Preview
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Mitchell Malzberg, Esq.
Attomey ID No. 016641993
Law Offices of MitchellJ. Malzberg, LLC
P.O. Box 5122
6 East Main Street, Suite 7
Clinton, NJ 08809
(908) 323-2958
Attorney for Plaintiff(s)
~--- =~
MMCSJ REAL ESTATE ASSOCIATES, SUPERIOR COURT OF NEW JERSEY
LLC LAW DIVISION: CAMDEN COUNTY
Plaintiff(s), Docket No.
Vv. Civil Action
JAHMTH LLC d/b/fa GOOD FOODS TO COMPLAINT
GO AND ROBERTA HESS a/k/a
ROBERTA L. HESS a/k/a BOBBI HESS
Defendant(s).
-- ae
Plaintiff, MMCSJ REAL ESTATE ASSOCIATES, LLC, having its principal place of
business at 201 Harvard Avenue, Westville, New Jersey 08093 by way of complaint against the
Defendant says:
1 The Defendant(s) entered into a Lease with the Plaintiff, dated May 17, 2016, (the
“Lease”) leasing retail space (the “Premises”) at the Ellipse Shopping Center, Stores 1 & 2, 4201)
Church Road, Mount Laurel, New Jersey 08054. A copy of the Lease is annexed hereto ant
made part hereof as Exhibit “A”.
2 The Lease provides for payment of fixed gross rent of $2,163.33 per month]
which increased incrementally each year after the end of the second year, through the end of the
Lease term (120 months).
3 The Defendant(s) have failed to make certain payments required by the Lease,
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representing $86,903.42, the amount shown on the Statement of Account annexed hereto an
made a part hereof as Exhibit “B”. Said amount is due and owing to Plaintiff as of the date off
the filing of this Complaint.
4 Pursuant to the Lease Agreement, as Defendant(s), JAHMTH LLC d/b/a GOOD|
FOODS TO GO is in default of said Agreement, Defendant(s) are also responsible for costs
including but not limited to interest, late fees, and Plaintiff's reasonable attorney’s fees. As such]
Plaintiff's attorney’s contingency fee of 25%, or the sum of $21,725.86, has been added to the
amount due of $86,903.42 thereby leaving an amount due and owing to the Plaintiff the sum of
$108,879.28 together with lawful interest and costs.
5. Despite repeated demands for said amounts by Plaintiff, the Defendant(s) have
refused to pay same.
6 The terms of the Lease Agreement have been personally guaranteed b
ROBERTA HESS a/k/a ROBERTA L. HESS a/k/a BOBBI HESS, pursuant to the personal]
guaranty attached hereto as Exhibit “C”.
WHEREFORE, Plaintiff demands judgment against the Defendant(s), JAHMTH LLC|
d/b/a GOOD FOODS TO GO AND ROBERTA HESS a/k/a ROBERTA L. HESS a/k/a BOBBI|
HESS, in the sum of $108,879.28 together with lawful interest and costs of this suit and all
subsequent amounts due.
I certify that the matter in controversy is not the subject of any other action or arbitratio
proceeding, now or contemplated, and that no other parties should be joined in this action]
R.4:5-1.
LAW OFFICES OF MITCHELLJ. MALZBERG, LLC
By:/s/ Mitchell
MITCHELL MALZBERG, ESQ.
Dated: February 1, 2024 Attomey for Plaintiff
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CERTIFICATION
I certify that confidential personal identifiers have been redacted from documents no
submitted to the Court, and will be redacted from all documents submitted in the future i
accordance with Rule 1:38-7(b).
LAW OFFICES OF MITCHELLJ. MALZBERG, LLC
By: /s/ Mitchell
MITCHELL MALZBERG, ESQ.
Attomey for Plaintiff
Dated: February 1, 2024
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MMCSJ REAL ESTATE ASSOCIATES, LLC
201 Harvard Avenue
Westville, New Jersey 08093
eee een ee ee nee ee nee eee ee nee ee ene e eee eee eeeneeeee,
TO JAHMTH LLC d/b/a GOOD FOODS TO GO
c/o Robert A. Sagedy, Jr., CPA, Registered A gent
118 Farmington Rd.
Cherry Hill, NJ 08034
ROBERTA HESS a/k/a ROBERTA L. HESS a/k/a BOBBI HESS
212 Grant Ave.
West Berlin, NJ 08091
TOTAL AMOUNT DUE... $108,629.28
Attomey’s Fees $21,725.86
—--- +
TOTAL $108,629.28
SCHEDULEA
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EXHIBIT “A”
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Lease reement
This Lease (“Lease”), made as of the 7 day of Mi\ef Zo We and is between MMCSJ
Real Estate Associates, LLC (the “Landlord”), with a current address of 201 Harvard Ave., Westville, NI
08093 and JAHMTH, LLC DBA Good Food 2 Go, (the " "T ‘enant”), with its principle based address at
Article I. Leased Premises
1.1 Description. In consideration of the rents, covenants and agreements hereafter reserved and contained
on the part of the Tenant to be observed and performed, THE Landlord leases to the Tenant, and the
Tenant rents from the Landlord, Store | & 2 at the Ellipse Shopping Center located at 4201 Church
Rd. Mt. Laurel N.J. 08054 (“Shopping Center”) consisting of approximately 2,596 square feet (“the
Leased Premises” or “Premises”). The approximate size and location of the Leased Premises and the
Shopping Center (as configured as of the date of this Lease) are shown on the plan attached to and
made a part of this Lease as Exhibit “A”.
12 Use of Common Areas. All areas, space, equipment, special services and facilities furnished by
Landlord for the common or joint use of and benefit of the occupants of the Shopping Center, their
employees, agents, servants, customers and other invitees and which are part of the Shopping Center,
but not part of the Premises or the rental space of other tenants, including, without limitation,
sidewalks, parking areas, access roads, driveways, retaining walls, loading docks, pedestrian walks,
“
Sho} ing Center
courts, stairs, ramps, and sidewalks, and landscaping (“ shopping enter Common
ommon Facilities”
Faculties or
“Common Facilities” or “Common Areas")are under the sole control of Landlord and may be
changed, added to, renovated, reconfigured, or reduced by Landlord in whole or part from time to
time. During the term of this Lease, Tenant will have a license, in common with the other tenants at
the Shopping Center, to use the Common Areas, which Landlord may revoke in the event of Tenant's
default without liability to Landlord. Notwithstanding the foregoing, Landlord shall be permitted to
designate certain portions of the Common Areas for the sole and exclusive use of designated tenants
at the sole discretion of Landlord and which shall not affect the calculation of Tenant's Proportional
Share of Shopping Center Operating Costs as hereinafter defined.
Article 11, Term and Rent
2.1 Term. The term of this Lease (the “Term” or “Initial Term”) shall be for ten years (120 months)
commencing on the Possession Date. Tenant agrees te take occupancy on the Possession Date. Tenant
also agrees, promptly upon the Landlord's request, to confirm in writing the first day of the Initial Term
and the Rent Commencement Date.
2.2 Minimum Rent. The minimum monthly rent for the Initial Term shall be the amounts set forth and for
the periods set forth in the rent schedule attached hereto and made a part hereof as Exhibit “B". The
minimum monthly rent set forth in the rent schedule shall be paid by the Tenant, in advance, in monthly
installments beginning on the Rent Commencement Date, as stated on Exhibit B. These monthly
installments shall be due and payable on or before the first day of each month during the Term, at the
address of the landlord stated above, or at such other place as may be designated by Landlord, without
any deduction, escrow or set-off. The Monthly installments of fixed minimum rent in any portion of a
month at the beginning or end of the term shall be apportioned on a pro-rata basis.
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2.3 Reimbursable Expenses. \n addition to the minimum rent set forth on Exhibit " jant shall
reimburse Landlord for “Tenant's Proportional Share” (as that term is defined in Exhibi it “C* attached to
and made part of this Lease) of the costs of maintaining, repairing and replacing the Shopping Center
(collectively, “Sho Center
ppin Operating Costs"),
g according to Exhibit “C™ Tenant shall be responsible
for Tenant's Proportionate Share of Shopping Center Operating Costs from ind after the Rent
Commencement Date.
2.4 Definition of “Reni”, The term “Rent” as used in this Lease means the minimum rent, the Tenant's
Proportionate Share of the Shopping Center Operating Costs and all other sums due by the Tenant
to the
Landlord under this Lease, however classified.
2.5 Late Charge. Any provision of this Lease to the contrary notwithstanding, at Landlord's option,
‘Tenant shall pay as additional Rent, a late charge in the amount of five Percent (5%) of the outstanding,
delinquent balance for any payment of Rent not made within ten (10) days after the due date thereof
to
cover the extra expense involved in handling such delinquent payment,
Article IIL, Construction and Alteration of Leased Premises
3.1 Landlord's Work. The Landlord shall Perform the work described on Exhibit “D" attached hereto and
made a part of this Lease (“Landlord’s Work").
Except for the Landlord's Work and except as otherwise specifically provided in this I ease:
(a) The Landlord has made no representation or warranty concerning (i) the Leased Premises or
its
condition, or (ii) the use or uses to which the Leased Premises may be put.
(b) Tenant agrees to accept possession of the Leased Premises, including, without limitation, the
equipment and fixtures in or serving the Leased Premises. the plumbing, sewerage and electrical
systems in or serving the Leased Premises, the plumbing, sewerage and electrical systems in or
serving the Leased Premises, and the heating, ventilating and air conditioning
systems
and
equipment (collectively, the “HVAC System”) in or serving the Leased Premises constructed in
accordance with the Landlord’s Work. The Tenant shall accept the Leased Premises “as is”. The
act of taking possession by the Tenant shall be conclusive evidence that the Leased
Premises are
in satisfactory condition. Notwithstanding any other provision of this Lease, Tenant
shall be
solely responsible during the term of this Lease, and any and all renewals or extensions
thereof,
for the repair, maintenance and replacement of the HVAC system and any repair or replacement
of the HVAC system shall not be deemed a capital expenditure, Landlord shall provide past
‘maintenance records for the HVAC System and shall supply to Tenant a certification from a
licensed HVAC contractor, certifying the condition of the HVAC system as of the date of the
Lease.
