Preview
UD-100
[ATTORNEY OR PARTY WITHOUT ATTORNEY STATE BAR NUMBER: 241551 FOR COURT USE ONLY
Name: Alexander Merino
FIRM NAME: Merino Yebri LLP
Electronically FILED by
STREET ADDRESS: 1925 Century Park E #2100 Superior Court of California,
city: Los Angeles STATE: CA ZIP CODE: 90067 County of Los Angeles
TELEPHONE NO.: 310-551-2000 FAXNO.: 310-693-9458 3/08/2024 10:31
EMAIL ADDRESS: amerino@mylawllp.com David W. Slayton,
ATTORNEY FOR (name): Plaintiff ROIC Warner Plaza, LLC
Executive Officer/Clerk of Court,
By M. Estorga, Deputy Clerk
SUPERIOR COURT OF CALIFORNIA, COUNTY OF LOS ANGELES
STREET ADDRESS: 6230 Sylmar Ave. Van Nuys, CA 91401
MAILING ADDRESS: 6230 Sylmar Ave. Van Nuys, CA 91401
CITY AND ZIP CODE: 6230 Sylmar Ave. Van Nuys, CA 91401
BRANCH NAME: \Van Nuys Courthouse East
PLAINTIFF:
ROIC Warner Plaza, LLC
DEFENDANT: WEST VALLEY HOSPITALITY INC.
[2] DOES
1 TO 10
COMPLAINT—UNLAWFUL DETAINER* CASE NUMBER:
[4¢] COMPLAINT [__] AMENDED COMPLAINT (Amendment Number) 24VECY01033
Jurisdiction (check all that apply):
[ACTION Is A LIMITED CIVIL CASE
Amount demanded [__] does not exceed $10,000.
[__] exceeds $10,000 but does not exceed $25,000.
[XX] ACTION IS AN UNLIMITED CIVIL CASE (amount demanded exceeds $25,000)
[_] ACTION IS RECLASSIFIED by this amended complaint or cross-complaint (check all that apply):
[__] from unlawful detainer to general unlimited civil (possession not in issue). [J from limited to ut d.
[__] from unlawful detainer to general limited civil (possession not in issue). [J from unlimited to limited
PLAINTIFF (name each):
ROIC Warner Plaza, LL‘
alleges causes of action against DEFENDANT (name
each): WEST VALLEY HOSPITALITY INC. and DOES 1
through 10, inclusive
a. Plaintiff is (1) ["_] an individual over the age of 18 years. (4) [__] a partnership.
(2) [-_] a public agency. (5) [__] a corporation.
(3) [48] other (specify): limited liability company
[J Plaintiff has complied with the fictitious business name laws and is doing business under the fictitious name of (specify):
The venue is the court named above because defendant named above is in possession of the premises located at
(street address, apt. no., city, zip code, and county):
21733 Ventura Blvd., Woodland Hills, CA 91364
The premises in 3a are (check one)
(1) [J within the city limits of (name of city): Log Angeles, California
(2) [J within the unincorporated area of (name of county):
c. The premises in 3a were constructed in (approximate year): approx 1981
Plaintiff's interest in the premises is [% ] as owner [__] other (specify):
The true names and capacities of defendants sued as Does are unknown to plaintiff.
* NOTE: Do not use this form for evictions after sale (Code Civ. Proc., § 1161a).
Page 1 of 4
Form Approved for Optional Use COMPLAINT—UNLAWFUL DETAINER Civil Code, § 1940 at seq
Judicial Council of California Code of Civil Procedure, §§ 425.12, 1166
UD-100 [Rev. September 1, 2020] www.courts.ca.gov
UD-100
PLAINTIFF:
ROIC Warner Plaza, LUC CASE NUMBER:
DEFENDANT:
WEST VALLEY HOSPITALITY INC.
6. a On or about (date): December 13, 2016
defendant (name each):
WEST VALLEY HOSPITALITY INC.
(1) agreed to rent the premises as (2)
[J month-to-month tenancy [x_] other tenancy (specify): Five (5) year term
a agreed to pay rentof $12,600
payable [% ] monthly [__] other (specify frequency):
(3) agreed to pay rent on the [2€] first of the month [J other day (specify):
This [3] written [—_] oral agreement was made with
(1) _plaintift. (3) [plaintiffs predecessor in interest.
(2) [__] plaintiffs agent. (4) [__] Other (specify):
[4] The defendants not named in item 6a are
(1) [-_] subtenants.
(2) [_] assignees.
(3) [48] Other (specify): Unauthorized occupants
CJ The agreement was later changed as follows (specify):
[4e] A copy of the written agreement, including any addenda or attachments that form the basis of this complaint, is attached
and labeled Exhibit 1. (Required for residential property, unless item 6f is checked. See Code Civ. Proc., § 1166.)
[] (For residential property) A copy of the written agreement is not attached because (specify reason):
(1) [_] the written agreement is not in the possession of the landlord or the landlord's employees or agents.
(2) [_] this action is solely for nonpayment of rent (Code Civ. Proc., § 1161(2)).
The tenancy described in 6 (complete (a) or (b))
a [4] is not subject to the Tenant Protection Act of 2019 (Civil Code, § 1946.2). The specific subpart supporting why tenancy
is exempt is (specify): commercial premises 1946.2(a) .
b. [-] is subject to the Tenant Protection Act of 2019.
(Complete only if item 7b is checked. Check all applicable boxes.)
a. [J The tenancy was terminated for at-fault just cause (Civil Code, § 1946.2(b)(1)).
b. [_] The tenancy was terminated for no-fault just cause (Civil Code, § 1946.2(b)(2)) and the plaintiff (check one)
(1) [] waived the payment of rent for the final month of the tenancy, before the rent came due, under
section 1946.2(d)(2), in the amount of $
(2) [_] provided a direct payment of one month's rent under section 1941 6.2(4)(3), equaling $
to (name each defendant and amount given to each):
Because defendant failed to vacate, plaintiff is seeking to recover the total amount in 8b as damages in this
c. C1] action.
9. a. [32] Defendant (name each): WEST VALLEY HOSPITALITY, INC.
was served the following notice on the same date and in the same manner:
(1) [48] 3-day notice to pay rent or quit (5) [__] 3-day notice to perform covenants or quit
(2) [_] 30-day notice to quit (not applicable if item 7b checked)
(3) [__] 60-day notice to quit
(6) [-] 3-day notice to quit under Civil Code, § 1946.2(c)
Prior required notice to perform covenants served (date):
(4) [_] 3-day notice to quit
(7) [_] Other (specify):
UD-100 [Rev. September 1, 2020] COMPLAINT—UNLAWFUL DETAINER Page 2 of 4
UD-100
PLAINTIFF:
ROIC Warner Plaza, LLC CASE NUMBER:
DEFENDANT:
WEST VALLEY HOSPITALITY INC.
9. b. (1) On (date):March 5, 2024 the period stated in the notice checked in 9a expired at the end of the day.
(2) Defendants failed to comply with the requirements of the notice by that date.
All facts stated in the notice are true.
[2] The notice included an election of forfeiture.
[©] A copy of the notice is attached and labeled Exhibit 2. (Required for residential property. See Code Civ. Proc., § 1166.
When Civil Code, § 1946.2(c), applies and two notices are required, provide copies of both.)
[J One or more defendants were served (1) with the prior required notice under Civil Code, § 1946.2(c), (2) with a different
notice, (3) on a different date, or (4) in a different manner, as stated in Attachment 10c. (Check item 10c and attach a
statement providing the information required by items 9a-e and 10 for each defendant and notice.)
10. [42] The notice in item 9a was served on the defendant named in item 9a as follows:
(1) [7] By personally handing a copy to defendant on (date):
(2) [-_] By leaving a copy with (name or description):
a person of suitable age and discretion,on (date): at defendant's
[J residence [-] business AND mailing a copy to defendant at defendant's place of residence
on (date): because defendant cannot be found at defendant's residence or usual place of business.
