNote are to be used solely
for business and commercial purposes and not at all for any persüñal, family, household, or other
noncommercial or farming or agricultural purposes. Maker acknowledges that Lender ismaking this loan
to Maker in reliance upon the above representation by Maker. The above representation by Maker will
survive the closing of this loan and repayment of amounts due toLender hereunder.
10. Other Obligations. To the extent thatthe outstanding balmee of this Note is reduced or paid in full
by reason of any payment to Lender by an accommodation maker, endorser, or guarantor, and allor any
part of such payment is rescinded, avoided, or recovered from Lender for any reason whatsoever,
including, without limitation, any proceedings in connection with the insolvency, bankruptcy, or
reorganlzation of the accommodation maker, endorser, or guarantor, the amount of such rescinded,
avoided, or returned payment shallbe added to or, inthe event this Note has been previously paid in full,
shallrevive the principal balance of this Note upon which interest may be charged atthe applicable rate
set forth in thisNote and shall be considered part of the outstanding balance of this Note and all terms and
provisions herein shall thereafter apply to the same.
11. Waiver. MAKER (AND EACH AND EVERY ENDORSER, GUARANTOR, AND SURETY OF
THIS NOTE) ACKNOWLEDGES THAT THE LOAN EVIDENCED BY THIS NOTE IS A
COMMERCIAL TRANSACTION, AND HEREBY VOLUNTARILY AND KNOWINGLY
WAIVES THE RIGHT TO NOTICE AND HEARING UNDER APPLICABLE CALIFORNIA
GENERAL STATUTES, OR ANY SUCCESSOR STATUTE OF SIMILAR IMPORT, WITH
RESPECT TO ANY PREJUDGMENT REMEDY AS DEFINED THEREIN, AND FURTHER
WAIVES DILIGENCE, DEMAND, PRESENTMENT FOR PAYMENT, NOTICE OF
NONPAYMENT, PROTEST AND NOTICE OF PROTEST AND NOTICE OF ANY RENEWALS
OR EXTENSIONS OF THIS NOTE, AND ALL RIGHTS UNDER ANY STATUTE OF
LIMITATIONS, AND AGREES THAT THE TIME FOR PAYMENT OF THIS NOTE MAY BE
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Loan Number
FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021
NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021
CHANGED AND EXTENDED AS PROVIDED IN SAID MORTGAGE OR ANY SECURITY
AGREEMENT, WITHOUT IMPAIRING MAKER'S LIABHlTY THEREON, AND FURTHER
CONSENTS TO THE RELEASE OF ALL OR ANY PART OF THE SECURITY FOR THE
PAYMENT HEREOF, OR THE RELEASE OF ANY PARTY LIABLE FOR THIS OBLIGATION
WITHOUT AFFECTING THE LIABILITY OF THE OTHER PARTIES HERETO. ANY DELAY
ON THE PART OF THE HOLDER HEREOF IN EXERCISING ANY RIGHT HEREUNDER
SHALL NOT OPERATE AS A WAIVER OF ANY SUCH RIGHT, AND ANY WA1VER GRANTED
FOR ONE OCCASION SHALL NOT OPERATE AS A WAIVER IN THE EVENT OF ANY
SUBSEQUENT DEFAULT. MAKER FURTHER WAIVES TRIAL BY JURY AND
ACKNOWLEDGES THAT IT MAKES THIS WAIVER KNOWINGLY, VOLUNTARILY, AND
ONLY AFTER CONSIDERATION OF THE RAMIFICATIONS OF THE WAIVER BY ITS
ATTORNEY.
12. Binding Effect. This Note shall be binding on Maker, its successors and assigns and shall inure to the
benefit of Lender, any holder hereof, itssuccessors and assigns.
13. Governing Law. This Note shall be governed by, and construed in accordance with, the laws of the
State of California. The Maker acknowledges and agrees that the transaction evidenced by this Note was
negotiated and accepted in the State of California and the performance of the obligations hereunder shall
be deemed to be performed in the State of California.