3.2 Tenant's Work. Tenant shall perform the work described on Exhibit “E” attached to and made a part
of this Lease (the “Tenant's Work”),
3.3 Alterations. Except for “Permitted Alterations” (as that term is defined
below):
(a) Tenant may not mark, paint or drill in any way deface walls, ceilings,
partitions, floors. wood, stone or
ironwork without Landlord's prior written consent.
(b) Tenant may not paint, decorate or modify in any manner the exterior of the
Leased Premises, or any
part of the Leased Premises in a manner which may be visible from the exterior
of the Leased Premises,
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including window signs or displays, without Landlord's prior written consent, which consent may be
withheld in the Landlord’s sole discretion,
(c) Tenant may not make any changes, modifications, alterations or improvements to the Leased
Premises, including but not limited to the exhaust systems servicing same, ot to the exterior of the Leased
Premiscs, including installation of signs, awnings, advertising material and/or exterior lighting
(collectively, “Alterations”), without first obtaining Landlord's written approval of specifications
submitted by Tenant ( which, with respect to signs, shall include a professionally drawn rendering
specifying size, materials, coloring, and lighting and electrical loads), which shall not be unreasonably
withheld, conditioned or delayed. All Tenant's work shall also comply with all applicable ordinances,
Jaws and regulations and be approved by all necessary zoning, building and construction officials, and all
signs shall conform with Landlord's then existing sign criteria (if any), In addition to the foregoing,
‘Tenant shall not permit any changes, modifications, alterations, improvements or penctration to the roof
of the Leased Premises or Shopping Center without the Landlord's prior written approval and the
agreement of Tenant to use the services of Landlord's roof contractor, all the at the sole cost and expense
of Tenant.
Any alterations that are made without the Landlord's prior written consent shall be removed by the
‘Tenant on demand.
(d) The Tenant may, however, at the Tenant’s sole expense and risk, make the following changes,
alterations, improvements or renovations (collectively “Permitted Alterations”) to the Leased Premises:
(i) Tenant my paint, equip, furnish, decorate and re-carpet the interior of the Leased Premises
in a first class manner.
(ii) Tenant shall also be permitted from time to time, after Landlord's prior written consent,
which may be wi ield in the sole discretion of Landlord, to alter or replace its existing storefront
signs and exterior signs or to install new storefront signs and exterior signs provided that (1) such
new signs are the same quality. type and size as the signs being replaced or altered: and (2) such
new signs comply with the requirements of governmental authorities having jurisdiction and with
Landlord's then existing sign criteria (if any).
Notwithstanding anything contained in this Section 3.3 (d)
(1) Before making any Permitted Alterations, the Tenant must give the Landlord at least thirty
(30) days’ prior written notice of the Tenant’s intention to do so, which notice must describe
the proposed Permitted Alterations in reasonable detail (and where appropriate, include
detailed plans and specifications).
(c) If the Landlord's consent is required under this section 3.3, but the Tenant fails to obtain such consent
and makes Alterations at the Leased Premises, such Alterations shall be removed by the Tenant on
demand by Landlord, Landlord shall be permitted to remove such Alterations and Tenant be liable for any
and all costs incurred by Landlord, including but not limited to, the removal and repair of the Alterations,
the Leased Premises or the Shopping Center.
(f) The Landlord may, as a condition precedent to giving any consent required under this Section 3.3,
require that the Tenant supply the Landlord with (i) any contract between the Tenant and any contractor
or supplier, (ii) an estimate of the cost of the proposed work, (iii) copies of plans and specifications and
(iv) evidence reasonably satisfactory to the Iandlord that each contractor has adequate worker's
compensa ion and general liability insurance.
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(g) Consent by the Landlord, if any, under, this Section 3.3 shall not constitute or be deemed to constitute
any assumption or creation of liability by the Landlord,
(h) All Alterations that are made by with the Landlord’s prior written consent, and all Permitted
Alterations, shall become the property of the Landlord when completed and paid for by the Tenant. They
shall remain as part of the Leased Premises at the end of the Term, The Landlord may, however, demand
that the Tenant remove any Alterations at the end of the Term and return the Leased Premises to its
condition as of the date of this Lease, reasonable wear and tcar excepted. The Tenant shall repair any
damage to the Leased Premises or the Shopping Center resulting from the installation or removal of any
Alterations. q
(i) The Tenant shall promptly pay for all costs of all Alterations, and shall not allow any mechanic's liens,
notice of unpaid balance or other similar claim to be filed against the Leased Premises or the Shopping
Center. If any such lien, notice or claim is filed against the Leased Premises or the Shopping Center, the
‘Tenant shall have it promptly removed and discharged of record at the Tenant's sole expense.
(i) All Alterations shall be made in good and workmanlike manner, and shall be conducted in a manner so
as to avoid inconvenience to the other tenants at the Shopping Center or any disruption of their
businesses.
3.4 Changes and Additions by Landlord. Landlord hereby reserves the right at any time to perform
maintenance operations and to make repairs, alterations or additions and to build stores onto the building
in which the Leased Premises are contained and to build adjoining or adjacent to the same. Landlord also
reserves the right to expand the Shopping Center and to construct other buildings or improvements
including. but not limited to, structures for motor vehicle parking, enclosingair conditioning, and/or
sidewalks in the Shopping Center from time to time and to make alterations thereofor additions thereto,
‘Tenant agrees to cooperate with Landlord to permit Landlord to accomplish any such maintenance,
repairs, alterations, additions, or construction, all of the same with no abatement or reduction of Rent,
Landlord agrees to use igent, commercially reasonable efforts to accomplish any such maintenance,
repairs, alterations, additions or construction without materially interfering with Tenant's business.
Article IV. Conduct of Business by Tenant
‘Tenant shall use the Leased Premises solely for the purpose of conducting the business for the sale of
and related products and uses and Tenant may
not use the Leased Premises for any other purpose without Landlord's prior written consent, which
consent may be withheld at the sole discretion of the Landlord. Tenant shall not use the Leased Premises
for any of the Exclusive Uses and/or Prohibited Uses listed in Exhibit “G” attached hereto or in violation
of any other lease of any other tenant in the Shopping Center.
Article V. Security Deposit
5.1 Amount of Deposit. Cont
Landlord the sum of _§ Fg Te i
liability for interest, an
icously with the execution of this Lease, Tenant has deposited with
the “Deposit"). The Deposit shall be held by Landlord, without
y be commingled with other funds of Landlord, as security for the
performance by Tenant of all its obligations under this Lease, If at any : during the term of this Lease
any of the Rent shall be overdue and unpaid, or if Tenant violates any of its other obligations under this
Lease, then the Landlord may, at the option of the Landlord (but Landlord shall not be required to), apply
all or any portion of the Deposit to the payment of any such overdue Rent orto perform or complete any
of Tenant's other obligations. Tenant shall prepay the first month's rent.
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5.2 Replenishing Deposit. The amount of the Deposit is to remain constant throughout the Term. If the
Landlord uses the Deposit or any part of it during the Term by reason a Tenant default, the Tenant shall
on demand pay the Landlord for the amount spent. The Security is not to be used by the Tenant for the
payment of the Rent. The Landlord shall repay to the Tenant any balance remaining in a reasonable time
after the end of the Term,
5.3 Transfer of Deposit. Landlord may deliver the Deposit to the purchaser or transferee of Landlord's
interest in the Leased Premises in the event that such interest is sold or transferred and thereupon
Landlord shall be discharged from any further liability with respect to such deposit.
Article VI. Repairs, Maintenance and Utilities of Leased Premises
6.1 Landlord's Responsibility for Repairs
and Maintenance. Landlord agrees to repair and maintain (but
shall be reimbursed by the Tenant and the other Tenants at the Shopping Center for all costs and expenses
relating to these repairs and maintenance as set forth in this Lease0 in good order and condition,
consistent with similar shopping centers located in the vicinity of the Shopping Center that are similar in
‘age, class and configuration, the roof, roof drains, exterior walls and foundations and structural portions
(both interior and exterior) of the Leased Premises, and the Shopping Center's Common Areas
(collectively, ~ Landlord Repairs and Maintenance”). The Tenant shall notify the Landlord immediately
and in writing whenever there is a need for Landlord Repairs and Maintenance.
6.2 Tenam’s Responsibility for Repairs and Maintenance
(a) Except as otherwise provided in the preceding Section 6.1, Landlord shall not be obliged or required
to make any other repairs or replacements to the Leased Premises, and all other portions of the Leased
Premises shall be kept in good repair and condition by Tenant. ‘Tenant shall be required to obtain a hold
harmless / indemnification agreement for the benefit of Tenant and Landlord, such hold harmless /
indemnification agreement to be signed by all contractors or sub-contractors hired by Tenant to perform
any repairs, replacements or other work at the Leased Premises and Tenant shall also provide Landlord
with a copy of a certificate of insurance from each such contractor or sub-contractor.
(b) In light of tenant’s permitted use of the Leased Premises, tenant acknowledges its special and material
responsibility to display the highest degree of care when carrying out all covenants of this Lease,
including especially those covenants pertaining to the conduct of its business, the maintenance of the
Leased Premises, the handling of its garbage and refuse, including the cleaning of grease traps and the
control of odor and noise, Tenant recognizes that it must at all times during the Terms of Lease to keep
the premises in a clean and attractive condition and must otherwise fully comply with the highest
standards of maintenance and cleanliness.