(3) [227] By posting a copy on the premises on (date): February 28, 2024
[2] AND giving a copy to a person found residing at the premises AND mailing a copy to defendant at the premises
on (date): February 28, 2024
(a) [-_] because defendant's residence and usual place of business cannot be ascertained OR
(b) [9%] because no person of suitable age or discretion can be found there.
(4) [-] (Not for 3-day notice; see Civil Code, § 1946, before using) By sending a copy by certified or registered mail
addressed to defendant on (date):
(5) [2] (Not for residential tenancies; see Civil Code, § 1953, before using) In the manner specified in a written
commercial lease between the parties
[J (Name):
was served on behalf of all defendants who signed a joint written rental agreement.
c. [J Information about service of notice on the defendants alleged in item 9f is stated in Attachment 10c.
d [2] Proof of service of the notice in item 9a is attached and labeled Exhibit 3.
11 [] Plaintiff demands possession from each defendant because of expiration of a fixed-term lease.
12. [27] At the time the 3-day notice to pay rent or quit was served, the amount of rent due was $57,458.49
13, Te] The fair rental value of the premises is $ 462.00 per day.
Defendant's continued possession is malicious, and plaintiff is entitled to statutory damages under Code of Civil Procedure
14,
section 1174(b). (State specific facts supporting a claim up to $600 in Attachment 14.)
15. pe] A written agreement between the parties provides for attorney fees.
16. [] Defendant's tenancy is subject to the local rent control or eviction control ordinance of (city or county, title of ordinance, and
date of passage):
Plaintiff has met all applicable requirements of the ordinances.
17. [_] Other allegations are stated in Attachment 17.
18. Plaintiff accepts the jurisdictional limit, if any, of the court.
UD-100 [Rev. September 1, 2020] COMPLAINT—UNLAWFUL DETAINER Page 3 of 4
PLAINTIFF: ROIC Warner Plaza, LLC CASE NUMBER:
DEFENDANT: WEST VALLEY HOSPITALITY INC.
19. PLAINTIFF REQUESTS
damages in the amount of waived rent or relocation assistance
a. possession of the premises.
as stated in item 8: $
b. costs incurred in this proceeding: damages at the rate stated in item 13 from
c. [_past-due rent of $57,458.49
[-*Tpasonable attorney fees. date: February 28, 2024
[P®Tprfeiture of the agreement. for each day that defendants remain in possession through entry of judgment.
[ statutory damages up to $600 for the conduct alleged in item 14.
[J other (specify):
20. [%_] Number of pages attached (specify): 93
UNLAWFUL DETAINER ASSISTANT (Bus. & Prof. Code, §§ 6400-6415)
21. [x] (Complete in all cases.) An unlawful detainer assistant [4] did not (J aia
for compensation give advice or assistance with this form. (/f declarant has received any help or advice for pay from an unlawful
detainer assistant, complete a-f.)
a. Assistant's name: Telephone no.:
b. Street address, city, and zip code: County of registration:
Registration no.:
Expires on (date):
Date: March 8 2024
Alexander Merino, Esq.
(TYPE OR PRINT NAME) (SIGNATURE OF PLAINTIFF OR ATTORNEY)
VERIFICATION
(Use a different verification form if the verification is by an attorney or for a corporation or partnership.)
| am the plaintiff in this proceeding and have read this complaint. | declare under penalty of perjury under the laws of the State of
California that the foregoing is true and correct.
Date:
(TYPE OR PRINT NAME) (SIGNATURE OF PLAINTIFF)
UD-100 [Rev. September 1, 2020] COMPLAINT—UNLAWFUL DETAINER Page 4 of 4
I | Ld
VERIFICATION
STATE OF CALIFORNIA
Ss.
COUNTY OF LOS ANGELES
Ihave read the foregoing COMPLAINT — UNLAWFUL DETAINER and know its contents.
XxX Iam an Authorized Agent of ROIC Warner Plaza, LLC, a party to this action, and am
authorized to make this verification for and on its behalf, and I make this verification for that
reason.
Xx Iam informed and believe and on that ground allege that the matters stated in the
foregoing document are true.
10 Xx The matters stated in the foregoing document are true of my own knowledge, except as to
those matters which are stated on information and belief, and as to those matters I believe them
11
to be true.
12
13 Executed on March 8, 2024 , at San Diego , California.
14 I declare under penalty of perjury under the laws of the State of California that the foregoing is
15 true and correct.
16
BrorereatQued
17 Francesca Busalacchi
18
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20
21
22
23
24
25
26
27
28
VERIFICATION
EXHIBIT 1
RETAIL SHOP LEASE
by and between
ROIC Warner Plaza, LLC,
a Delaware limited liability company
as Landlord
and
Apricode KDS Corp.,
a California corporation
as Tenant
Dated: écemek 13, 201.6,
RS
Ken aio
1 Landlord
Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant (LE
RETAIL SHOP LEASE
TABLE OF CONTENTS
ARTICLE 1 INTRODUCTION
ARTICLE 2 FUNDAMENTAL LEASE TERMS AND DEFINITIONS
ARTICLE 3 DEMISED PREMISES
ARTICLE 4 TERM
ARTICLE 5 RENT
ARTICLE 6 “GROSS SALES” 12
ARTICLE 7 PERMISSIBLE USE 13
ARTICLE 8 UTILITIES 14
ARTICLE 9 INDEMNITY AND INSURANCE 15
ARTICLE 10 TENANT’S ALTERATIONS 18
ARTICLE 11 MECHANIC’S LIENS 19
ARTICLE 12 SIGNS 19
ARTICLE 13 PERSONALTY AND FIXTURES 20
ARTICLE 14 ASSIGNMENT, SUBLEASE AND OTHER TRANSFERS 21
ARTICLE 15 OPERATION OF TENANT’S BUSINESS 23
ARTICLE 16 REPAIRS AND MAINTENANCE 24
ARTICLE 17 DAMAGE AND DESTRUCTION 25
ARTICLE 18 COMMON AREAS AND EXPENSES 26
ARTICLE 19 TENANT’S DEFAULTS; REMEDIES 29
ARTICLE 20 DEFAULTS BY LANDLORD 32
ARTICLE 21 EMINENT DOMAIN 32
ARTICLE 22 SUBORDINATION TO FINANCING; ATTORNMENT 33
ARTICLE 23 SALE OF PREMISES BY LANDLORD 34
ARTICLE 24 HOLDOVER BY TENANT 34
ARTICLE 25 NOTICES 35
ARTICLE 26 LANDLORD’S RIGHT TO RELOCATE PREMISES; 35
REDEVELOPMENT
ARTICLE 27 MISCELLANEOUS PROVISIONS 36
ARTICLE 28 GLOSSARY OF DEFINED TERMS 41
2 Landlord
Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant te
ADDENDUM 1 TENANT IMPROVEMENT ALLOWANCE
EXHIBIT A SITE PLAN 46
EXHIBIT B LEGAL DESCRIPTION OF THE CENTER 47
EXHIBIT C LANDLORD’S AND TENANT’S WORK 48
EXHIBIT D FORM OF COMMENCEMENT DATE CERTIFICATE 51
EXHIBIT E FORM OF TENANT’S ESTOPPEL CERTIFICATE 52
EXHIBIT F SIGN CRITERIA 54
EXHIBIT G RULES AND REGULATION 57
EXHIBIT H GUARANTY OF LEASE 61
EXHIBIT I LIST OF EXISTING USES AND EXCLUSIVE USE
RESTRICTIONS
3 Landlord
Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant pe
RETAIL SHOP LEASE
ARTICLE | - INTRODUCTION
THIS LEASE, dated Decenber_ NS, 201 G ("Effective Date"), is made by and between
ROIC Warner Plaza, LLC, a Delaware limited liability company (hereinafter "Landlord"), and Apricode KDS
Corp., a California corporation (hereinafter "Tenant"). Landlord and Tenant are individually referred to hereinafter
as a "Party" and collectively as the "Parties."