14. Joint and Several. Should this Note be signed by more than one Maker, references in this Note to
Maker in the singular shall include the plural and allobligations herein contained shall be jointand several
of each signer hereof.
15. Maximum Rate. Notwithstanding anything to the contrary contained herein, under no circumstances
shall the aggregate amount paid or agreed to be paid hereunder exceed the highest lawful rate permitted
under applicable usury law (the "Maximum Rate") and the payment obligations of Maker under thisNote
are hereby limited accordingly. If under any circumstances, whether by reason of advancement or
acceleration of the maturity of the unpaid principal balance hereof or otherwise, the aggregate amounts paid
on thisNote shall include amounts which by law are deemed interestand which would exceed the Maximum
Rate, Maker stipulates that payment and collection of such excess amounts shall have been and will be
deemed to have been the result of a mistake on the partof both Maker and the holder of this Note, and the
party receiving such excess payments shallpromptly credit such excess (tothe extent only of such payments
in excess ofthe Maximum Rate) against the unpaid principal balance hereof and any portion of such excess
payments not capable of being so credited shall be refunded toMaker.
16. Rights Cumulative. The rights and remedies of Lender shall be cumulative and not inthe alternative,
and shall include allrights and remedies granted herein, in any document referred to herein or executed
and/or delivered in connection herewith, and under allapplicable laws, and theexercise of any one or more
of them will not be a waiver of any other.
17. Severability. Ifany term, clause, or provision hereof shall be adjudged to be invalid or unenforceable
by a court of appropriate jurisdiction, the validity and enforceability of the remainder shall not affected
thereby and each such term, clause, or provision shall be valid and enforceable to the fullest extent
permitted by law.
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Loan Number
FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021
NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021
IN WITNESS WHEREOF, the undersigned have exeenied this Commercial Promissory Note as
of April 30, 2019.
BORROWER
NETWORK MEDIA MANAGEMENT, INC.
By:
Name: Ju izrahi
Title: P ident
STATE OF )
)ss.:
COUNTY OF )
On April 2019, before me, the undersigned, a Notary Public in and for said State, personally
appeared, Judah Mizrahi, personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and acknowledged to me that he/she
executed the same in his/her capacity as President of NETWORK MEDIA MANAGEMENT, INC., and
thatby his/her signature on the instrument, the individual, or the person upon behalf of which the individual
acted, executed this instrument.
NOT Y PUBLIC
ALLISON GLESSNER
NOTARY PUBUC OF NEW JERSEY
ComIssion Expires5/16/2023
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Loan Numbe
Preview
FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021 NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021 Exhibit A FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021 NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021 NETWORK MEDIA MANAGEMENT, INC. $678,000.00 April 30, 2019 COMMERCIAL PROMISSORY NOTE FOR VALUE RECEIVED, the undersigned, NETWORK MEDIA MANAGEMENT, INC. a New York corporation having an address at 111 Eighth Avenue, New York, NY 10011 (the"Maker"), promises to pay tothe order of TRIUMPH CAPITAL PARTNERS LLC, a Delaware limited liabilitycompany at its principal place of business at 155 S. Highway 101 Ste. 7, Solana Beach, CA 92075 ("Lender"), or at such other place as the holder hereof may designate, the principal sum of up toSix Hundred Seventy Eight Thousand and 00/100 dollars ($678,000.00) ("Maximum Principal Amount"), or so much as may be advanced hereunder, with interest on said unpaid balance from time to time outstanding computed from the date advanced (the Commencement Date") as hereinafter set forth, together with all taxes assessed upon attorneys' thisNote and together with any costs, expenses, and reasonable fees incurred inthe collection of thisNote or in protecting, maintaining, or enforcing itssecurity interestor any mortgage securing this Note or upon any litigation or controversy affecting this Note or the security given therefor, including, without limitation, proceedings under the Federal Bankruptcy Code. 