(©) Without limiting the preceding subparagraphs (a) and (b), Tenant shall, at Tenant's own expense:
(i) Repair and maintain in good, clean, and safc order, condition, repair, and appearance the non-
structural interior portions of the Leased Premises including without limitation to the store fronts, show
windows, doors and windows, interior walls, ceiling tiles, light fixtures, floor covering, plumbing, the
HVAC System, the electrical and the sewerage system, facilities, and appliances, and all of the Tenant's
signs. Without limiting the preceding sentence Tenant shall have the HVAC System serviced at least on a
monthly basis, Tenant shall enter into an annual HVAC service contract with a reputable licensed
company reasonably acceptable to the Landlord, and on or before December 31 of each year during the
‘Term shall furnish to landlord a record of all HVAC service performed during that year. As provided
hercin, Landlord shall have no obligation to repair, maintain or replace the HVAC System during the term
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of this Lease or any extensions or renewals thereof, and the replacement of the HVAC System shall not
be decmed a capital expenditure,
(i) (1) Repair or replace broken plate or window glass (except in case of damage by fire or other
casually covered by Landlord's fire and extended coverage policy); (2) repair any damage caused by the
‘Tenant, its employees, agents, contractors, customers, invitees, and (3) paint, redecorate and re-carpet the
interior of the Leased Premises as necessary or proper to maintain the Leased Premises in first-class
condition and appearance (subject to Section 3.3 above).
(ii) Maintain the Leased premises in neat, clean, safe and sanitary condition free of all trash,
garbage, animal waste, and animal food refuse, and free from insects, rodents, vermin and other pests,
‘Tenant shall use a pest extermination contractor recommended by, or otherwise approved by, and shall
have pest control service performed at such intervals as Landlord may reasonably require. ‘Tenant shall be
responsible to provide, at its sole cost and expense all janitorial and cleaning services within the Leased
Premises that are necessary in order to comply with this subparagraph (iii).
(iv) Promptly comply with all taws, orders, rules and requirements of governmental authorities,
insurance carriers, board of fire underwriters, or similar groups (if and to the extent applicable to the
Leased Premises and if and to the extent such compliance relates to the Tenant's use or occupancy of, or
activities in, the Leased Premises), cause all electrical, plumbing and other mechanical facilities to be
inspected and approved by the appropriate inspection services or governmental agencies, and supply,
maintain, repair and replace for the Leased Premises any required fire extinguishers, fire prevention
equipment and safety equipment.
(¥) Keep the entrances, and the adjacent walks, driveways, parking areas and loading platforms,
clean and free from litter, trash and debris, snow and ice.
(vii) Deposit all trash, garbage, animal waste and animal food refusein proper containers supplied
by a licensed waste hauler and no smaller than eight (8) yards. Such containers shall be locked at all times
and placed outside of the Leased Premises for collection in the manner and at the times and places
specified by Landlord.
(viii) Not burn any trash or garbage of any kind in or about the Leased Premises or the Shopping
Center,
(ix) Not install any equipment or machinery which exceeds the capacity of the utility lines
leading to the Leased Premises or the Shopping Center.
(%) Use all electric, plumbing other facilities in the Leased Premises safely, and not place any
foreign substance in the plumbing fa ies.
(xi) Keep no inflammable or dangerous things in the Leased Premises, and create no fire hazard.
(xii) Replace all cracked or broken plate glass, door or window glass in the I eased Premises with
glass of like kind and quality.
(xiii) Do nothing to destroy, deface or damage any pant of the Leased Premises,
(xiv) Not use or permit the use of any loud speakers, television, radios, stereos, or other apparatus
for sound reproduction or transmission in such a manner that the sound so reproduced, transmitted or
produced shall be audible beyond the confines of the Leased Premises.
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(xv) Keep all mechanical apparatus free of vibrations and noise which may be transmitted beyond
the confines of the Leased Premises.
(xvi) Not cause or permit objectionable noises or odors to emanate or be dispelled from the
Leased Premises.
(xvii) Not place or maintain any vending machines, pay telephones or amusement devices in the
Leased Premises or any vending machines, pay telephones or amusement devices, merchandise
showcases or other articles outside of the Leased Premises.
(xvii) Not place or permit any obstruction or merchandise in the common areas or conduct any
business in the common areas,
(xix) If there is a rear entrance, delivery entrance or loading platform for the Leased Premises,
load and unload all goods there.
(xx) Keep the Leased Premises at a temperature sufficiently high to prevent the freezing of water
or the bursting of pipes.
(xxi) Notwithstanding anything in this Lease to the contrary, be responsible for all repairs and
replacements to the leased Property necessitated by a burglary or attempted burglary, or any illegal or
forcible entry into the leased Premises.
(xxii) Do nothing to destroy the peace and quiet of the other tenants of the Shopping Center.
(xiii) Keep the Leased Premises and all areas surrounding the entrances to the Leased Premises
free from smoking by any employees, agents, customers, business invitees, agents or representatives of
Tenant.
6.3 Utilities
(a) Tenant shall be solely responsible to arrange and promptly pay all charges for water, sewerage, gas,
electricity, telephone, trash removal or any other utility used or consumed in the Leased Premises. Tenant
shall be responsible for all utilities from the date the Tenant takes occupancy,
(b) Unless otherwise provided, the Tenant will install and pay for all separate utility meters necessary to
permit the Leased Premises to be separately billed for utilities, If the Tenant uses or requires additional
utility services or facilities, the Tenant shall provide and pay for them.
(c) If the Landlord decides to provide any utilities or services, the Tenant shall pay for them: if they are
also provided to the other tenants at the Shopping Center, they will be part ofthe Operating Expenses.
‘The Landlord is not liable for any inconvenience or harm caused by any stoppage or reduction of utilities
of utilities or services, and the Tenant will not be excused from paying Rent, However, the Landlord {Commented (MRx}:
agrees that if there occurs any stoppage or reduction in utilities or services provided by the Landlord, The
Landlord will proceed with due diligence to restore or cause the restoration of such utilities or services as
soon as is reasonably practical under the circumstances.
6.4 Landlord's Rights to Perform Tenant's Obligations. If the Tenant fails to comply with any of its
obligations under this Lease (including without limitation its maintenance and repair obligations), the
Landlord may do so on behalf of the Tenant, without liability to Tenant for any loss or damage that may
accrue to Tenant's merchandise, fixtures or other property, or to Tenant's business by reason thereof. The
Landlord may charge to the Tenant an additional Rent the costs to comply, including reasonable
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attorney's fees and terest on the costs from the date they are incurred at a rate (sometimes referred to Commented [MR2}: Your adjustment i fine
in this Lease as the *“Default Rate”) of twenty (20%) percent per annum. The costs and interest shall be
due and payable with the next monthly Rent payment. Non-payment of such costs and interest shall give
the Landlord the same rights as if the Tenant failed to pay any other part of the Rent.
6.5 End of Terat
(a) At the end of the Term or the earlier termination of this Lease, Tenant shail (i) leave the Leased
Premises clean, (ii) remove all of its property, including telephone and computer wiring and cabling, (ii)
remove all signs and restore that portion of the Leased Premises on which they were placed, (iv) repair all
damage caused by moving, and (v) return the Leased Premises to the Landlord in the same condition as it
‘was at the beginning of the Term except for normal wear and damage by casualty not caused by the
Tenant, and (vi) surrender all kays to the Leased Premises to the Landlord.
(b) If the Tenant is required to remove its property but leaves any property inthe Leased Premises, The
Landlord may (i) store or dispose of it and charge the Tenant for the cost of storage or disposal, or (i)
keep it as abandoned property.
(c) The Tenant's obligations under this Section 6.5 shall survive the expiration or earlier termination of
the Term.
ticle VI. Insurance and Indemnity
7.1 Tenant's Insurance. Tenant shall, during the entire Term of this Lease, keep in full force and effect, at
Tenant's expense, the following insurance:
(a) Property damage and comprehensive public liability insurance, contractual liability insurance and
worker's compensation insurance with respect to the Leased Premises, and the insurance and worker's
compensation insurance with respect to the Leased Premises, and the Tenant's operations at the Leased
Premises, for the combined single coverage of not less than Three Million Dollars ($3,000,000). This —
insurance shall be written on an “occurrence” basis, and shall name Landlord as additional insured. | Commented [MBS should get the insurance
| agent’s recommendation regarding the need for this level of |
(b) Insurance against fire, negligence, vandalism, malicious mischief and other such perils as are from Insurance.
time to time included in a standard extended coverage endorsement, insuring Tenant’s merchandise, trade Ls
fixtures, furnishings, equipment and all other items of personal property of Tenant located on oF within
the Leased Premises in an amount equal to but not less than the full replacement cost thereof.
If damage to the Leased Premises occurs, and the Landlord is obligated to repair it under this
Lease, then the Tenant shall also be obligated regardless of the extent of insurance coverage to repair and
replace any lost or damaged fixtures, equipment, merchandise or other personal property of the Tenant in
order to ensure the Tenant's continued operation in the Leased Premises.
{c) Plate glass insurance in an amount reasonably satisfactory to the Landlord.
(d) Such other commercially reasonable insurance as the Landlord may reasonably require from time to
time, constant with the Tenant's obligations under this Lease.
All policies shall be issued by insurance companies, and must be in a form, reasonably acceptable to the
Landlord, shall be for the benefit of the Landlord and the Tenant, and shall state that the insurance
company cannot cancel or refuse to renew without at least thirty (30) days prior written notice to the
Landlord.
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The Tenant shall deliver to the Landlord certificates of insurance, or (if the Landlord so requests)
duplicate policies, for the required coverages. with proof of payment of the first year’s premiums. This
shall be done not Jess than ten (10) days before the beginning of the Term. The Tenant shall deliver a
renewal policy of certificate to the Landlord with proof
of payment not less than fifteen (15) days before
the expiration date of each policy.