ARTICLE 2 - FUNDAMENTAL LEASE TERMS AND DEFINITIONS
21 Definitions. All references hereinafter to “Articles," "Exhibits" or "Addenda" are to such
portions of this Lease. A glossary of all terms defined in this Lease appears in Article 28. For purposes of this Lease,
the following terms shall have the following meanings:
Center: That certain shopping center known as Warner Plaza Shopping Center,
(Article 3) located in the City of Woodland Hills, County of Los Angeles, State of
California as more particularly described in Exhibit B.
Premises: That certain space having approximately Two Thousand Eight
(Exhibit “B”) Hundred (2,800) square feet of "Floor Area" commonly known as
21733 Ventura Blvd., Woodland Hills, CA 91364, which comprises a
portion of Warner Plaza Shopping Center.
Lease Term: Ten (10) years plus any partial month in which the Minimum Annual
(Article 4.1) Rent Start Date occurs.
Options to Extend: Two (2) consecutive periods of Five (5) years each subject to the
(Article 4.5) provisions of Article 4.5 of this Lease.
Effective Date: The date upon which this Lease is last executed by the Parties as set forth
(Article 4.1) in Article 1 above.
Contingencies: This Lease is contingent upon Tenant obtaining all necessary permits
and approvals from applicable governmental authorities necessary
to perform Tenant’s Work and operate Tenant’s business at the
Premises. Tenant agrees to apply for all necessary permits and
approvals within the later of (a) thirty (30) days following the
Effective Date or five (5) days following the date Landlord has
approved Tenant’s Plans (as set forth in Exhibit C). If Tenant,
exercising good faith and due diligence, is unable to obtain such
permits and approvals within one hundred twenty (120) days
following the Effective Date, then Landlord and Tenant shall each
have the right to terminate this Lease upon ten (10) days prior
written notice to the other; provided, however, that (a) if Tenant fails
to give written notice of its election to terminate this Lease due to its
failure to obtain the above-described permits and approvals within
one hundred twenty-five (125) days following the Effective Date,
then Tenant’s right to do so shall be deemed conclusively to have
been waived and (b) if Tenant gives written notice of its election to
terminate this Lease due to its failure to obtain such permits and
approvals, then Landlord shall have the right, but not the obligation,
within the next following sixty (60) day period, to seek to obtain the
permits and approvals on Tenant’s behalf, and if Landlord is
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4 Landlord Lalor
Wamer Plaza, Woodland Hills, CA — Berkshire Tavern Tenant
successful in doing so, then Tenant’s notice of termination shall be
deemed to have been withdrawn and this Lease shall remain in full
force and effect. If Landlord endeavors to obtain any necessary
permits and approvals on Tenant’s behalf, then immediately upon
Landlord’s request, Tenant shall deliver to Landlord copies of all
permit applications, plans and specifications for Tenant’s Work and
other documents relevant to such applications and Tenant shall
reimburse Landlord for its costs incurred in endeavoring to obtain
such permits on Tenant’s behalf.
Commencement Date: The date upon which the Premises are delivered to Tenant in the
(Article 4.1) condition required by this Lease (the “Delivery Date”).
Tenant shall, at Landlord’s request, execute a Commencement Date
Certificate in the form attached hereto as Exhibit “D”. If Tenant does not
return an executed Commencement Date Certificate within fifteen (15)
days of receipt of same from Landlord, the terms as set forth therein shall
be deemed to be true and correct.
Expiration Date: The date which is Ten (10) years plus any partial month following
(Article 4.1) the Minimum Annual Rent Start Date.
Delivery Date: Approximately February 1, 2017.
(Estimated)
Opening Date: No later than One Hundred Eighty (180) days following the Delivery
(Article 4.3) Date.
Tenant Improvement Allowance Not to exceed One Hundred Forty Thousand and 00/100 Dollars
(Addendum 1) ($140,000.00), approximately $50.00 per square foot, subject to the
provisions of Addendum | of this Lease.
Minimum Annual Rent:
Initial term (Article 5.1)
Lease Monthly Annual
Year Rent Rent
1-5 $12,600.00 $151,200.00
6-10 $13,860.00 $166,320.00
Minimum Annual The date which is One Hundred Eighty (180) days following the
Rent Start Date: Delivery Date.
(Article 5.1)
Option(s) to Extend:
(Article 4.5)
Lease Monthly Annual
Year Rent Rent
11-15 $15,246.00 $182,952.00
16-20 $16,770.60 $201,247.20
Option Rent Start Date: On the day immediately following the Expiration Date, assuming the
(Article 4.5) Option to Extend is properly exercised. Kandy
Rs*
« 2 dios
5 Landlord
Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant
Place of Payment ROIC Warner Plaza, LLC
(Article 5.12) MS 631099, P.O. Box 3953
Seattle, WA 98124-3953
dvanced Rental. Upon execution of this Lease, Tenant shall pay an amount equal to Twelve
(Article 5.1) Thousand Six Hundred and 00/100 Dollars ($12,600.00) to be applied
when first month’s rental obligation becomes due.
Security Deposit: Upon execution of this Lease, Tenant shall pay an amount equal to Twelve
(Article 5.3) Thousand Six Hundred and 00/100 Dollars ($12,600.00) as Security
Deposit.
Percentage Rent Factor: None.
(Article 5.4)
Tenant's Permitted Use: Tenant shall use the Premises for the operation of a high-end fast
(Article 7.1) casual or sit-down gastro-pub restaurant and for no other purpose.
Tenant may sell and serve, for on-premises consumption only beer,
wine and other alcoholic beverages, provided that Tenant receives and
maintains the necessary permits and licenses, satisfies other
governmental requirements, and obtains a separate policy of liquor
liability insurance with aggregate limits as set forth in Article 9.3(d)
(and provides evidence thereof to Landlord upon obtaining same
initially and thereafter upon Landlord’s written request).In no event
shall Tenant be entitled to use the Premises for any purpose that
conflicts with any of the exclusive use restrictions contained in leases of
any other tenants at the Center.
Tenant’s trade name or DBA: Berkshire Tavern
Radius Restriction: None
(Article 15.4)
CAM Commencement Date: The same date as the Minimum Annual Rent Start Date.
(Article 18.3)
Addresses for Notice:
(Article 25)
To Landlord: ROIC Warner Plaza, LLC
Attn: Chief Operating Officer
8905 Towne Centre Drive, Suite 108
San Diego, CA 92122
With copy to: ROIC Warner Plaza, LLC
Attn.: Property Manager
8905 Towne Centre Drive, Suite 108
San Diego, CA 92122
To Tenant: Apricode KDS Corp.
(Premises) 21733 Ventura Blvd.
Woodland Hills, CA 91364
Kandi
Rs*
Email Address: mynewsdelivery@aol.com
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6 Landlord
Warmer Plaza, Woodland Hills, CA — Berkshire Tavern Tenant
—fe-
To Tenant: Apricode KDS Corp.
(Legal) 100 S Doheny Drive, PH7
Los Angles, CA 90048
Attn: Lonnie Millier
Phone Number(s): (818) 339-1831
Email Address: mynewsdelivery@aol.com
To Guarantor: Rami Haddad
3435 Deep Waters Ct.
Simi Valley, CA 90365
Phone Number(s): (818) 339-1831
Email Address: mynewsdelivery@aol.com
Marketing Fund and Merchants’ N/A
Association Annual
Contribution:
Broker’s Name: PLG Associates, who shall be paid a commission pursuant to a
Commission amount: separate agreement.
(Article 27.16)
Guarantor(s): Rami Haddad, an individual
(Exhibit H)
The validity and effectiveness of this Lease is expressly conditioned upon
the execution of the Guaranty by the individual(s) listed above in the form
attached to this Lease as Exhibit H. If the Guaranty has not been so
executed, then this Lease shall be of no force and effect.