1. Payments. Principal and interesthereunder shall be payable as follows: A. From the date hereof, intereston the face amount of thisNote shall accrue at the rate of 10.75% per annum, for the period from the date hereof to and including April 30, 2019 shall be payable at the closing of the loan. B. The rate of interest of this Note, which shall remain effective until an Event of Default (as defined below), shallbe fixed at 10.75% per annum. Interest on this Note is computed on a 30/360 simple interestbasis; that is,with the exception of odd days before the firstfullpayment cycle, monthly interest is calculated by applying the ratioof the interest over a year of 360 days, multiplied by the outstanding principal balance, multiplied by a month of 30 days. Interest for the odd days before the firstfullmonth isealmla*d on the basis of the actual days and a 360-day year. 1" C. Beginning on June 01, 2019 and continuing on the day of each and every month thereafter through and including the payment due on May 01, 2020 (as hereinafter defined), Maker shallmake payments of interest only. D. Ifnot sooner paid, the entire principal amount of this Note, together accrued interest and with allother sums due hereunder, shall be due and payable in fullon May 01, 2020 (the "Maturity Date"). It is understood and agreed by Maker that if sufficient prepayments of principal have not been made, a balloon payment will be due on the Maturity Date. E. All payments received will be credited firstto late charges and costs hereunder, then to interest accrued at the applicable interest rate hereinafter set forth, with the balance on account of principal. F. At no time shall the interest rateexceed the maximum ratepermitted by the usury statutes governing this Note, ifany. If,by application of the above interest rateformula, the interest rate would exceed and violate such usury statutes, interest shall accrue at the maimum rate permitted by law. Page 1 of 5 Loan Number FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021 NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021 2. Advances. All advances made hereunder will be made in accordance with the terms of the Loan Agreement of even date. 3. Security. This Note is secured by a firstpriority Commercial Mortgage, Securing Future Advances (the "Mortgage") on thatcertain piece or parcel of real properties known as 1959 East 8th Street, Brooklyn, NY 11223, being more specifically described in saidMortgage. 4. Default. If any of the following events occur (which is an "Event of Default"), Lender may declare the entire outstanding principal balance hereof, together with any other aments that Maker owes to Lender, to be immediately due and payable: a. Maker fails to pay any installment of principal and/or interest or any other charges due under thisNote within five (5) days afterthe same becorses due and payable; b. Maker defaults in any other obligations, liabilities,or indebtedness with Lender (whether now existing or hereafter arising); c. Maker sells,leases, or otherwise disposes of allor substantially all of itsproperty, assets, or business, or if Maker ceases any of itsbusiness operations, dissolves, or comacaces reorganization; d. Makers makes or takes any action to make a general assignment for the benefit of its creditors or becomes insolvent or has a receiver, custodian, trustee in Bankruptcy, or conservator appointed for itor for substantially allor any of itsassets; e. Makers filesor becomes the subject of a petition in Bankruptcy or upon the commencement of any proceeding or action under any Bankruptcy laws, insolvency laws, relief of debtors laws, or any other similar law affecting Maker, provided, however, that Maker shallhave sixty (60) days from the filing of any involuntary petition in Bankruptcy to have the same discharged and dismissed; f. Upon the failure by Maker to observe or perform, or upon default in, any covenants, agreements, or provisions in the Mortgage, Loan Agreement or in any other instrument, document, or agreement, executed and/or delivered in comection herewith or therewith; g. Any representation or statement made herein or any other representation or statement made or furnished to Lender by Maker was materially incorrect or misleading at the time itwas made or furnished; h. In the event of any material adverse change in the financial condition of Maker or any guarantor of the loan; or i. Upon the death of any guarantor of the loan. 5. Default Rate. After the