7.2 Increases of Insurance Premiums. Tenant shall not carry any stock of goods or do anything in or
about the Leased Premises which would tend to increase the insurance rates of the Leased Premises
and/or the Shopping Center. If Tenant installs any electrical equipment that overloads the lines in or
serving the Leased Premises, Tenant shall at its own expense make Whatever changes are necessary to
comply with the requirements of the insurance underwriters and governmental authorities having
jurisdiction.
7.3 Liability and Indemnification,
(a) The Tenant is liable for, and shall indemnify and save Landlord harmless from and against any claims,
actions, damages, liabilities and expenses (including but not limited to attorney's fees and disbursements)
in connection with the loss of life, personal injury or damage to the property or business (i) which may
arise from any cause relating to or arising out of the use of occupancy of, or any occurrence in, the Leased
Premises or defects or other conditions in or around the Leased Premises, or (ii) which may be caused in
whole or in part by the act or neglect of the Tenant, the Tenant's employees, contractors, subcontractors,
customers, agents, licensees or invitees, or anyone else claiming under or through the Tenant. The
provisions of this subparagraph (i) shall survive the expiration or earlier expiration of the Term.
(b) Landlord, its agents, employees and contractors shall not be liable for and Tenant hereby releases
Landlord, its agents, employees and contractors from all claims for loss of life, personal injury or damage
to property or business sustained by Tenant or any person claiming by, through or under Tenant resulting
from any fire, accident, occurrence, criminal acts by third persons, or condition in or upon the Leased
Premises, the Shopping Center or any part Thereof, including, but not limited to any such claims for loss
of life, personal injury or any damage to property or business resulting from any of the following, unless
itis duc to the Landlord's gross negligent act or omission:
(i) Any defect (latent or otherwise) in the Leased Premises or in the Shopping Center.
(ii) Any defect (latent or otherwise) in, or any failure of, any equipment, machinery. utilities, appliances
or apparatus, installed in the Shopping Center (weather o not resulting from apparatus lack of repair or
improper repair of any such equipment, machinery, utilities, appliances or apparatus) including, without
limitation: (1) failure of plumbing, heating, air conditioning equipment, clectrical wiring, gas, steam, and
water pipes, stairs, railings or walks; (2) bursting, running, leakage or other failure of water tanks, gas,
steam, hot water, cold water, sprinklers, waste, drain, sewer or other pipes or tanks or other facilities
serving the Leased Premises and/or the Shopping Center,; or (3) backing up of any sewer pipes.
ii) Falling of plaster, fixtures, tile or stucco.
(iv) The presence of water, snow or ice upon the roof or about the Leased Premises.
(v) Leakage of water, snow or ice from the roofor any other place upon the Leased Premises or the
Shopping Center
(vi) Broken Glass,
(vii) Any act or 01 ion of other tenants or occupants of the Shopping Center.
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‘The waiver and release contained in this Section 7.3 (b) supersedes any specific repair obligations
imposed upon the Landlord under this Lease.
7.4 Waiver of Subrogation. Notwithstanding anything to the contrary contained in this Lease, Tenant
waives any rights it may have against Landlord with respect to any loss or damage to the Leased Premises
or its contents, or to the Shopping Center, by fire or other insured casualty, regardless of the cause of the
damage or destruction, Tenant agrees that its insurance policies shall include an appropriate clause or
endorsement under which the insurance carriers (i) waive all rights of subrogation with respect to losses
payable under such policies and (ii) agree that such policies shall not be invalidated or their coverages
impaired as a result of the waiver set forth in this Section 7.4, However, the refusal of any insurance
carrier to agree to the request to waive all rights of subrogation with respect io losses payable under such
policies shall not be considered a breach of this Lease, but the Tenant agrees that if any insurer does
refuse, upon the request of the Landlord, Tenant shall use its best efforts to obtain policies from a new
carrier which will give the agreement set forth in (ii) above, or in the alternative, shall cause the Landlord
to be named as an insured on all such policies.
Article VII, Attornment, Subordination
8.1 Subordination,
(a) Tenant agrees that its rights under this Lease are subordinate to the lien of any mortgage, ground lease.
installment sale agreement, or any other method of financing of refinancing now or hereaiter placed
against the land and/or the Leased Premises and/or any or all of the buildings now built or hereafter to be
built in the Shopping Center by Landiord (collectively, a “Shopping
Center Mortgage") and to any and all
advances made or to be made thereunder and to the interest thereon and to all renewals. replacements,
consolidations and extensions thereof.
(b) The Tenant, at the request ofthe holder of any exi or future Shopping Center Mortgage (each, a
“Mortgage Holder”) or anyone acquiring the Landlord's interest in the Leased Premises or the Shopping
Center by foreclosure, deed in licu of foreclosure or otherwise, shall attorn to the new owner and
recognize the new owner as the Landlord for the balance of the Term, subject to all of the terms and
provisions of this Lease. Such Mortgage Holder or new owner SHALL NOT BE (J) LIABLE FOR ANY.
ACT OR OMISSION OF THE LANDLORD; (II) SUBJECT TO ANY OFFSETS OR DEFENSE
WHICH THE Tenant may have against the Landlord; (iii) bound by any Rent which the Tenant may have
paid to the Landlord for more than the current month; or (iv) bound by any amendment or modification of
this Lease made without its consent.
The provisions contained in the preceding subparagraphs (a) and (b) shall be self-operative and no further
instrumentof subordination shall be required. However, the Tenant shall sign papers requested by the
Landlord or any Mortgage Holder to confirm these provi . If the Tenant refuses, the Landlord or any
Mortgage Holder may sign the papers for and in the name of the Tenant as the Tenant’s attorney-in-fact.
‘The preceding sentence is a power of attorney which is given as security, is coupled with an interest, and
is therefore irrevocable.
8.2 Non-disturbance.
Notwithstanding anything contained in the preceding Section ®.1 to the contrary, Tenant's subordination
and attornment as provided in Section 8.1 is conditioned upon the execution and delivery by the holder of
cach existing and future Shopping Center Mortgage or Ground Lease of a written non-disturbance
agreement with Tenant in recordable form stating that so long as Tenant is not in default ofits obligations
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under this Lease beyond any applicable notice and grace-periods, Tenant's possession of the Leased
Premises will not be disturbed and this Lease will continue in full force and effect upon foreclosure or
recovery of possession by such holder of such Shopping Center Mortgage or Ground Lease, Ifa fully
executed non-disturbance agreement from the holder of each existing Shopping Center Mortgage or
Ground Lease is not delivered to Tenant by the date Landlord's Work is substantially completed, Tenant
shall have the right to terminate this Lease upon written notice to Landlord.
Article IX. Assignation and Subletting
9.1 General Limitations. Except as otherwise specifically provided below:
(a) The Tenant may not directly or indirectly, or voluntarily, involuntarily or by operation of law, (i)
mortgage or encumber the Leased Premises or its interest under this Lease, (ii) assign this Lease, (ii)
sublet all or any part of the Leased Premises, or (iv) permit any other person or business to use the Leased
Premises or any portion of it, unless the Tenant obtains the Landlord's prior written consent. The
Landlord has the unrestricted right to give or withhold its consent as the Landlord sees fit. Any attempted
assignation or subletting without the Landlord's consent may, at the Landlord's option, be treated as an
offer to terminate this Lease.
(b) Any change in the ownership of the Tenant (including without limitation the sale or transfer, or the
contract to sale or transfer, by any means of assets or stock of the Tenant, or any partnership interests,
limited liability company member interests, or any other equity interest in the Tenant, which results or
could result in a change in the majority interest in or control or management of the Tenant or the Tenant's
assets) shall be treated as an assignment of this Lease.
(c) If the Leased Premises is oecupied in whole or in part by anyone other than the Tenant, whether as
assignee, subtenant or otherwise, the Landlord may collect rent from the occupant and apply the net
amount collected on account of the Rent, but acceptance of such rent shall not constitute a consent to any
such occupancy, or a release of any of the Tenant's obligations under this Lease.
9.2 Recapture,
(a) If the Tenant desires to assign this Lease or sublet the Leased Premises, in whole or in part, the Tenant
shall submit the following in writing to the Landlord
{i) The name of the proposed assignee or subtenant and the date of the proposed assignment or
subletting.
Gi) The terms and conditions of the proposed assignment or subletting (including any proposed
sub-rent and other consideration to be paid to the Tenant).
(iii) A detailed description of the proposed assignce's or subtenant’s business and its proposed
use of the Leased Premises.
{iy) Current financial information with respect to the proposed assignee or subtenant, including
without limitation its most recent financial report.
(¥) Any other information reasonably requested by the Landlord,
(b) Within sixty (60) days after conditions (i) through (v) above having been satisfied, the Landlord shall
have the following options (and shall notify the Tenant in writing of its decision):
i
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(i) The Landlord may cancel this Lease as to all ofthe Leased Premises or as to any portion
proposed to be assigned or sublet. If the Landlord exercises this option, (1) this Lease (or the applicable
parts of il) will terminate as of the date of the proposed assignment or subletting, in the same manner and
‘on the same terms as if the termination oceurred on the scheduled expiration date of the Term, and (2)
the Landlord will thereafter have the right to deal with the proposed assignee or subtenant without
liability to the Tenant.