2.2 Exhibits. The following drawings, documents and provisions attached hereto as Exhibits
are incorporated herein by this reference:
Exhibit A: General site plan of the Center that Landlord has constructed or intends to
construct or cause to be constructed. In order to maintain or improve the commercial viability and success of the
Center as a whole, Landlord retains the right, from time to time in the exercise of its reasonable business judgment, to
change the shape, size, location, number and extent of the improvements to any portion of the Center without Tenant's
consent.
Exhibit B: Legal Description of the Center.
Exhibit C: A description of work to be performed by Tenant ("Tenant's Work") in or on
the Premises. The Premises shall be constructed (and reconstructed following damage or destruction if so required by
this Lease) in accordance with the procedures outlined in Exhibit C.
Exhibit D: Form of Commencement Date Certificate.
Exhibit E: Form of Tenant's Estoppel Certificate.
Exhibit F: Sign Criteria.
Kana
Exhibit G: Rules and Regulations.
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7 Landlord
Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant A
Exhibit H: Guaranty of Lease.
Exhibit I: List Of Existing Uses And Exclusive Use Restrictions
ARTICLE 3 - DEMISED PREMISES
31 Premises. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the
Premises, which are situated within the Center as shown in Exhibit A and described in Exhibit B. This Lease is
subject to the terms, covenants and conditions herein set forth, and Tenant covenants as a material part of the
consideration of this Lease to keep and perform each and all of such terms, covenants and conditions to be kept and
performed by it.
Pursuant to California Civil Code Section 1938, Landlord hereby discloses that as of the date of this
Lease, the Premises has not been inspected by a Certified Access Specialist (CASp). A CASp can inspect the
Premises and determine whether the Premises complies with all of the applicable construction-related accessibility
standards under State law. Although State law does not require a CASp inspection for the Premises, Landlord may
not prohibit Tenant from obtaining a CASp inspection of the Premises for the occupancy or potential occupancy of
Tenant, if requested by Tenant. In such event, the parties shall mutually agree on the arrangements for the time and
manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs
necessary to correct violations of construction-related accessibility standards within the Premises.
3.2 Definition of "Floor Area”. The term “Floor Area," as used throughout this Lease, shall
mean and include the square footage of the Premises (or, where applicable, of any other premises or building of the
Center) from the exterior surface of building walls (and extensions thereof, in the case of openings), from the exterior
surface of perimeter demising partitions, from the center line of interior demising partitions or vertical neutral strips
and from any "lease line," all of which form the perimeter of the Premises or such other premises or building without
deduction for openings, columns, sprinklers risers, roof drains, vents, piping, waste lines, conduit, ventilation shafts
and other such items serving the Premises or other tenant spaces.
ARTICLE 4 - TERM
41 Commencement of Term. The Lease shall become legally binding on the Parties as of the
Effective Date, the Lease Term shall commence on the Commencement Date, and both the Lease and the Lease Term
shall continue in effect until the Expiration Date or such earlier date as the Lease is terminated in accordance
herewith. Landlord agrees to deliver to Tenant, and Tenant agrees to accept from Landlord, possession of the
Premises in the condition described in Article 4.2 hereof and Exhibit C. Notice from Landlord that the Premises are
being delivered in the above-described condition shall be conclusive and binding upon the Parties hereto.
Notwithstanding the foregoing definition of "Commencement Date," the parties agree that, excepting for the payment
of Minimum Annual Rent and Additional Rent, the obligations of Tenant hereunder shall commence upon the
Effective Date, including, without limitation, the obligations of Tenant pursuant to Exhibit "C" attached hereto and
Articles 9 and 15 of this Lease. To the fullest extent legally permissible, Tenant waives the provisions of all laws
now or hereafter existing which allow a tenant to terminate its lease for failure of the Landlord to deliver possession
thereof.
42 As-Is Delivery. Tenant has inspected and accepts the Premises "As Is" with no additional
improvements, changes, installations, alterations, repairs or replacements are expected by Tenant to be made by
Landlord and Landlord shall have no obligation to perform any work or repairs therein (including, without limitation,
demolition of any improvements existing therein, construction or alteration to the storefront, demising walls or
structural walls, or construction of any tenant finish work or other improvements therein). Tenant acknowledges that:
(i) the Premises are in satisfactory condition and are suitable for the use contemplated hereunder; (ii) Landlord has
complied with all of the requirements imposed upon it under the terms of the Lease; and (iii) Tenant's taking of
possession of the Premises conclusively establishes that the condition of the Premises is acceptable and suitable for
Tenant’s contemplated use. Tenant agrees that it shall accept administrative possession of the Premises without the
keys if Tenant fails to provide the insurance as outlined in Article 9 of this Lease. If there is a tenant occupying the
ang
8
Warner Plaza, Woodland Hills, CA ~ Berkshire Tavern
Landlord
Tenant
Re
ato’
Premises prior to Tenant accepting possession, or any personalty located in the Premises, Tenant acknowledges and
understands that Landlord does not warrant that any items in the Premises on the date of Tenant’s inspection(s) prior
to the execution of the Lease will be in the Premises on the date Tenant executes the Lease and/or takes possession of
the Premises except those fixtures specifically listed in the Lease. Landlord acquired the Center after its initial
construction and represents to its actual knowledge, without duty of inquiry or investigation, that the Premises
was constructed in accordance with applicable codes as of the date the initial certificate of occupancy was
issued therefor.
Notwithstanding the foregoing paragraph, upon delivery of the Premises to Tenant, Tenant
shall acknowledge to Landlord in writing within three (3) days of delivery of possession of the Premises to Tenant
that Tenant has inspected the Premises and accepts them in their then condition or else, within said three (3) day
period, shall notify Landlord in writing of any deficiencies then apparent; provided, that a failure by Tenant to
provide the above written notices to Landlord within said three (3) day period shall be deemed acceptance of the
Premises in their then condition. The Landlord's obligation and/or liability to Tenant for deficiencies shall be strictly
limited to the correction of the noted deficiencies, which correction shall be made only to the extent of compliance
with the Landlord's Work as set forth in Exhibit C. By taking possession of the Premises, Tenant shall be deemed to
have accepted the Premises as being in good and sanitary order, condition and repair, except as otherwise provided in
this Article.
43 Lease Year. The first “Lease Year” shall commence on the Commencement Date and shall
end on the last day of the calendar month following the first (1*) anniversary of the Minimum Annual Rent Start
Date; thereafter a Lease Year shall consist of successive periods of twelve (12) calendar months. The period from the
end of the last full Lease Year through the end of the Term, or the Termination Date, shall constitute the “Final Partial
Lease Year” and Minimum Annual Rent and all Rent shall be apportioned therefor.
44 Tenant's Work.
(a) The Premises shall be constructed in accordance with Exhibit C. Tenant will be
responsible for all the work required by Tenant or necessary to complete the Premises for occupancy, including the
work described as "Tenant's Work" in Exhibit C. All such work by Tenant shall be designed, approved, performed
and completed in strict compliance with the provisions of Exhibit C.
(b) Landlord shall notify Tenant of the date that the Premises is available for delivery
to Tenant in the condition required by Article 4.2 of this Lease. Promptly thereafter, Tenant shall commence
construction of Tenant's Work and shall diligently pursue completion thereof so that Tenant may initially open the
Premises for business upon the Opening Date specified in Article 2.1. Tenant shall be deemed to have accepted the
Premises upon delivery of the same by Landlord.
