Complaint,Petition: Pendleton Partners, LP VS Kim

On January 02, 2018 a Complaint,Petition was filed involving a dispute between Pendleton Partners, Lp, and Ace Spa, Kim, Myong Hee, Kim, Soon Ok, Myong Hee Kim, Soon Ok Kim, for Breach of Contract/Warranty in the District Court of Alameda County.

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FILED BY FAX
Sunny L. Woan, SBN: 257283 ALAMEDA COUNTY
Attorney at Law January 02, 2018
7827 Oakport Street, Suite 205 CLERK OF
Oakland, California 94621 THE SUPERIOR COURT
By Corinna Carden, Deputy
Tel: (510) 638-5000
Fax: (888) 865-2682 CASE NUMBER:
RG18890446
Attorney for Plaintiff
PENDLETON PARTNERS, LP

SUPERIOR COURT OF CALIFORNIA
UNLIMITED JURISDICTION, COUNTY OF ALAMEDA

PENDLETON PARTNERS, LP, | Case No. RG15782939
Plaintiff, | DEFENDANT OAKPORT PARTNERS’
| COMPLAINT FOR:
WS,

SOON OK KIM, MYOUNG
—_HEE KIM, ACE :
1. BREACH OF CONTRACT
SPA, and Does 1-50, | 2. IMPLIED CONTRACTUAL
INDEMNITY
Defendants. ‘ 3. INTENTIONAL
MISREPRESENTATION
4. CONCEALMENT
5, NEGLIGENT
MISREPRESENTATION
6. DECLARATORY RELIEF

PRELIMINARY STATEMENT

1. Plaintiff PENDLETON PARTNERS, LP leased commercial property located at 300

Pendleton Street, Oakland, California (“Subject Property) to Defendant SOOK OK KIM

with Defendant MYOUNG HEE KIM as a third party beneficiary.

The lease was memorialized in writing with effective date August 18, 2015 for a period
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term that expired on August 30, 2017 to then enter into a month-to-month lease.

3. The lease contains an indemnification clause requiring the Defendants to indemnify and

hold harmless Plaintiff for all damages and causes of action arising from Plaintiff's

occupancy and business activities.

COMPLAINT 1 Pendleton Partners v. Kim, et al.
. On or about June, 2017, the City of Oakland alleged that Defendants were conducting

illegal activities at Subject Property in violation of the Red Light Abatement Act, Public
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Nuisance Act, and Oakland's Massage Parlor Ordinance.
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. Pursuant to the ordinances, the property owner Plaintiff had to account for the matter

and settle with the City of Oakland. On or about November, 2017, Plaintiff settled the

ordinance violations with the City of Oakland in the sum of $31,429.00.

. Under the indemnification clause of the lease contract, Defendants must now pay

Plaintiff for the damages that Plaintiff sustained as a result of Defendants’ activities at

Subject Property.

. Plaintiff hereby files its Complaint to recover damages under breach of contract plus

contractual indemnity and contribution.

PARTIES

. Plaintiff OAKPORT PARTNERS, LP (‘Plaintiff’) is and at all times mentioned herein a

limited partnership registered in the State of California with its principal place of

business located at 7817 Oakport Street, Suite 205, City of Oakland, State of California,

and is duly authorized to conduct business in California.

Defendants are individuals who leased the Subject Property from Plaintiff, executed by

and between Defendant SOON OK KIM and Plaintiff.

. Plaintiff is informed and believes that Defendant MYOUNG HEE KIM is Defendant

SOON OK KIM’s sister or relative and business partner at the Subject Property.

. Plaintiff is informed and believes that SOON OK KIM and/or MYOUNG HEE KIM
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were operating a massage parlor at Subject Property under the name ACE SPA.

COMPLAINT 2 Pendleton Partners v. Kim, et al.
12, Plaintiff is unaware of the true names, capacities, or basis of liability of Defendants

Does 1-50, inclusive, and therefore file suit against said parties by their fictitious names.

Plaintiff will amend this Complaint to allege their true names, capacities, or basis for

liability when the same has been ascertained. Plaintiff is informed and believes and on
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that basis alleges that Defendants Does 1-50 inclusive and each of them are in some
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manner liable to Plaintiffs under the actions set forth herein.
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43, At all times relevant to this action, each named Defendant, including those fictitiously
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named, was the agent, servant, employee, partner, joint venturer, or surety of the other
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Defendants and was acting within the scope of said agency, employment, partnership,

venture, or suretyship, with the knowledge and consent or ratification of each of the

other Defendants as alleged in this Complaint

JURISDICTION AND VENUE
14. This Court has general jurisdiction over the present action pursuant to the California

Code of Civil Procedure Section 410.10.