occurrence of an Event of Default, interest will accrue at the lesserof (i) 18% per annum or (ñ) the Maximum Rate (as defined in Section 15 below) allowed by applicable law. Interest will continue to accrue at the default rate afterjudgment until the Note ispaid in full. Page 2 of 5 Loan Number FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021 NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021 6. Prepayment. The Principal Amount may be prepaid in whole or in part at any time without charge, penalty or premium AFTER September 01, 2019. In the event the loan is paid in fullor in part prior to September 01, 2019, Borrower shall nonetheless be indebted to and owe Lender for intereston the Principal Amount through said date (i.e.a three (3) month prepayment penalty). All prepayments shall be paid, days' together with accrued interest through the date of prepayment, upon at least fifteen (15) prior written notice to Payee of maker's intention to prepay. Upon the giving of such notice of maker's intention to prepay the amount set forth in such notice, the amount to be prepaid shall become due and payable on the date specified in such notice. 7. Late Charge. It isfurther agreed that the holder hereof may collect a late charge equal to ten percent (10%) of any payment required hereunder the greater of,One Hundred Dollars ($100.00) or including the final payment, orrequired under any security agreement, mortgage, or any other instrument, document, or agreement executed and/or delivered in connection herewith which is not paid within five (5) days of the due date thereof. This late charge isto cover the extra expenses involved in handling delinquent paymcñts attorneys' and isnot to be construed to cover other costs and fees incurred in any action to collect thisNote or to foreclose the mortgage securing the same. This provision shall not affect or limit the holder's rights or remedies with respect to any Event of Default. 8. Lien/Set Off. Maker hereby gives the holder hereof a lien and right of set off for all of Maker's liabilitiesto the holder hereof or Lender upon and against alldeposits, credits, and other property of Maker now or hereafter in the possession or control of the holder hereof, or in transit to it,excepting however, funds held in trust by Maker. All payments shall be made in lawful currency of the United States of America inimmediately available funds, without abatement, counterclaim, or set-off,and free and clear of,and without any deduction or withholding for, any taxes or other matters. 9. Purpose of Loan. Maker represents and warrants that the proceeds of thisNote are to be used solely for business and commercial purposes and not at all for any persüñal, family, household, or other noncommercial or farming or agricultural purposes. Maker acknowledges that Lender ismaking this loan to Maker in reliance upon the above representation by Maker. The above representation by Maker will survive the closing of this loan and repayment of amounts due toLender hereunder. 10. Other Obligations. To the extent thatthe outstanding balmee of this Note is reduced or paid in full by reason of any payment to Lender by an accommodation maker, endorser, or guarantor, and allor any part of such payment is rescinded, avoided, or recovered from Lender for any reason whatsoever, including, without limitation, any proceedings in connection with the insolvency, bankruptcy, or reorganlzation of the accommodation maker, endorser, or guarantor, the amount of such rescinded, avoided, or returned payment shallbe added to or, inthe event this Note has been previously paid in full, shallrevive the principal balance of this Note upon which interest may be charged atthe applicable rate set forth in thisNote and shall be considered part of the outstanding balance of this Note and all terms and provisions herein shall thereafter apply to the same. 11. Waiver. MAKER (AND EACH AND EVERY ENDORSER, GUARANTOR, AND SURETY OF THIS NOTE) ACKNOWLEDGES THAT THE LOAN EVIDENCED BY THIS NOTE IS A COMMERCIAL TRANSACTION, AND HEREBY VOLUNTARILY AND KNOWINGLY WAIVES THE RIGHT TO NOTICE AND HEARING UNDER APPLICABLE CALIFORNIA GENERAL STATUTES, OR ANY SUCCESSOR STATUTE OF SIMILAR IMPORT, WITH RESPECT TO ANY PREJUDGMENT REMEDY AS DEFINED THEREIN, AND FURTHER WAIVES DILIGENCE, DEMAND, PRESENTMENT FOR PAYMENT, NOTICE OF NONPAYMENT, PROTEST AND NOTICE OF PROTEST AND NOTICE OF ANY RENEWALS OR EXTENSIONS OF THIS NOTE, AND ALL RIGHTS UNDER ANY STATUTE OF