45 Options to Extend.
@) If Tenant (i) performs all of its covenants and obligations under the Lease and is
not in default under any of the terms of the Lease, (ii) is open for business at the Premises, and (iii) otherwise
complies with the provisions hereof, then Tenant shall have the option to extend the Lease Term for two (2)
additional, consecutive term(s) of five (5) years (each) ("Extended Term(s)") upon the same terms and conditions as
contained in the Lease, except for the Minimum Annual Rent and this right of extension. Tenant may exercise said
option(s) by giving notice thereof (the "Option Notice") to Landlord not more than one (1) year nor less than two
hundred forty (240) days prior to the Expiration Date, in the case of the first Extended Term, or the expiration of the
current Extended Term, in the case of subsequent Extended Terms. The first Extended Term shall commence on the
day immediately succeeding the Expiration Date and any subsequent Extended Terms shall commence on the day
immediately succeeding the expiration of the prior Extended Term; provided, however, if Tenant is in default on the
date the Extended Term is to commence, the Extended Term shall not commence and Tenant shall have no right to
extend the Lease beyond the Expiration Date, in the case of the first Extended Term, or the expiration of the prior
Extended Term, in the case of subsequent Extended Terms. It is understood and agreed that the provisions of this
Article 4.5 are personal
Preview
UD-100 [ATTORNEY OR PARTY WITHOUT ATTORNEY STATE BAR NUMBER: 241551 FOR COURT USE ONLY Name: Alexander Merino FIRM NAME: Merino Yebri LLP Electronically FILED by STREET ADDRESS: 1925 Century Park E #2100 Superior Court of California, city: Los Angeles STATE: CA ZIP CODE: 90067 County of Los Angeles TELEPHONE NO.: 310-551-2000 FAXNO.: 310-693-9458 3/08/2024 10:31 EMAIL ADDRESS: amerino@mylawllp.com David W. Slayton, ATTORNEY FOR (name): Plaintiff ROIC Warner Plaza, LLC Executive Officer/Clerk of Court, By M. Estorga, Deputy Clerk SUPERIOR COURT OF CALIFORNIA, COUNTY OF LOS ANGELES STREET ADDRESS: 6230 Sylmar Ave. Van Nuys, CA 91401 MAILING ADDRESS: 6230 Sylmar Ave. Van Nuys, CA 91401 CITY AND ZIP CODE: 6230 Sylmar Ave. Van Nuys, CA 91401 BRANCH NAME: \Van Nuys Courthouse East PLAINTIFF: ROIC Warner Plaza, LLC DEFENDANT: WEST VALLEY HOSPITALITY INC. [2] DOES 1 TO 10 COMPLAINT—UNLAWFUL DETAINER* CASE NUMBER: [4¢] COMPLAINT [__] AMENDED COMPLAINT (Amendment Number) 24VECY01033 Jurisdiction (check all that apply): [ACTION Is A LIMITED CIVIL CASE Amount demanded [__] does not exceed $10,000. [__] exceeds $10,000 but does not exceed $25,000. [XX] ACTION IS AN UNLIMITED CIVIL CASE (amount demanded exceeds $25,000) [_] ACTION IS RECLASSIFIED by this amended complaint or cross-complaint (check all that apply): [__] from unlawful detainer to general unlimited civil (possession not in issue). [J from limited to ut d. [__] from unlawful detainer to general limited civil (possession not in issue). [J from unlimited to limited PLAINTIFF (name each): ROIC Warner Plaza, LL‘ alleges causes of action against DEFENDANT (name each): WEST VALLEY HOSPITALITY INC. and DOES 1 through 10, inclusive a. Plaintiff is (1) ["_] an individual over the age of 18 years. (4) [__] a partnership. (2) [-_] a public agency. (5) [__] a corporation. (3) [48] other (specify): limited liability company [J Plaintiff has complied with the fictitious business name laws and is doing business under the fictitious name of (specify): The venue is the court named above because defendant named above is in possession of the premises located at (street address, apt. no., city, zip code, and county): 21733 Ventura Blvd., Woodland Hills, CA 91364 The premises in 3a are (check one) (1) [J within the city limits of (name of city): Log Angeles, California (2) [J within the unincorporated area of (name of county): c. The premises in 3a were constructed in (approximate year): approx 1981 Plaintiff's interest in the premises is [% ] as owner [__] other (specify): The true names and capacities of defendants sued as Does are unknown to plaintiff. * NOTE: Do not use this form for evictions after sale (Code Civ. Proc., § 1161a). Page 1 of 4 Form Approved for Optional Use COMPLAINT—UNLAWFUL DETAINER Civil Code, § 1940 at seq Judicial Council of California Code of Civil Procedure, §§ 425.12, 1166 UD-100 [Rev. September 1, 2020] www.courts.ca.gov UD-100 PLAINTIFF: ROIC Warner Plaza, LUC CASE NUMBER: DEFENDANT: WEST VALLEY HOSPITALITY INC. 6. a On or about (date): December 13, 2016 defendant (name each): WEST VALLEY HOSPITALITY INC. (1) agreed to rent the premises as (2) [J month-to-month tenancy [x_] other tenancy (specify): Five (5) year term a agreed to pay rentof $12,600 payable [% ] monthly [__] other (specify frequency): (3) agreed to pay rent on the [2€] first of the month [J other day (specify): This [3] written [—_] oral agreement was made with (1) _plaintift. (3) [plaintiffs predecessor in interest. (2) [__] plaintiffs agent. (4) [__] Other (specify): [4] The defendants not named in item 6a are (1) [-_] subtenants. (2) [_] assignees. (3) [48] Other (specify): Unauthorized occupants CJ The agreement was later changed as follows (specify): [4e] A copy of the written agreement, including any addenda or attachments that form the basis of this complaint, is attached and labeled Exhibit 1. (Required for residential property, unless item 6f is checked. See Code Civ. Proc., § 1166.) [] (For residential property) A copy of the written agreement is not attached because (specify reason): (1) [_] the written agreement is not in the possession of the landlord or the landlord's employees or agents. (2) [_] this action is solely for nonpayment of rent (Code Civ. Proc., § 1161(2)). The tenancy described in 6 (complete (a) or (b)) a [4] is not subject to the Tenant Protection Act of 2019 (Civil Code, § 1946.2). The specific subpart supporting why tenancy is exempt is (specify): commercial premises 1946.2(a) . b. [-] is subject to the Tenant Protection Act of 2019. (Complete only if item 7b is checked. Check all applicable boxes.) a. [J The tenancy was terminated for at-fault just cause (Civil Code, § 1946.2(b)(1)). b. [_] The tenancy was terminated for no-fault just cause (Civil Code, § 1946.2(b)(2)) and the plaintiff (check one) (1) [] waived the payment of rent for the final month of the tenancy, before the rent came due, under section 1946.2(d)(2), in the amount of $ (2) [_] provided a direct payment of one month's rent under section 1941 6.2(4)(3), equaling $ to (name each defendant and amount given to each): Because defendant failed to vacate, plaintiff is seeking to recover the total amount in 8b as damages in this c. C1] action. 9. a. [32] Defendant (name each): WEST VALLEY HOSPITALITY, INC. was served the following notice on the same date and in the same manner: (1) [48] 3-day notice to pay rent or quit (5) [__] 3-day notice to perform covenants or quit (2) [_] 30-day notice to quit (not applicable if item 7b checked) (3) [__] 60-day notice to quit (6) [-] 3-day notice to quit under Civil Code, § 1946.2(c) Prior required notice to perform covenants served (date): (4) [_] 3-day notice to quit (7) [_] Other (specify): UD-100 [Rev. September 1, 2020] COMPLAINT—UNLAWFUL DETAINER Page 2 of 4 UD-100 PLAINTIFF: ROIC Warner Plaza, LLC CASE NUMBER: DEFENDANT: WEST VALLEY HOSPITALITY INC. 9. b. (1) On (date):March 5, 2024 the period stated in the notice checked in 9a expired at the end of the day. (2) Defendants failed to comply with the requirements of the notice by that date. All facts stated in the notice are true. [2] The notice included an election of forfeiture. [©] A copy of the notice is attached and labeled Exhibit 2. (Required for residential property. See Code Civ. Proc., § 1166. When Civil Code, § 1946.2(c), applies and two notices are required, provide copies of both.) [J One or more defendants were served (1) with the prior required notice under Civil Code, § 1946.2(c), (2) with a different notice, (3) on a different date, or (4) in a different manner, as stated in Attachment 10c. (Check item 10c and attach a statement providing the information required by items 9a-e and 10 for each defendant and notice.) 