15. This Court has jurisdiction over the parties and present action and said Court is the

proper venue because the real property at issue is located in the City of Oakland, County

of Alameda.

FACTUAL ALLEGATIONS

16. On August 18, 2015, Plaintiff and Defendant SOON OK KIM entered into a Standard

Multi-Tenant Office Lease (“Lease”). A true and correct copy of the Lease is attached as

Exhibit A.

17. Plaintiff is informed by the City of Oakland that on or about August, 2015, the City

alleged violations against Defendants. Plaintiff asked Defendants whether they were in

COMPLAINT 3 Pendleton Partners v. Kim, et al.
fact conducting illegal business activities at Subject Property and Defendants

represented to Plaintiff that they were not.
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18 . On or about June, 2017, the City of Oakland once again alleged violations against
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Defendants and once again, Defendants represented to Plaintiff that they were not
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conducting any illegal business activities at Subject Property.
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. On August 8, 2017, Plaintiff and Defendants agreed to terminate the leasehold and have
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Defendants vacate the premises, but Defendants were to indemnify Plaintiff under the
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Lease contract’s indemnification clause.

20, Defendants assured Plaintiff that they would indemnify Plaintiff once Plaintiff settled

the matter with the City of Oakland and a final accounting of damages was provided.

Zi. On or about November, 2017, the City of Oakland and Plaintiff settled the matter

(“Settlement”). A true and correct copy of the Settlement is attached as Exhibit B.

22. Plaintiff then provided a copy of the Settlement to Defendants for indemnification.

Defendants refused to honor the indemnification clause of the Lease.

. Each reference herein to “Defendant” shall refer to every specifically named Defendant

in this Complaint and also all Does 1-50 sued under fictitious names.

. Plaintiff contends that at all times mentioned herein, each Defendant was the agent

and/or employee of each of the remaining Defendants, and in their conduct as alleged,

was acting within the course and scope of agency and/or employment.

FIRST CAUSE OF ACTION

BREACH OF CONTRACT

25, Plaintiff alleges and incorporates by reference each and every allegation in paragraphs 1

through 23 supra.

COMPLAINT 4 Pendleton Partners v. Kim, et al.
26. In the Lease, a duly executed contract, Covenant 1.8 states under “Agreed Use” that “no
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illegal activity shall be permitted on the site.” Covenant 6 further states that all uses
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must be legal.
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27. In the Lease, Covenant 1.12 states that the business hours would be from 9:00 am to
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6:00 pm only on weekdays and 9:00 am to 5:00 pm only on Saturdays.

28. Per Covenant 8.7, “Indemnity” of the Lease, Defendants are required to indemnify
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Plaintiff in the event of any legal action such as the one brought against Plaintiff by the
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City of Oakland and advance all costs, including reasonable attorney’s fees, and pay all
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damages arising therefrom.
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12 29. Plaintiff has at all times performed all of its obligations in the referenced contracts

required of it.

30. Defendants have failed to honor the terms of the contracts and is in breach of the Lease

Agreement. As a result of Defendants’ breach, Plaintiff has been harmed.

SECOND CAUSE OF ACTION

IMPLIED CONTRACTUAL INDEMNITY

3 . Plaintiff alleges and incorporates by reference each and every allegation in paragraphs |
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through 29 supra.

32. In the Lease, Covenant 8.7, “Indemnity” states that Defendants shall “indemnify,

protect, defend and hold harmless the [Subject Property], Lessor (Plaintiff) and its

agents ... from and against any and all claims, loss of rents and/or damages, liens,

judgments, penalties, attorneys’ and consultants’ fees, expenses and/or liabilities arising

out of, involving, or in connection with the use and/or occupancy of the [Subject

Property] by Lessees (Defendants).”

COMPLAINT Pendleton Partners v. Kim, et al.
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33. Covenant 8.7 of the Lease further states that “If any action or proceeding is brought

against Lessor by reason of any of the foregoing matters, Lessee shall upon notice
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defend the same at Lessee’s expense by counsel reasonably satisfactory to Lessor and
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Lessor shall cooperate with Lessee in such defense. Lessor need not have first paid any
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such claim in order to be defended or indemnified.”
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34, On or about June 2017, the City of Oakland brought legal action against Plaintiff for the
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illegal activities of Defendants under the Red Light Abatement Act, Public Nuisance
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Act, and Oakland's Massage Parlor Ordinance (“Codes”).

35. Plaintiff contends that any responsibility for the violation of the Codes are not the fault

of Plaintiff and are the sole and actual fault of Defendants, which pursuant to the Lease,

Defendants are contractually bound to indemnify.