(ii) The Landlord may approve the proposed assignment or subletting. If the Landlord does
approve, the following will apply:
(1) The proposed assignment or sublett
Preview
CAM-L-000339-24 02/01/2024 3:44:20 PM Pg1lof41 Trans ID: LCV2024284900 Mitchell Malzberg, Esq. Attomey ID No. 016641993 Law Offices of MitchellJ. Malzberg, LLC P.O. Box 5122 6 East Main Street, Suite 7 Clinton, NJ 08809 (908) 323-2958 Attorney for Plaintiff(s) ~--- =~ MMCSJ REAL ESTATE ASSOCIATES, SUPERIOR COURT OF NEW JERSEY LLC LAW DIVISION: CAMDEN COUNTY Plaintiff(s), Docket No. Vv. Civil Action JAHMTH LLC d/b/fa GOOD FOODS TO COMPLAINT GO AND ROBERTA HESS a/k/a ROBERTA L. HESS a/k/a BOBBI HESS Defendant(s). -- ae Plaintiff, MMCSJ REAL ESTATE ASSOCIATES, LLC, having its principal place of business at 201 Harvard Avenue, Westville, New Jersey 08093 by way of complaint against the Defendant says: 1 The Defendant(s) entered into a Lease with the Plaintiff, dated May 17, 2016, (the “Lease”) leasing retail space (the “Premises”) at the Ellipse Shopping Center, Stores 1 & 2, 4201) Church Road, Mount Laurel, New Jersey 08054. A copy of the Lease is annexed hereto ant made part hereof as Exhibit “A”. 2 The Lease provides for payment of fixed gross rent of $2,163.33 per month] which increased incrementally each year after the end of the second year, through the end of the Lease term (120 months). 3 The Defendant(s) have failed to make certain payments required by the Lease, CAM-L-000339-24 02/01/2024 3:44:20 PM Pg2of41 Trans ID: LCV2024284900 representing $86,903.42, the amount shown on the Statement of Account annexed hereto an made a part hereof as Exhibit “B”. Said amount is due and owing to Plaintiff as of the date off the filing of this Complaint. 4 Pursuant to the Lease Agreement, as Defendant(s), JAHMTH LLC d/b/a GOOD| FOODS TO GO is in default of said Agreement, Defendant(s) are also responsible for costs including but not limited to interest, late fees, and Plaintiff's reasonable attorney’s fees. As such] Plaintiff's attorney’s contingency fee of 25%, or the sum of $21,725.86, has been added to the amount due of $86,903.42 thereby leaving an amount due and owing to the Plaintiff the sum of $108,879.28 together with lawful interest and costs. 5. Despite repeated demands for said amounts by Plaintiff, the Defendant(s) have refused to pay same. 6 The terms of the Lease Agreement have been personally guaranteed b ROBERTA HESS a/k/a ROBERTA L. HESS a/k/a BOBBI HESS, pursuant to the personal] guaranty attached hereto as Exhibit “C”. WHEREFORE, Plaintiff demands judgment against the Defendant(s), JAHMTH LLC| d/b/a GOOD FOODS TO GO AND ROBERTA HESS a/k/a ROBERTA L. HESS a/k/a BOBBI| HESS, in the sum of $108,879.28 together with lawful interest and costs of this suit and all subsequent amounts due. I certify that the matter in controversy is not the subject of any other action or arbitratio proceeding, now or contemplated, and that no other parties should be joined in this action] R.4:5-1. LAW OFFICES OF MITCHELLJ. MALZBERG, LLC By:/s/ Mitchell MITCHELL MALZBERG, ESQ. Dated: February 1, 2024 Attomey for Plaintiff CAM-L-000339-24 02/01/2024 3:44:20 PM Pg30f41 Trans ID: LCV2024284900 CERTIFICATION I certify that confidential personal identifiers have been redacted from documents no submitted to the Court, and will be redacted from all documents submitted in the future i accordance with Rule 1:38-7(b). LAW OFFICES OF MITCHELLJ. MALZBERG, LLC By: /s/ Mitchell MITCHELL MALZBERG, ESQ. Attomey for Plaintiff Dated: February 1, 2024 CAM-L-000339-24 02/01/2024 3:44:20 PM Pg4of41 Trans ID: LCV2024284900 MMCSJ REAL ESTATE ASSOCIATES, LLC 201 Harvard Avenue Westville, New Jersey 08093 eee een ee ee nee ee nee eee ee nee ee ene e eee eee eeeneeeee, TO JAHMTH LLC d/b/a GOOD FOODS TO GO c/o Robert A. Sagedy, Jr., CPA, Registered A gent 118 Farmington Rd. Cherry Hill, NJ 08034 ROBERTA HESS a/k/a ROBERTA L. HESS a/k/a BOBBI HESS 212 Grant Ave. West Berlin, NJ 08091 TOTAL AMOUNT DUE... $108,629.28 Attomey’s Fees $21,725.86 —--- + TOTAL $108,629.28 SCHEDULEA CAM-L-000339-24 02/01/2024 3:44:20 PM Pg5of41 Trans ID: LCV2024284900 EXHIBIT “A” CAM-L-000339-24 02/01/2024 3:44:20 PM Pg6of41 Trans ID: LCV2024284900 Lease reement This Lease (“Lease”), made as of the 7 day of Mi\ef Zo We and is between MMCSJ Real Estate Associates, LLC (the “Landlord”), with a current address of 201 Harvard Ave., Westville, NI 08093 and JAHMTH, LLC DBA Good Food 2 Go, (the " "T ‘enant”), with its principle based address at Article I. Leased Premises 1.1 Description. In consideration of the rents, covenants and agreements hereafter reserved and contained on the part of the Tenant to be observed and performed, THE Landlord leases to the Tenant, and the Tenant rents from the Landlord, Store | & 2 at the Ellipse Shopping Center located at 4201 Church Rd. Mt. Laurel N.J. 08054 (“Shopping Center”) consisting of approximately 2,596 square feet (“the Leased Premises” or “Premises”). The approximate size and location of the Leased Premises and the Shopping Center (as configured as of the date of this Lease) are shown on the plan attached to and made a part of this Lease as Exhibit “A”. 12 Use of Common Areas. All areas, space, equipment, special services and facilities furnished by Landlord for the common or joint use of and benefit of the occupants of the Shopping Center, their employees, agents, servants, customers and other invitees and which are part of the Shopping Center, but not part of the Premises or the rental space of other tenants, including, without limitation, sidewalks, parking areas, access roads, driveways, retaining walls, loading docks, pedestrian walks, “ Sho} ing Center courts, stairs, ramps, and sidewalks, and landscaping (“ shopping enter Common ommon Facilities” Faculties or “Common Facilities” or “Common Areas")are under the sole control of Landlord and may be changed, added to, renovated, reconfigured, or reduced by Landlord in whole or part from time to time. During the term of this Lease, Tenant will have a license, in common with the other tenants at the Shopping Center, to use the Common Areas, which Landlord may revoke in the event of Tenant's default without liability to Landlord. Notwithstanding the foregoing, Landlord shall be permitted to designate certain portions of the Common Areas for the sole and exclusive use of designated tenants at the sole discretion of Landlord and which shall not affect the calculation of Tenant's Proportional Share of Shopping Center Operating Costs as hereinafter defined. Article 11, Term and Rent 2.1 Term. The term of this Lease (the “Term” or “Initial Term”) shall be for ten years (120 months) commencing on the Possession Date. Tenant agrees te take occupancy on the Possession Date. Tenant also agrees, promptly upon the Landlord's request, to confirm in writing the first day of the Initial Term and the Rent Commencement Date. 2.2 Minimum Rent. The minimum monthly rent for the Initial Term shall be the amounts set forth and for the periods set forth in the rent schedule attached hereto and made a part hereof as Exhibit “B". The minimum monthly rent set forth in the rent schedule shall be paid by the Tenant, in advance, in monthly installments beginning on the Rent Commencement Date, as stated on Exhibit B. These monthly installments shall be due and payable on or before the first day of each month during the Term, at the address of the landlord stated above, or at such other place as may be designated by Landlord, without any deduction, escrow or set-off. The Monthly installments of fixed minimum rent in any portion of a month at the beginning or end of the term shall be apportioned on a pro-rata basis. CAM-L-000339-24 02/01/2024 3:44:20 PM Pg7of41 Trans ID: LCV2024284900 2.3 Reimbursable Expenses. \n addition to the minimum rent set forth on Exhibit " jant shall reimburse Landlord for “Tenant's Proportional Share” (as that term is defined in Exhibi it “C* attached to and made part of this Lease) of the costs of maintaining, repairing and replacing the Shopping Center (collectively, “Sho Center ppin Operating Costs"), g according to Exhibit “C™ Tenant shall be responsible for Tenant's Proportionate Share of Shopping Center Operating Costs from ind after the Rent Commencement Date. 2.4 Definition of “Reni”, The term “Rent” as used in this Lease means the minimum rent, the Tenant's Proportionate Share of the Shopping Center Operating Costs and all other sums due by the Tenant to the Landlord under this Lease, however classified. 2.5 Late Charge. Any provision of this Lease to the contrary notwithstanding, at Landlord's option, ‘Tenant shall pay as additional Rent, a late charge in the amount of five Percent (5%) of the outstanding, delinquent balance for any payment of Rent not made within ten (10) days after the due date thereof to cover the extra expense involved in handling such delinquent payment, Article IIL, Construction and Alteration of Leased Premises 3.1 Landlord's Work. The Landlord shall Perform the work described on Exhibit “D" attached hereto and made a part of this Lease (“Landlord’s Work"). Except for the Landlord's Work and except as otherwise specifically provided in this I ease: (a) The Landlord has made no representation or warranty concerning (i) the Leased Premises or its condition, or (ii) the use or uses to which the Leased Premises may be put. (b) Tenant agrees to accept possession of the Leased Premises, including, without limitation, the equipment and fixtures in or serving the Leased Premises. the plumbing, sewerage and electrical systems in or serving the Leased Premises, the plumbing, sewerage and electrical systems in or serving the Leased Premises, and the heating, ventilating and air conditioning systems and equipment (collectively, the “HVAC System”) in or serving the Leased Premises constructed in accordance with the Landlord’s Work. The Tenant shall accept the Leased Premises “as is”. The act of taking possession by the Tenant shall be conclusive evidence that the Leased Premises are in satisfactory condition. Notwithstanding any other provision of this Lease, Tenant shall be solely responsible during the term of this Lease, and any and all renewals or extensions thereof, for the repair, maintenance and replacement of the HVAC system and any repair or replacement of the HVAC system shall not be deemed a capital expenditure, Landlord shall provide past ‘maintenance records for the HVAC System and shall supply to Tenant a certification from a licensed HVAC contractor, certifying the condition of the HVAC system as of the date of the Lease. 