10. [42] The notice in item 9a was served on the defendant named in item 9a as follows: (1) [7] By personally handing a copy to defendant on (date): (2) [-_] By leaving a copy with (name or description): a person of suitable age and discretion,on (date): at defendant's [J residence [-] business AND mailing a copy to defendant at defendant's place of residence on (date): because defendant cannot be found at defendant's residence or usual place of business. (3) [227] By posting a copy on the premises on (date): February 28, 2024 [2] AND giving a copy to a person found residing at the premises AND mailing a copy to defendant at the premises on (date): February 28, 2024 (a) [-_] because defendant's residence and usual place of business cannot be ascertained OR (b) [9%] because no person of suitable age or discretion can be found there. (4) [-] (Not for 3-day notice; see Civil Code, § 1946, before using) By sending a copy by certified or registered mail addressed to defendant on (date): (5) [2] (Not for residential tenancies; see Civil Code, § 1953, before using) In the manner specified in a written commercial lease between the parties [J (Name): was served on behalf of all defendants who signed a joint written rental agreement. c. [J Information about service of notice on the defendants alleged in item 9f is stated in Attachment 10c. d [2] Proof of service of the notice in item 9a is attached and labeled Exhibit 3. 11 [] Plaintiff demands possession from each defendant because of expiration of a fixed-term lease. 12. [27] At the time the 3-day notice to pay rent or quit was served, the amount of rent due was $57,458.49 13, Te] The fair rental value of the premises is $ 462.00 per day. Defendant's continued possession is malicious, and plaintiff is entitled to statutory damages under Code of Civil Procedure 14, section 1174(b). (State specific facts supporting a claim up to $600 in Attachment 14.) 15. pe] A written agreement between the parties provides for attorney fees. 16. [] Defendant's tenancy is subject to the local rent control or eviction control ordinance of (city or county, title of ordinance, and date of passage): Plaintiff has met all applicable requirements of the ordinances. 17. [_] Other allegations are stated in Attachment 17. 18. Plaintiff accepts the jurisdictional limit, if any, of the court. UD-100 [Rev. September 1, 2020] COMPLAINT—UNLAWFUL DETAINER Page 3 of 4 PLAINTIFF: ROIC Warner Plaza, LLC CASE NUMBER: DEFENDANT: WEST VALLEY HOSPITALITY INC. 19. PLAINTIFF REQUESTS damages in the amount of waived rent or relocation assistance a. possession of the premises. as stated in item 8: $ b. costs incurred in this proceeding: damages at the rate stated in item 13 from c. [_past-due rent of $57,458.49 [-*Tpasonable attorney fees. date: February 28, 2024 [P®Tprfeiture of the agreement. for each day that defendants remain in possession through entry of judgment. [ statutory damages up to $600 for the conduct alleged in item 14. [J other (specify): 20. [%_] Number of pages attached (specify): 93 UNLAWFUL DETAINER ASSISTANT (Bus. & Prof. Code, §§ 6400-6415) 21. [x] (Complete in all cases.) An unlawful detainer assistant [4] did not (J aia for compensation give advice or assistance with this form. (/f declarant has received any help or advice for pay from an unlawful detainer assistant, complete a-f.) a. Assistant's name: Telephone no.: b. Street address, city, and zip code: County of registration: Registration no.: Expires on (date): Date: March 8 2024 Alexander Merino, Esq. (TYPE OR PRINT NAME) (SIGNATURE OF PLAINTIFF OR ATTORNEY) VERIFICATION (Use a different verification form if the verification is by an attorney or for a corporation or partnership.) | am the plaintiff in this proceeding and have read this complaint. | declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct. Date: (TYPE OR PRINT NAME) (SIGNATURE OF PLAINTIFF) UD-100 [Rev. September 1, 2020] COMPLAINT—UNLAWFUL DETAINER Page 4 of 4 I | Ld VERIFICATION STATE OF CALIFORNIA Ss. COUNTY OF LOS ANGELES Ihave read the foregoing COMPLAINT — UNLAWFUL DETAINER and know its contents. XxX Iam an Authorized Agent of ROIC Warner Plaza, LLC, a party to this action, and am authorized to make this verification for and on its behalf, and I make this verification for that reason. Xx Iam informed and believe and on that ground allege that the matters stated in the foregoing document are true. 10 Xx The matters stated in the foregoing document are true of my own knowledge, except as to those matters which are stated on information and belief, and as to those matters I believe them 11 to be true. 12 13 Executed on March 8, 2024 , at San Diego , California. 14 I declare under penalty of perjury under the laws of the State of California that the foregoing is 15 true and correct. 16 BrorereatQued 17 Francesca Busalacchi 18 19 20 21 22 23 24 25 26 27 28 VERIFICATION EXHIBIT 1 RETAIL SHOP LEASE by and between ROIC Warner Plaza, LLC, a Delaware limited liability company as Landlord and Apricode KDS Corp., a California corporation as Tenant Dated: écemek 13, 201.6, RS Ken aio 1 Landlord Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant (LE RETAIL SHOP LEASE TABLE OF CONTENTS ARTICLE 1 INTRODUCTION ARTICLE 2 FUNDAMENTAL LEASE TERMS AND DEFINITIONS ARTICLE 3 DEMISED PREMISES ARTICLE 4 TERM ARTICLE 5 RENT ARTICLE 6 “GROSS SALES” 12 ARTICLE 7 PERMISSIBLE USE 13 ARTICLE 8 UTILITIES 14 ARTICLE 9 INDEMNITY AND INSURANCE 15 ARTICLE 10 TENANT’S ALTERATIONS 18 ARTICLE 11 MECHANIC’S LIENS 19 ARTICLE 12 SIGNS 19 ARTICLE 13 PERSONALTY AND FIXTURES 20 ARTICLE 14 ASSIGNMENT, SUBLEASE AND OTHER TRANSFERS 21 ARTICLE 15 OPERATION OF TENANT’S BUSINESS 23 ARTICLE 16 REPAIRS AND MAINTENANCE 24 ARTICLE 17 DAMAGE AND DESTRUCTION 25 ARTICLE 18 COMMON AREAS AND EXPENSES 26 ARTICLE 19 TENANT’S DEFAULTS; REMEDIES 29 ARTICLE 20 DEFAULTS BY LANDLORD 32 ARTICLE 21 EMINENT DOMAIN 32 ARTICLE 22 SUBORDINATION TO FINANCING; ATTORNMENT 33 ARTICLE 23 SALE OF PREMISES BY LANDLORD 34 ARTICLE 24 HOLDOVER BY TENANT 34 ARTICLE 25 NOTICES 35 ARTICLE 26 LANDLORD’S RIGHT TO RELOCATE PREMISES; 35 REDEVELOPMENT ARTICLE 27 MISCELLANEOUS PROVISIONS 36 ARTICLE 28 GLOSSARY OF DEFINED TERMS 41 2 Landlord Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant te ADDENDUM 1 TENANT IMPROVEMENT ALLOWANCE EXHIBIT A SITE PLAN 46 EXHIBIT B LEGAL DESCRIPTION OF THE CENTER 47 EXHIBIT C LANDLORD’S AND TENANT’S WORK 48 EXHIBIT D FORM OF COMMENCEMENT DATE CERTIFICATE 51 EXHIBIT E FORM OF TENANT’S ESTOPPEL CERTIFICATE 52 EXHIBIT F SIGN CRITERIA 54 EXHIBIT G RULES AND REGULATION 57 EXHIBIT H GUARANTY OF LEASE 61 EXHIBIT I LIST OF EXISTING USES AND EXCLUSIVE USE RESTRICTIONS 3 Landlord Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant pe RETAIL SHOP LEASE ARTICLE | - INTRODUCTION THIS LEASE, dated Decenber_ NS, 201 G ("Effective Date"), is made by and between ROIC Warner Plaza, LLC, a Delaware limited liability company (hereinafter "Landlord"), and Apricode KDS Corp., a California corporation (hereinafter "Tenant"). Landlord and Tenant are individually referred to hereinafter as a "Party" and collectively as the "Parties." ARTICLE 2 - FUNDAMENTAL LEASE TERMS AND DEFINITIONS 21 Definitions. All references hereinafter to “Articles," "Exhibits" or "Addenda" are to such portions of this Lease. A glossary of all terms defined in this Lease appears in Article 28. For purposes of this Lease, the following terms shall have the following meanings: Center: That certain shopping center known as Warner Plaza Shopping Center, (Article 3) located in the City of Woodland Hills, County of Los Angeles, State of California as more particularly described in Exhibit B. Premises: That certain space having approximately Two Thousand Eight (Exhibit “B”) Hundred (2,800) square feet of "Floor Area" commonly known as 21733 Ventura Blvd., Woodland Hills, CA 91364, which comprises a portion of Warner Plaza Shopping Center. Lease Term: Ten (10) years plus any partial month in which the Minimum Annual (Article 4.1) Rent Start Date occurs. Options to Extend: Two (2) consecutive periods of Five (5) years each subject to the (Article 4.5) provisions of Article 4.5 of this Lease. Effective Date: The date upon which this Lease is last executed by the Parties as set forth (Article 4.1) in Article 1 above. Contingencies: This Lease is contingent upon Tenant obtaining