36. The damages recovered by the City of Oakland against Plaintiff were caused by

Defendants’ violation of the Codes.

37. Plaintiff's liability for the damages arising from aforesaid allegations and claims do not

arise as a result of any actual fault, but rather by the operation of law, from imputed

liability.
. Plaintiff contends that each and every one of the Defendants must indemnify and hold

harmiess Plaintiff for the full amount of any judgment entered against Plaintiff herein

together with Plaintiffs costs, expenses, and attorney’s fees.

. On or about November, 2017, Plaintiff demanded to Defendants to pay for Plaintiff's

damages.

40. Defendants rejected doing so and have thus failed to provide indemnification to

Plaintiff

COMPLAINT 6 Pendleton Partners v. Kim, et al.
Al, By reason of the foregoing, Plaintiff is entitled to indemnity from Defendants.

THIRD CAUSE OF ACTION
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INTENTIONAL MISREPRESENTATION
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42. Plaintiff alleges and incorporates by reference each and every allegation in paragraphs |
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through4 supra.
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43, Under the Lease, Defendants represented and warranted that the business to be operating
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at the Subject Property would conform to all applicable laws, codes, regulations, and
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would obtain all needed licenses and permits, including all that would be needed for

lawfully operating a massage establishment or hiring massage therapists pursuant to

Chapter 5.36 of the Oakland Municipal Code.

44, Furthermore, on numerous occasions throughout the leasehold, Defendants represented

and warranted that they were not in violation of the alleged Codes.

45. Defendants’ representations and warranties turned out to be false, pursuant to the

allegations of the City of Oakland against Plaintiff.

46, Plaintiff contends that Defendants knew or should have known that such a representation

was false when Defendants made that statement, or made such a statement recklessly

without regard for its truth.

47, Defendants intended that Plaintiff rely on said representations.

48. Plaintiff reasonably relied on Defendants’ representations and warranties.

49. That, given the City of Oakland’s action against Plaintiff, Plaintiff was harmed.

50. Plaintiff's reliance on Defendants’ representations was a substantial factor in causing

Plaintiff's harm.

COMPLAINT 7 Pendleton Partners v. Kim, et al.
$1. Defendants are liable as principles for the same misrepresentations and warranties of
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their agents or employees.

FOURTH CAUSE OF ACTION
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CONCEALMENT
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52. Plaintiff alleges and incorporates by reference each and every allegation in paragraphs |
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through 50 supra.
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53 . Plaintiff was harmed because Defendants concealed certain information about the nature
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of its business operations.
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. Plaintiff and Defendants had privity of contract requiring full disclosure of Defendants’
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business and furthermore provide certain assurances and disclosures of lawful business

operations as a massage establishment.
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. Defendants intentionally failed to disclose to Plaintiff that (1) they were operating illegal
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business activities including prostitution and sex trafficking, and (2) they received
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several Notices to Abate from the City of Oakland on the aforementioned counts.

. Defendants were deceptive in their omission of disclosures.
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. Defendants intentionally failed to disclose the referenced statements.
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. Defendants actively concealed from Plaintiff the illegal nature of their business activities
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as alleged in Plaintiff's Complaint.
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. Plaintiff reasonably relied on Defendants’ deception.
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24 60. Plaintiff was harmed as a result.

6 . Defendants’ concealment was a substantial factor in causing Plaintiff's harm.
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62. Defendants are liable as principles for the same misrepresentations and warranties of

their agents or employees.

COMPLAINT 8 Pendleton Partners v. Kim, et al.
FIFTH CAUSE OF ACTION
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NEGLIGENT MISREPRESENTATION

63. Plaintiff alleges and incorporates by reference each and every allegation in paragraphs |
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through 61 supra.
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64. Defendants negligently misrepresented material facts to Plaintiff, resulting in actual
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harm to Plaintiff.
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65. Defendants represented to Plaintiff through the Lease and other communications that
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they had obtained all necessary licenses and permits to operate a massage establishment
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and hire massage therapists at Subject Property and that they were not in violation of
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12 any of the Codes.

66. Defendants further represented to Plaintiff through the Lease that they were operating a

lawful business.

67. According to the City of Oakland’s findings imputed upon Plaintiff, Defendants’

representations were not true.

68. Defendants have no reasonable grounds for believing that the representations they made

to Plaintiff were true when those statements were made.

69. Defendants intended for Plaintiff to rely on aforesaid representations.

70. Plaintiff reasonably relied on Defendants’ representations and warranties in leasing

Subject Property to them.