3.2 Tenant's Work. Tenant shall perform the work described on Exhibit “E” attached to and made a part of this Lease (the “Tenant's Work”), 3.3 Alterations. Except for “Permitted Alterations” (as that term is defined below): (a) Tenant may not mark, paint or drill in any way deface walls, ceilings, partitions, floors. wood, stone or ironwork without Landlord's prior written consent. (b) Tenant may not paint, decorate or modify in any manner the exterior of the Leased Premises, or any part of the Leased Premises in a manner which may be visible from the exterior of the Leased Premises, CAM-L-000339-24 02/01/2024 3:44:20 PM Pg8of41 Trans ID :LCV2024284900 including window signs or displays, without Landlord's prior written consent, which consent may be withheld in the Landlord’s sole discretion, (c) Tenant may not make any changes, modifications, alterations or improvements to the Leased Premises, including but not limited to the exhaust systems servicing same, ot to the exterior of the Leased Premiscs, including installation of signs, awnings, advertising material and/or exterior lighting (collectively, “Alterations”), without first obtaining Landlord's written approval of specifications submitted by Tenant ( which, with respect to signs, shall include a professionally drawn rendering specifying size, materials, coloring, and lighting and electrical loads), which shall not be unreasonably withheld, conditioned or delayed. All Tenant's work shall also comply with all applicable ordinances, Jaws and regulations and be approved by all necessary zoning, building and construction officials, and all signs shall conform with Landlord's then existing sign criteria (if any), In addition to the foregoing, ‘Tenant shall not permit any changes, modifications, alterations, improvements or penctration to the roof of the Leased Premises or Shopping Center without the Landlord's prior written approval and the agreement of Tenant to use the services of Landlord's roof contractor, all the at the sole cost and expense of Tenant. Any alterations that are made without the Landlord's prior written consent shall be removed by the ‘Tenant on demand. (d) The Tenant may, however, at the Tenant’s sole expense and risk, make the following changes, alterations, improvements or renovations (collectively “Permitted Alterations”) to the Leased Premises: (i) Tenant my paint, equip, furnish, decorate and re-carpet the interior of the Leased Premises in a first class manner. (ii) Tenant shall also be permitted from time to time, after Landlord's prior written consent, which may be wi ield in the sole discretion of Landlord, to alter or replace its existing storefront signs and exterior signs or to install new storefront signs and exterior signs provided that (1) such new signs are the same quality. type and size as the signs being replaced or altered: and (2) such new signs comply with the requirements of governmental authorities having jurisdiction and with Landlord's then existing sign criteria (if any). Notwithstanding anything contained in this Section 3.3 (d) (1) Before making any Permitted Alterations, the Tenant must give the Landlord at least thirty (30) days’ prior written notice of the Tenant’s intention to do so, which notice must describe the proposed Permitted Alterations in reasonable detail (and where appropriate, include detailed plans and specifications). (c) If the Landlord's consent is required under this section 3.3, but the Tenant fails to obtain such consent and makes Alterations at the Leased Premises, such Alterations shall be removed by the Tenant on demand by Landlord, Landlord shall be permitted to remove such Alterations and Tenant be liable for any and all costs incurred by Landlord, including but not limited to, the removal and repair of the Alterations, the Leased Premises or the Shopping Center. (f) The Landlord may, as a condition precedent to giving any consent required under this Section 3.3, require that the Tenant supply the Landlord with (i) any contract between the Tenant and any contractor or supplier, (ii) an estimate of the cost of the proposed work, (iii) copies of plans and specifications and (iv) evidence reasonably satisfactory to the Iandlord that each contractor has adequate worker's compensa ion and general liability insurance. CAM-L-000339-24 02/01/2024 3:44:20 PM Pg9of41 Trans ID: LCV2024284900 (g) Consent by the Landlord, if any, under, this Section 3.3 shall not constitute or be deemed to constitute any assumption or creation of liability by the Landlord, (h) All Alterations that are made by with the Landlord’s prior written consent, and all Permitted Alterations, shall become the property of the Landlord when completed and paid for by the Tenant. They shall remain as part of the Leased Premises at the end of the Term, The Landlord may, however, demand that the Tenant remove any Alterations at the end of the Term and return the Leased Premises to its condition as of the date of this Lease, reasonable wear and tcar excepted. The Tenant shall repair any damage to the Leased Premises or the Shopping Center resulting from the installation or removal of any Alterations. q (i) The Tenant shall promptly pay for all costs of all Alterations, and shall not allow any mechanic's liens, notice of unpaid balance or other similar claim to be filed against the Leased Premises or the Shopping Center. If any such lien, notice or claim is filed against the Leased Premises or the Shopping Center, the ‘Tenant shall have it promptly removed and discharged of record at the Tenant's sole expense. (i) All Alterations shall be made in good and workmanlike manner, and shall be conducted in a manner so as to avoid inconvenience to the other tenants at the Shopping Center or any disruption of their businesses. 3.4 Changes and Additions by Landlord. Landlord hereby reserves the right at any time to perform maintenance operations and to make repairs, alterations or additions and to build stores onto the building in which the Leased Premises are contained and to build adjoining or adjacent to the same. Landlord also reserves the right to expand the Shopping Center and to construct other buildings or improvements including. but not limited to, structures for motor vehicle parking, enclosingair conditioning, and/or sidewalks in the Shopping Center from time to time and to make alterations thereofor additions thereto, ‘Tenant agrees to cooperate with Landlord to permit Landlord to accomplish any such maintenance, repairs, alterations, additions, or construction, all of the same with no abatement or reduction of Rent, Landlord agrees to use igent, commercially reasonable efforts to accomplish any such maintenance, repairs, alterations, additions or construction without materially interfering with Tenant's business. Article IV. Conduct of Business by Tenant ‘Tenant shall use the Leased Premises solely for the purpose of conducting the business for the sale of and related products and uses and Tenant may not use the Leased Premises for any other purpose without Landlord's prior written consent, which consent may be withheld at the sole discretion of the Landlord. Tenant shall not use the Leased Premises for any of the Exclusive Uses and/or Prohibited Uses listed in Exhibit “G” attached hereto or in violation of any other lease of any other tenant in the Shopping Center. Article V. Security Deposit 5.1 Amount of Deposit. Cont Landlord the sum of _§ Fg Te i liability for interest, an icously with the execution of this Lease, Tenant has deposited with the “Deposit"). The Deposit shall be held by Landlord, without y be commingled with other funds of Landlord, as security for the performance by Tenant of all its obligations under this Lease, If at any : during the term of this Lease any of the Rent shall be overdue and unpaid, or if Tenant violates any of its other obligations under this Lease, then the Landlord may, at the option of the Landlord (but Landlord shall not be required to), apply all or any portion of the Deposit to the payment of any such overdue Rent orto perform or complete any of Tenant's other obligations. Tenant shall prepay the first month's rent. CAM-L-000339-24 02/01/2024 3:44:20 PM Pg10of41 Trans ID :LCV2024284900 5.2 Replenishing Deposit. The amount of the Deposit is to remain constant throughout the Term. If the Landlord uses the Deposit or any part of it during the Term by reason a Tenant default, the Tenant shall on demand pay the Landlord for the amount spent. The Security is not to be used by the Tenant for the payment of the Rent. The Landlord shall repay to the Tenant any balance remaining in a reasonable time after the end of the Term, 5.3 Transfer of Deposit. Landlord may deliver the Deposit to the purchaser or transferee of Landlord's interest in the Leased Premises in the event that such interest is sold or transferred and thereupon Landlord shall be discharged from any further liability with respect to such deposit. Article VI. Repairs, Maintenance and Utilities of Leased Premises 6.1 Landlord's Responsibility for Repairs and Maintenance. Landlord agrees to repair and maintain (but shall be reimbursed by the Tenant and the other Tenants at the Shopping Center for all costs and expenses relating to these repairs and maintenance as set forth in this Lease0 in good order and condition, consistent with similar shopping centers located in the vicinity of the Shopping Center that are similar in ‘age, class and configuration, the roof, roof drains, exterior walls and foundations and structural portions (both interior and exterior) of the Leased Premises, and the Shopping Center's Common Areas (collectively, ~ Landlord Repairs and Maintenance”). The Tenant shall notify the Landlord immediately and in writing whenever there is a need for Landlord Repairs and Maintenance. 6.2 Tenam’s Responsibility for Repairs and Maintenance (a) Except as otherwise provided in the preceding Section 6.1, Landlord shall not be obliged or required to make any other repairs or replacements to the Leased Premises, and all other portions of the Leased Premises shall be kept in good repair and condition by Tenant. ‘Tenant shall be required to obtain a hold harmless / indemnification agreement for the benefit of Tenant and Landlord, such hold harmless / indemnification agreement to be signed by all contractors or sub-contractors hired by Tenant to perform any repairs, replacements or other work at the Leased Premises and Tenant shall also provide Landlord with a copy of a certificate of insurance from each such contractor or sub-contractor. (b) In light of tenant’s permitted use of the Leased Premises, tenant acknowledges its special and material responsibility to display the highest degree of care when carrying out all covenants of this Lease, including especially those covenants pertaining to the conduct of its business, the maintenance of the Leased Premises, the handling of its garbage and refuse, including the cleaning of grease traps and the control of odor and noise, Tenant recognizes that it must at all times during the Terms of Lease to keep the premises in a clean and attractive condition and must otherwise fully comply with the highest standards of maintenance and cleanliness. (©) Without limiting the preceding subparagraphs (a) and (b), Tenant shall, at Tenant's own expense: (i) Repair and maintain in good, clean, and safc order, condition, repair, and appearance the non- structural interior portions of the Leased Premises including without limitation to the store fronts, show windows, doors and windows, interior walls, ceiling tiles, light fixtures, floor covering, plumbing, the HVAC System, the electrical and the sewerage system, facilities, and appliances, and all of the Tenant's signs. Without limiting