all necessary permits and approvals from applicable governmental authorities necessary to perform Tenant’s Work and operate Tenant’s business at the Premises. Tenant agrees to apply for all necessary permits and approvals within the later of (a) thirty (30) days following the Effective Date or five (5) days following the date Landlord has approved Tenant’s Plans (as set forth in Exhibit C). If Tenant, exercising good faith and due diligence, is unable to obtain such permits and approvals within one hundred twenty (120) days following the Effective Date, then Landlord and Tenant shall each have the right to terminate this Lease upon ten (10) days prior written notice to the other; provided, however, that (a) if Tenant fails to give written notice of its election to terminate this Lease due to its failure to obtain the above-described permits and approvals within one hundred twenty-five (125) days following the Effective Date, then Tenant’s right to do so shall be deemed conclusively to have been waived and (b) if Tenant gives written notice of its election to terminate this Lease due to its failure to obtain such permits and approvals, then Landlord shall have the right, but not the obligation, within the next following sixty (60) day period, to seek to obtain the permits and approvals on Tenant’s behalf, and if Landlord is '% fe® 4 Landlord Lalor Wamer Plaza, Woodland Hills, CA — Berkshire Tavern Tenant successful in doing so, then Tenant’s notice of termination shall be deemed to have been withdrawn and this Lease shall remain in full force and effect. If Landlord endeavors to obtain any necessary permits and approvals on Tenant’s behalf, then immediately upon Landlord’s request, Tenant shall deliver to Landlord copies of all permit applications, plans and specifications for Tenant’s Work and other documents relevant to such applications and Tenant shall reimburse Landlord for its costs incurred in endeavoring to obtain such permits on Tenant’s behalf. Commencement Date: The date upon which the Premises are delivered to Tenant in the (Article 4.1) condition required by this Lease (the “Delivery Date”). Tenant shall, at Landlord’s request, execute a Commencement Date Certificate in the form attached hereto as Exhibit “D”. If Tenant does not return an executed Commencement Date Certificate within fifteen (15) days of receipt of same from Landlord, the terms as set forth therein shall be deemed to be true and correct. Expiration Date: The date which is Ten (10) years plus any partial month following (Article 4.1) the Minimum Annual Rent Start Date. Delivery Date: Approximately February 1, 2017. (Estimated) Opening Date: No later than One Hundred Eighty (180) days following the Delivery (Article 4.3) Date. Tenant Improvement Allowance Not to exceed One Hundred Forty Thousand and 00/100 Dollars (Addendum 1) ($140,000.00), approximately $50.00 per square foot, subject to the provisions of Addendum | of this Lease. Minimum Annual Rent: Initial term (Article 5.1) Lease Monthly Annual Year Rent Rent 1-5 $12,600.00 $151,200.00 6-10 $13,860.00 $166,320.00 Minimum Annual The date which is One Hundred Eighty (180) days following the Rent Start Date: Delivery Date. (Article 5.1) Option(s) to Extend: (Article 4.5) Lease Monthly Annual Year Rent Rent 11-15 $15,246.00 $182,952.00 16-20 $16,770.60 $201,247.20 Option Rent Start Date: On the day immediately following the Expiration Date, assuming the (Article 4.5) Option to Extend is properly exercised. Kandy Rs* « 2 dios 5 Landlord Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant Place of Payment ROIC Warner Plaza, LLC (Article 5.12) MS 631099, P.O. Box 3953 Seattle, WA 98124-3953 dvanced Rental. Upon execution of this Lease, Tenant shall pay an amount equal to Twelve (Article 5.1) Thousand Six Hundred and 00/100 Dollars ($12,600.00) to be applied when first month’s rental obligation becomes due. Security Deposit: Upon execution of this Lease, Tenant shall pay an amount equal to Twelve (Article 5.3) Thousand Six Hundred and 00/100 Dollars ($12,600.00) as Security Deposit. Percentage Rent Factor: None. (Article 5.4) Tenant's Permitted Use: Tenant shall use the Premises for the operation of a high-end fast (Article 7.1) casual or sit-down gastro-pub restaurant and for no other purpose. Tenant may sell and serve, for on-premises consumption only beer, wine and other alcoholic beverages, provided that Tenant receives and maintains the necessary permits and licenses, satisfies other governmental requirements, and obtains a separate policy of liquor liability insurance with aggregate limits as set forth in Article 9.3(d) (and provides evidence thereof to Landlord upon obtaining same initially and thereafter upon Landlord’s written request).In no event shall Tenant be entitled to use the Premises for any purpose that conflicts with any of the exclusive use restrictions contained in leases of any other tenants at the Center. Tenant’s trade name or DBA: Berkshire Tavern Radius Restriction: None (Article 15.4) CAM Commencement Date: The same date as the Minimum Annual Rent Start Date. (Article 18.3) Addresses for Notice: (Article 25) To Landlord: ROIC Warner Plaza, LLC Attn: Chief Operating Officer 8905 Towne Centre Drive, Suite 108 San Diego, CA 92122 With copy to: ROIC Warner Plaza, LLC Attn.: Property Manager 8905 Towne Centre Drive, Suite 108 San Diego, CA 92122 To Tenant: Apricode KDS Corp. (Premises) 21733 Ventura Blvd. Woodland Hills, CA 91364 Kandi Rs* Email Address: mynewsdelivery@aol.com aio 6 Landlord Warmer Plaza, Woodland Hills, CA — Berkshire Tavern Tenant —fe- To Tenant: Apricode KDS Corp. (Legal) 100 S Doheny Drive, PH7 Los Angles, CA 90048 Attn: Lonnie Millier Phone Number(s): (818) 339-1831 Email Address: mynewsdelivery@aol.com To Guarantor: Rami Haddad 3435 Deep Waters Ct. Simi Valley, CA 90365 Phone Number(s): (818) 339-1831 Email Address: mynewsdelivery@aol.com Marketing Fund and Merchants’ N/A Association Annual Contribution: Broker’s Name: PLG Associates, who shall be paid a commission pursuant to a Commission amount: separate agreement. (Article 27.16) Guarantor(s): Rami Haddad, an individual (Exhibit H) The validity and effectiveness of this Lease is expressly conditioned upon the execution of the Guaranty by the individual(s) listed above in the form attached to this Lease as Exhibit H. If the Guaranty has not been so executed, then this Lease shall be of no force and effect. 2.2 Exhibits. The following drawings, documents and provisions attached hereto as Exhibits are incorporated herein by this reference: Exhibit A: General site plan of the Center that Landlord has constructed or intends to construct or cause to be constructed. In order to maintain or improve the commercial viability and success of the Center as a whole, Landlord retains the right, from time to time in the exercise of its reasonable business judgment, to change the shape, size, location, number and extent of the improvements to any portion of the Center without Tenant's consent. Exhibit B: Legal Description of the Center. Exhibit C: A description of work to be performed by Tenant ("Tenant's Work") in or on the Premises. The Premises shall be constructed (and reconstructed following damage or destruction if so required by this Lease) in accordance with the procedures outlined in Exhibit C. Exhibit D: Form of Commencement Date Certificate. Exhibit E: Form of Tenant's Estoppel Certificate. Exhibit F: Sign Criteria. Kana Exhibit G: Rules and Regulations. cRs© Crator® 7 Landlord Warner Plaza, Woodland Hills, CA — Berkshire Tavern Tenant A Exhibit H: Guaranty of Lease. Exhibit I: List Of Existing Uses And Exclusive Use Restrictions ARTICLE 3 - DEMISED PREMISES 31 Premises. Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises, which are situated within the Center as shown in Exhibit A and described in Exhibit B. This Lease is subject to the terms, covenants and conditions herein set forth, and Tenant covenants as a material part of the consideration of this Lease to keep and perform each and all of such terms, covenants and conditions to be kept and performed by it. Pursuant to California Civil Code Section 1938, Landlord hereby discloses that as of the date of this Lease, the Premises has not been inspected by a Certified Access Specialist (CASp). A CASp can inspect the Premises and determine whether the Premises complies with all of the applicable construction-related accessibility standards under State law. Although State law does not require a CASp inspection for the Premises, Landlord may not prohibit Tenant from obtaining a CASp inspection of the Premises for the occupancy or potential occupancy of Tenant, if requested by Tenant. In such event, the parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the Premises. 