LIMITATIONS, AND AGREES THAT THE TIME FOR PAYMENT OF THIS NOTE MAY BE Page 3 of 5 Loan Number FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021 NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021 CHANGED AND EXTENDED AS PROVIDED IN SAID MORTGAGE OR ANY SECURITY AGREEMENT, WITHOUT IMPAIRING MAKER'S LIABHlTY THEREON, AND FURTHER CONSENTS TO THE RELEASE OF ALL OR ANY PART OF THE SECURITY FOR THE PAYMENT HEREOF, OR THE RELEASE OF ANY PARTY LIABLE FOR THIS OBLIGATION WITHOUT AFFECTING THE LIABILITY OF THE OTHER PARTIES HERETO. ANY DELAY ON THE PART OF THE HOLDER HEREOF IN EXERCISING ANY RIGHT HEREUNDER SHALL NOT OPERATE AS A WAIVER OF ANY SUCH RIGHT, AND ANY WA1VER GRANTED FOR ONE OCCASION SHALL NOT OPERATE AS A WAIVER IN THE EVENT OF ANY SUBSEQUENT DEFAULT. MAKER FURTHER WAIVES TRIAL BY JURY AND ACKNOWLEDGES THAT IT MAKES THIS WAIVER KNOWINGLY, VOLUNTARILY, AND ONLY AFTER CONSIDERATION OF THE RAMIFICATIONS OF THE WAIVER BY ITS ATTORNEY. 12. Binding Effect. This Note shall be binding on Maker, its successors and assigns and shall inure to the benefit of Lender, any holder hereof, itssuccessors and assigns. 13. Governing Law. This Note shall be governed by, and construed in accordance with, the laws of the State of California. The Maker acknowledges and agrees that the transaction evidenced by this Note was negotiated and accepted in the State of California and the performance of the obligations hereunder shall be deemed to be performed in the State of California. 14. Joint and Several. Should this Note be signed by more than one Maker, references in this Note to Maker in the singular shall include the plural and allobligations herein contained shall be jointand several of each signer hereof. 15. Maximum Rate. Notwithstanding anything to the contrary contained herein, under no circumstances shall the aggregate amount paid or agreed to be paid hereunder exceed the highest lawful rate permitted under applicable usury law (the "Maximum Rate") and the payment obligations of Maker under thisNote are hereby limited accordingly. If under any circumstances, whether by reason of advancement or acceleration of the maturity of the unpaid principal balance hereof or otherwise, the aggregate amounts paid on thisNote shall include amounts which by law are deemed interestand which would exceed the Maximum Rate, Maker stipulates that payment and collection of such excess amounts shall have been and will be deemed to have been the result of a mistake on the partof both Maker and the holder of this Note, and the party receiving such excess payments shallpromptly credit such excess (tothe extent only of such payments in excess ofthe Maximum Rate) against the unpaid principal balance hereof and any portion of such excess payments not capable of being so credited shall be refunded toMaker. 16. Rights Cumulative. The rights and remedies of Lender shall be cumulative and not inthe alternative, and shall include allrights and remedies granted herein, in any document referred to herein or executed and/or delivered in connection herewith, and under allapplicable laws, and theexercise of any one or more of them will not be a waiver of any other. 17. Severability. Ifany term, clause, or provision hereof shall be adjudged to be invalid or unenforceable by a court of appropriate jurisdiction, the validity and enforceability of the remainder shall not affected thereby and each such term, clause, or provision shall be valid and enforceable to the fullest extent permitted by law. Page 4 of 5 Loan Number FILED: KINGS COUNTY CLERK 07/22/2021 02:58 PM INDEX NO. 504485/2021 NYSCEF DOC. NO. 35 RECEIVED NYSCEF: 07/22/2021 IN WITNESS WHEREOF, the undersigned have exeenied this Commercial Promissory Note as of April 30, 2019. BORROWER NETWORK MEDIA MANAGEMENT, INC. By: Name: Ju izrahi Title: P ident STATE OF ) )ss.: COUNTY OF ) On April 2019, before me, the undersigned, a Notary Public in and for said State, personally appeared, Judah Mizrahi, personally known to me or proved to me on the basis of satisfactory evidence to be the individual whose name is subscribed to the within instrument and acknowledged to me that he/she executed the same in his/her capacity as President of NETWORK MEDIA MANAGEMENT, INC., and thatby his/her signature on the instrument, the individual, or the person upon behalf of which the individual acted, executed this instrument. NOT Y PUBLIC ALLISON GLESSNER NOTARY PUBUC OF NEW JERSEY ComIssion Expires5/16/2023 Page 5 of 5 Loan Numbe