the preceding sentence Tenant shall have the HVAC System serviced at least on a monthly basis, Tenant shall enter into an annual HVAC service contract with a reputable licensed company reasonably acceptable to the Landlord, and on or before December 31 of each year during the ‘Term shall furnish to landlord a record of all HVAC service performed during that year. As provided hercin, Landlord shall have no obligation to repair, maintain or replace the HVAC System during the term CAM-L-000339-24 02/01/2024 3:44:20PM Pgillof41 Trans ID :LCV2024284900 of this Lease or any extensions or renewals thereof, and the replacement of the HVAC System shall not be decmed a capital expenditure, (i) (1) Repair or replace broken plate or window glass (except in case of damage by fire or other casually covered by Landlord's fire and extended coverage policy); (2) repair any damage caused by the ‘Tenant, its employees, agents, contractors, customers, invitees, and (3) paint, redecorate and re-carpet the interior of the Leased Premises as necessary or proper to maintain the Leased Premises in first-class condition and appearance (subject to Section 3.3 above). (ii) Maintain the Leased premises in neat, clean, safe and sanitary condition free of all trash, garbage, animal waste, and animal food refuse, and free from insects, rodents, vermin and other pests, ‘Tenant shall use a pest extermination contractor recommended by, or otherwise approved by, and shall have pest control service performed at such intervals as Landlord may reasonably require. ‘Tenant shall be responsible to provide, at its sole cost and expense all janitorial and cleaning services within the Leased Premises that are necessary in order to comply with this subparagraph (iii). (iv) Promptly comply with all taws, orders, rules and requirements of governmental authorities, insurance carriers, board of fire underwriters, or similar groups (if and to the extent applicable to the Leased Premises and if and to the extent such compliance relates to the Tenant's use or occupancy of, or activities in, the Leased Premises), cause all electrical, plumbing and other mechanical facilities to be inspected and approved by the appropriate inspection services or governmental agencies, and supply, maintain, repair and replace for the Leased Premises any required fire extinguishers, fire prevention equipment and safety equipment. (¥) Keep the entrances, and the adjacent walks, driveways, parking areas and loading platforms, clean and free from litter, trash and debris, snow and ice. (vii) Deposit all trash, garbage, animal waste and animal food refusein proper containers supplied by a licensed waste hauler and no smaller than eight (8) yards. Such containers shall be locked at all times and placed outside of the Leased Premises for collection in the manner and at the times and places specified by Landlord. (viii) Not burn any trash or garbage of any kind in or about the Leased Premises or the Shopping Center, (ix) Not install any equipment or machinery which exceeds the capacity of the utility lines leading to the Leased Premises or the Shopping Center. (%) Use all electric, plumbing other facilities in the Leased Premises safely, and not place any foreign substance in the plumbing fa ies. (xi) Keep no inflammable or dangerous things in the Leased Premises, and create no fire hazard. (xii) Replace all cracked or broken plate glass, door or window glass in the I eased Premises with glass of like kind and quality. (xiii) Do nothing to destroy, deface or damage any pant of the Leased Premises, (xiv) Not use or permit the use of any loud speakers, television, radios, stereos, or other apparatus for sound reproduction or transmission in such a manner that the sound so reproduced, transmitted or produced shall be audible beyond the confines of the Leased Premises. CAM-L-000339-24 02/01/2024 3:44:20 PM Pg12o0f41 Trans ID: LCV2024284900 (xv) Keep all mechanical apparatus free of vibrations and noise which may be transmitted beyond the confines of the Leased Premises. (xvi) Not cause or permit objectionable noises or odors to emanate or be dispelled from the Leased Premises. (xvii) Not place or maintain any vending machines, pay telephones or amusement devices in the Leased Premises or any vending machines, pay telephones or amusement devices, merchandise showcases or other articles outside of the Leased Premises. (xvii) Not place or permit any obstruction or merchandise in the common areas or conduct any business in the common areas, (xix) If there is a rear entrance, delivery entrance or loading platform for the Leased Premises, load and unload all goods there. (xx) Keep the Leased Premises at a temperature sufficiently high to prevent the freezing of water or the bursting of pipes. (xxi) Notwithstanding anything in this Lease to the contrary, be responsible for all repairs and replacements to the leased Property necessitated by a burglary or attempted burglary, or any illegal or forcible entry into the leased Premises. (xxii) Do nothing to destroy the peace and quiet of the other tenants of the Shopping Center. (xiii) Keep the Leased Premises and all areas surrounding the entrances to the Leased Premises free from smoking by any employees, agents, customers, business invitees, agents or representatives of Tenant. 6.3 Utilities (a) Tenant shall be solely responsible to arrange and promptly pay all charges for water, sewerage, gas, electricity, telephone, trash removal or any other utility used or consumed in the Leased Premises. Tenant shall be responsible for all utilities from the date the Tenant takes occupancy, (b) Unless otherwise provided, the Tenant will install and pay for all separate utility meters necessary to permit the Leased Premises to be separately billed for utilities, If the Tenant uses or requires additional utility services or facilities, the Tenant shall provide and pay for them. (c) If the Landlord decides to provide any utilities or services, the Tenant shall pay for them: if they are also provided to the other tenants at the Shopping Center, they will be part ofthe Operating Expenses. ‘The Landlord is not liable for any inconvenience or harm caused by any stoppage or reduction of utilities of utilities or services, and the Tenant will not be excused from paying Rent, However, the Landlord {Commented (MRx}: agrees that if there occurs any stoppage or reduction in utilities or services provided by the Landlord, The Landlord will proceed with due diligence to restore or cause the restoration of such utilities or services as soon as is reasonably practical under the circumstances. 6.4 Landlord's Rights to Perform Tenant's Obligations. If the Tenant fails to comply with any of its obligations under this Lease (including without limitation its maintenance and repair obligations), the Landlord may do so on behalf of the Tenant, without liability to Tenant for any loss or damage that may accrue to Tenant's merchandise, fixtures or other property, or to Tenant's business by reason thereof. The Landlord may charge to the Tenant an additional Rent the costs to comply, including reasonable CAM-L-000339-24 02/01/2024 3:44:20 PM Pg13o0f41 Trans ID: LCV2024284900 attorney's fees and terest on the costs from the date they are incurred at a rate (sometimes referred to Commented [MR2}: Your adjustment i fine in this Lease as the *“Default Rate”) of twenty (20%) percent per annum. The costs and interest shall be due and payable with the next monthly Rent payment. Non-payment of such costs and interest shall give the Landlord the same rights as if the Tenant failed to pay any other part of the Rent. 6.5 End of Terat (a) At the end of the Term or the earlier termination of this Lease, Tenant shail (i) leave the Leased Premises clean, (ii) remove all of its property, including telephone and computer wiring and cabling, (ii) remove all signs and restore that portion of the Leased Premises on which they were placed, (iv) repair all damage caused by moving, and (v) return the Leased Premises to the Landlord in the same condition as it ‘was at the beginning of the Term except for normal wear and damage by casualty not caused by the Tenant, and (vi) surrender all kays to the Leased Premises to the Landlord. (b) If the Tenant is required to remove its property but leaves any property inthe Leased Premises, The Landlord may (i) store or dispose of it and charge the Tenant for the cost of storage or disposal, or (i) keep it as abandoned property. (c) The Tenant's obligations under this Section 6.5 shall survive the expiration or earlier termination of the Term. ticle VI. Insurance and Indemnity 7.1 Tenant's Insurance. Tenant shall, during the entire Term of this Lease, keep in full force and effect, at Tenant's expense, the following insurance: (a) Property damage and comprehensive public liability insurance, contractual liability insurance and worker's compensation insurance with respect to the Leased Premises, and the insurance and worker's compensation insurance with respect to the Leased Premises, and the Tenant's operations at the Leased Premises, for the combined single coverage of not less than Three Million Dollars ($3,000,000). This — insurance shall be written on an “occurrence” basis, and shall name Landlord as additional insured. | Commented [MBS should get the insurance | agent’s recommendation regarding the need for this level of | (b) Insurance against fire, negligence, vandalism, malicious mischief and other such perils as are from Insurance. time to time included in a standard extended coverage endorsement, insuring Tenant’s merchandise, trade Ls fixtures, furnishings, equipment and all other items of personal property of Tenant located on oF within the Leased Premises in an amount equal to but not less than the full replacement cost thereof. If damage to the Leased Premises occurs, and the Landlord is obligated to repair it under this Lease, then the Tenant shall also be obligated regardless of the extent of insurance coverage to repair and replace any lost or damaged fixtures, equipment, merchandise or other personal property of the Tenant in order to ensure the Tenant's continued operation in the Leased Premises. {c) Plate glass insurance in an amount reasonably satisfactory to the Landlord. (d) Such other commercially reasonable insurance as the Landlord may reasonably require from time to time, constant with the Tenant's obligations under this Lease. All policies shall be issued by insurance companies, and must be in a form, reasonably acceptable to the Landlord, shall be for the benefit of the Landlord and the Tenant, and shall state that the insurance company cannot cancel or refuse to renew without at least thirty (30) days prior written notice to the Landlord. CAM-L-000339-24 02/01/2024 3:44:20 PM Pg14of41 Trans ID :LCV2024284900 The Tenant shall deliver to the Landlord certificates of insurance, or (if the Landlord so requests) duplicate policies, for the required coverages. with proof of payment of the first year’s premiums. This shall be done not Jess than ten (10) days before the beginning of the Term. The Tenant shall deliver a renewal policy of certificate to the Landlord with proof of payment not less than fifteen (15) days before the expiration date of each policy. 