3.2 Definition of "Floor Area”. The term “Floor Area," as used throughout this Lease, shall mean and include the square footage of the Premises (or, where applicable, of any other premises or building of the Center) from the exterior surface of building walls (and extensions thereof, in the case of openings), from the exterior surface of perimeter demising partitions, from the center line of interior demising partitions or vertical neutral strips and from any "lease line," all of which form the perimeter of the Premises or such other premises or building without deduction for openings, columns, sprinklers risers, roof drains, vents, piping, waste lines, conduit, ventilation shafts and other such items serving the Premises or other tenant spaces. ARTICLE 4 - TERM 41 Commencement of Term. The Lease shall become legally binding on the Parties as of the Effective Date, the Lease Term shall commence on the Commencement Date, and both the Lease and the Lease Term shall continue in effect until the Expiration Date or such earlier date as the Lease is terminated in accordance herewith. Landlord agrees to deliver to Tenant, and Tenant agrees to accept from Landlord, possession of the Premises in the condition described in Article 4.2 hereof and Exhibit C. Notice from Landlord that the Premises are being delivered in the above-described condition shall be conclusive and binding upon the Parties hereto. Notwithstanding the foregoing definition of "Commencement Date," the parties agree that, excepting for the payment of Minimum Annual Rent and Additional Rent, the obligations of Tenant hereunder shall commence upon the Effective Date, including, without limitation, the obligations of Tenant pursuant to Exhibit "C" attached hereto and Articles 9 and 15 of this Lease. To the fullest extent legally permissible, Tenant waives the provisions of all laws now or hereafter existing which allow a tenant to terminate its lease for failure of the Landlord to deliver possession thereof. 42 As-Is Delivery. Tenant has inspected and accepts the Premises "As Is" with no additional improvements, changes, installations, alterations, repairs or replacements are expected by Tenant to be made by Landlord and Landlord shall have no obligation to perform any work or repairs therein (including, without limitation, demolition of any improvements existing therein, construction or alteration to the storefront, demising walls or structural walls, or construction of any tenant finish work or other improvements therein). Tenant acknowledges that: (i) the Premises are in satisfactory condition and are suitable for the use contemplated hereunder; (ii) Landlord has complied with all of the requirements imposed upon it under the terms of the Lease; and (iii) Tenant's taking of possession of the Premises conclusively establishes that the condition of the Premises is acceptable and suitable for Tenant’s contemplated use. Tenant agrees that it shall accept administrative possession of the Premises without the keys if Tenant fails to provide the insurance as outlined in Article 9 of this Lease. If there is a tenant occupying the ang 8 Warner Plaza, Woodland Hills, CA ~ Berkshire Tavern Landlord Tenant Re ato’ Premises prior to Tenant accepting possession, or any personalty located in the Premises, Tenant acknowledges and understands that Landlord does not warrant that any items in the Premises on the date of Tenant’s inspection(s) prior to the execution of the Lease will be in the Premises on the date Tenant executes the Lease and/or takes possession of the Premises except those fixtures specifically listed in the Lease. Landlord acquired the Center after its initial construction and represents to its actual knowledge, without duty of inquiry or investigation, that the Premises was constructed in accordance with applicable codes as of the date the initial certificate of occupancy was issued therefor. Notwithstanding the foregoing paragraph, upon delivery of the Premises to Tenant, Tenant shall acknowledge to Landlord in writing within three (3) days of delivery of possession of the Premises to Tenant that Tenant has inspected the Premises and accepts them in their then condition or else, within said three (3) day period, shall notify Landlord in writing of any deficiencies then apparent; provided, that a failure by Tenant to provide the above written notices to Landlord within said three (3) day period shall be deemed acceptance of the Premises in their then condition. The Landlord's obligation and/or liability to Tenant for deficiencies shall be strictly limited to the correction of the noted deficiencies, which correction shall be made only to the extent of compliance with the Landlord's Work as set forth in Exhibit C. By taking possession of the Premises, Tenant shall be deemed to have accepted the Premises as being in good and sanitary order, condition and repair, except as otherwise provided in this Article. 43 Lease Year. The first “Lease Year” shall commence on the Commencement Date and shall end on the last day of the calendar month following the first (1*) anniversary of the Minimum Annual Rent Start Date; thereafter a Lease Year shall consist of successive periods of twelve (12) calendar months. The period from the end of the last full Lease Year through the end of the Term, or the Termination Date, shall constitute the “Final Partial Lease Year” and Minimum Annual Rent and all Rent shall be apportioned therefor. 44 Tenant's Work. (a) The Premises shall be constructed in accordance with Exhibit C. Tenant will be responsible for all the work required by Tenant or necessary to complete the Premises for occupancy, including the work described as "Tenant's Work" in Exhibit C. All such work by Tenant shall be designed, approved, performed and completed in strict compliance with the provisions of Exhibit C. (b) Landlord shall notify Tenant of the date that the Premises is available for delivery to Tenant in the condition required by Article 4.2 of this Lease. Promptly thereafter, Tenant shall commence construction of Tenant's Work and shall diligently pursue completion thereof so that Tenant may initially open the Premises for business upon the Opening Date specified in Article 2.1. Tenant shall be deemed to have accepted the Premises upon delivery of the same by Landlord. 45 Options to Extend. @) If Tenant (i) performs all of its covenants and obligations under the Lease and is not in default under any of the terms of the Lease, (ii) is open for business at the Premises, and (iii) otherwise complies with the provisions hereof, then Tenant shall have the option to extend the Lease Term for two (2) additional, consecutive term(s) of five (5) years (each) ("Extended Term(s)") upon the same terms and conditions as contained in the Lease, except for the Minimum Annual Rent and this right of extension. Tenant may exercise said option(s) by giving notice thereof (the "Option Notice") to Landlord not more than one (1) year nor less than two hundred forty (240) days prior to the Expiration Date, in the case of the first Extended Term, or the expiration of the current Extended Term, in the case of subsequent Extended Terms. The first Extended Term shall commence on the day immediately succeeding the Expiration Date and any subsequent Extended Terms shall commence on the day immediately succeeding the expiration of the prior Extended Term; provided, however, if Tenant is in default on the date the Extended Term is to commence, the Extended Term shall not commence and Tenant shall have no right to extend the Lease beyond the Expiration Date, in the case of the first Extended Term, or the expiration of the prior Extended Term, in the case of subsequent Extended Terms. It is understood and agreed that the provisions of this Article 4.5 are personal