7.2 Increases of Insurance Premiums. Tenant shall not carry any stock of goods or do anything in or about the Leased Premises which would tend to increase the insurance rates of the Leased Premises and/or the Shopping Center. If Tenant installs any electrical equipment that overloads the lines in or serving the Leased Premises, Tenant shall at its own expense make Whatever changes are necessary to comply with the requirements of the insurance underwriters and governmental authorities having jurisdiction. 7.3 Liability and Indemnification, (a) The Tenant is liable for, and shall indemnify and save Landlord harmless from and against any claims, actions, damages, liabilities and expenses (including but not limited to attorney's fees and disbursements) in connection with the loss of life, personal injury or damage to the property or business (i) which may arise from any cause relating to or arising out of the use of occupancy of, or any occurrence in, the Leased Premises or defects or other conditions in or around the Leased Premises, or (ii) which may be caused in whole or in part by the act or neglect of the Tenant, the Tenant's employees, contractors, subcontractors, customers, agents, licensees or invitees, or anyone else claiming under or through the Tenant. The provisions of this subparagraph (i) shall survive the expiration or earlier expiration of the Term. (b) Landlord, its agents, employees and contractors shall not be liable for and Tenant hereby releases Landlord, its agents, employees and contractors from all claims for loss of life, personal injury or damage to property or business sustained by Tenant or any person claiming by, through or under Tenant resulting from any fire, accident, occurrence, criminal acts by third persons, or condition in or upon the Leased Premises, the Shopping Center or any part Thereof, including, but not limited to any such claims for loss of life, personal injury or any damage to property or business resulting from any of the following, unless itis duc to the Landlord's gross negligent act or omission: (i) Any defect (latent or otherwise) in the Leased Premises or in the Shopping Center. (ii) Any defect (latent or otherwise) in, or any failure of, any equipment, machinery. utilities, appliances or apparatus, installed in the Shopping Center (weather o not resulting from apparatus lack of repair or improper repair of any such equipment, machinery, utilities, appliances or apparatus) including, without limitation: (1) failure of plumbing, heating, air conditioning equipment, clectrical wiring, gas, steam, and water pipes, stairs, railings or walks; (2) bursting, running, leakage or other failure of water tanks, gas, steam, hot water, cold water, sprinklers, waste, drain, sewer or other pipes or tanks or other facilities serving the Leased Premises and/or the Shopping Center,; or (3) backing up of any sewer pipes. ii) Falling of plaster, fixtures, tile or stucco. (iv) The presence of water, snow or ice upon the roof or about the Leased Premises. (v) Leakage of water, snow or ice from the roofor any other place upon the Leased Premises or the Shopping Center (vi) Broken Glass, (vii) Any act or 01 ion of other tenants or occupants of the Shopping Center. 9 CAM-L-000339-24 02/01/2024 3:44:20 PM Pg15of41 Trans ID: LCV2024284900 ‘The waiver and release contained in this Section 7.3 (b) supersedes any specific repair obligations imposed upon the Landlord under this Lease. 7.4 Waiver of Subrogation. Notwithstanding anything to the contrary contained in this Lease, Tenant waives any rights it may have against Landlord with respect to any loss or damage to the Leased Premises or its contents, or to the Shopping Center, by fire or other insured casualty, regardless of the cause of the damage or destruction, Tenant agrees that its insurance policies shall include an appropriate clause or endorsement under which the insurance carriers (i) waive all rights of subrogation with respect to losses payable under such policies and (ii) agree that such policies shall not be invalidated or their coverages impaired as a result of the waiver set forth in this Section 7.4, However, the refusal of any insurance carrier to agree to the request to waive all rights of subrogation with respect io losses payable under such policies shall not be considered a breach of this Lease, but the Tenant agrees that if any insurer does refuse, upon the request of the Landlord, Tenant shall use its best efforts to obtain policies from a new carrier which will give the agreement set forth in (ii) above, or in the alternative, shall cause the Landlord to be named as an insured on all such policies. Article VII, Attornment, Subordination 8.1 Subordination, (a) Tenant agrees that its rights under this Lease are subordinate to the lien of any mortgage, ground lease. installment sale agreement, or any other method of financing of refinancing now or hereaiter placed against the land and/or the Leased Premises and/or any or all of the buildings now built or hereafter to be built in the Shopping Center by Landiord (collectively, a “Shopping Center Mortgage") and to any and all advances made or to be made thereunder and to the interest thereon and to all renewals. replacements, consolidations and extensions thereof. (b) The Tenant, at the request ofthe holder of any exi or future Shopping Center Mortgage (each, a “Mortgage Holder”) or anyone acquiring the Landlord's interest in the Leased Premises or the Shopping Center by foreclosure, deed in licu of foreclosure or otherwise, shall attorn to the new owner and recognize the new owner as the Landlord for the balance of the Term, subject to all of the terms and provisions of this Lease. Such Mortgage Holder or new owner SHALL NOT BE (J) LIABLE FOR ANY. ACT OR OMISSION OF THE LANDLORD; (II) SUBJECT TO ANY OFFSETS OR DEFENSE WHICH THE Tenant may have against the Landlord; (iii) bound by any Rent which the Tenant may have paid to the Landlord for more than the current month; or (iv) bound by any amendment or modification of this Lease made without its consent. The provisions contained in the preceding subparagraphs (a) and (b) shall be self-operative and no further instrumentof subordination shall be required. However, the Tenant shall sign papers requested by the Landlord or any Mortgage Holder to confirm these provi . If the Tenant refuses, the Landlord or any Mortgage Holder may sign the papers for and in the name of the Tenant as the Tenant’s attorney-in-fact. ‘The preceding sentence is a power of attorney which is given as security, is coupled with an interest, and is therefore irrevocable. 8.2 Non-disturbance. Notwithstanding anything contained in the preceding Section ®.1 to the contrary, Tenant's subordination and attornment as provided in Section 8.1 is conditioned upon the execution and delivery by the holder of cach existing and future Shopping Center Mortgage or Ground Lease of a written non-disturbance agreement with Tenant in recordable form stating that so long as Tenant is not in default ofits obligations 10 CAM-L-000339-24 02/01/2024 3:44:20 PM Pg16of41 Trans ID: LCV2024284900 under this Lease beyond any applicable notice and grace-periods, Tenant's possession of the Leased Premises will not be disturbed and this Lease will continue in full force and effect upon foreclosure or recovery of possession by such holder of such Shopping Center Mortgage or Ground Lease, Ifa fully executed non-disturbance agreement from the holder of each existing Shopping Center Mortgage or Ground Lease is not delivered to Tenant by the date Landlord's Work is substantially completed, Tenant shall have the right to terminate this Lease upon written notice to Landlord. Article IX. Assignation and Subletting 9.1 General Limitations. Except as otherwise specifically provided below: (a) The Tenant may not directly or indirectly, or voluntarily, involuntarily or by operation of law, (i) mortgage or encumber the Leased Premises or its interest under this Lease, (ii) assign this Lease, (ii) sublet all or any part of the Leased Premises, or (iv) permit any other person or business to use the Leased Premises or any portion of it, unless the Tenant obtains the Landlord's prior written consent. The Landlord has the unrestricted right to give or withhold its consent as the Landlord sees fit. Any attempted assignation or subletting without the Landlord's consent may, at the Landlord's option, be treated as an offer to terminate this Lease. (b) Any change in the ownership of the Tenant (including without limitation the sale or transfer, or the contract to sale or transfer, by any means of assets or stock of the Tenant, or any partnership interests, limited liability company member interests, or any other equity interest in the Tenant, which results or could result in a change in the majority interest in or control or management of the Tenant or the Tenant's assets) shall be treated as an assignment of this Lease. (c) If the Leased Premises is oecupied in whole or in part by anyone other than the Tenant, whether as assignee, subtenant or otherwise, the Landlord may collect rent from the occupant and apply the net amount collected on account of the Rent, but acceptance of such rent shall not constitute a consent to any such occupancy, or a release of any of the Tenant's obligations under this Lease. 9.2 Recapture, (a) If the Tenant desires to assign this Lease or sublet the Leased Premises, in whole or in part, the Tenant shall submit the following in writing to the Landlord {i) The name of the proposed assignee or subtenant and the date of the proposed assignment or subletting. Gi) The terms and conditions of the proposed assignment or subletting (including any proposed sub-rent and other consideration to be paid to the Tenant). (iii) A detailed description of the proposed assignce's or subtenant’s business and its proposed use of the Leased Premises. {iy) Current financial information with respect to the proposed assignee or subtenant, including without limitation its most recent financial report. (¥) Any other information reasonably requested by the Landlord, (b) Within sixty (60) days after conditions (i) through (v) above having been satisfied, the Landlord shall have the following options (and shall notify the Tenant in writing of its decision): i CAM-L-000339-24 02/01/2024 3:44:20 PM Pg17 of 41 Trans ID: LCV2024284900 (i) The Landlord may cancel this Lease as to all ofthe Leased Premises or as to any portion proposed to be assigned or sublet. If the Landlord exercises this option, (1) this Lease (or the applicable parts of il) will terminate as of the date of the proposed assignment or subletting, in the same manner and ‘on the same terms as if the termination oceurred on the scheduled expiration date of the Term, and (2) the Landlord will thereafter have the right to deal with the proposed assignee or subtenant without liability to the Tenant. (ii) The Landlord may approve the proposed assignment or subletting. If the Landlord does approve, the following will apply: (1) The proposed assignment or sublett