7 . Plaintiff was harmed as a result of the misrepresentations.
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72. Plaintiff's reliance on Defendants’ representations was a substantial factor in causing its

harm.

COMPLAINT 9 Pendleton Partners v. Kim, et al.
SIXTH CAUSE OF ACTION
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FOR DECLARATORY RELIEF
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73. Plaintiff alleges and incorporates by reference each and every allegation in paragraphs |
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through 71 supra.
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74. Plaintiff desires a judicial determination of the respective rights and duties of Plaintiff
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and Defendants with respect to the damages claimed in Plaintiff's Complaint.
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75. Plaintiff desires a declaration, if Plaintiffs’ Complaint is found to hold merit, that
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Defendants are responsible in the entirety to indemnify and hold harmless Plaintiff for
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any such sums that Plaintiffs may be compelled to pay or any cost that is incurred as a
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result of Defendants’ conduct.
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13 76. Such a declaration is necessary and appropriate at this time in order for Plaintiff to

ascertain its rights and duties with respect to Plaintiff's claim of damages.

77, Furthermore, Plaintiff's claims and the Plaintiff's claims for damages arise from the

same events, transactions, or occurrences, and determination of both in one proceeding

is necessary and appropriate in order to avoid the multiplicity of actions that would

result if Plaintiff is required to now defend against Plaintiff's claims and then bring a

separate action against Defendants for indemnification of the sums Plaintiff would have

to pay in damages, judgment, or other awards recoverable by Plaintiff against Plaintiff.

PRAYER FOR RELIEF

78. Plaintiff prays for judgment in its favor and against Defendants for:

a. Judicial determination that each Defendant named herein are obligated to fully

indemnify Plaintiff for all fees and costs incurred by Plaintiff to defend the

actions from the City of Oakland and any and all damages claimed by Plaintiff:

COMPLAINT 10 Pendleton Partners v. Kim, et al.
Declaration that Defendants are contractually obligated to fully indemnify

Plaintiff for the Settlement Plaintiff must pay to the City of Oakland;

c. Damages according to proof;

d. Damages as indemnity for loss or liability incurred;
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e. Reasonable attorney’s fees and court costs;
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f. Pre-judgment and post-judgment interest on the above damage awards;
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g. Such other and further relief, which this Court may deem equitable and just.
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Dated: 12/30/2017 Respectfully submitted,
ATTORNEY FOR PENDLETON PARTNERS

By:

Sunny L. Woan, SBN: 257283
Attorney at Law
7817 Oakport Street, Suite 205
Oakland, CA 94621
Tel. (510) 638-5000
Fax (888) 865-2682

COMPLAINT il Pendleton Partners v. Kim, et al.
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PENDLETON PARTNERS, LP,
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Plaintiff,
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vs.
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SOON OK KIM, MYOUNG HEE KIM, ACE
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SPA, and Does 1-50,
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Defendants.
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EXHIBIT B
CITY OF OAKLAND
SETTLEMENT

COMPLAINT 13 Pendleton Partners v. Kim, et al.
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SETTLEMENT AGREEMENT

This Settlement Agreement (“Agreement”) is entered into by the PEOPLE OF THE STATE OF
CALIFORNIA and the CITY OF OAKLAND, a municipal corporation, (collectively “the City”),
and PENDLETON PARTNERS LIMITED PARTNERSHIP (“Pendleton”). The City and
Pendleton are collectively “the Parties.”

RECITALS

The Agreement is entered into with reference to the following facts and recitals:

WHEREAS, Pendleton is a limited partnership registered to do business in the State of CA.

WHEREAS Pendleton owns the building structure located at 300 Pendleton Way, Oakland, CA
94621, and the parcel of land upon which the building structure sits, APN: 042-4425-015-03
(collectively “Property”).

WHEREAS, Pendleton leased the Property to Ramon Jimenez Rodriquez beginning on August 1,
2014 until about some time in 2015 when Mr. Rodriquez passed away, for the purposes of
running a massage establishment. The massage establishment was known as “Ace Spa” (“Ace
Spa”).

WHEREAS, the Port of Oakland granted a use consistency determination for Charlie Lee on
February 17, 2015 for a massage parlor at the Property.

WHEREAS, Oakland Police Department (“OPD”) performed two undercover operations
(“Undercover Operation”), investigating and documenting prostitution activity and/or human
trafficking at the Property/Oakland Therapeutic on the following dates: 1) March 9, 2015, two
masseuses were arrested 2) May 26, 2015, two masseuses were arrested.

WHEREAS, the City by and through its City Administrator’s Office issued a Notice of Violation
to Pendleton on August 23, 2015 that the massage parlor known as Ace Spa was operating as a
brothel.

WHEREAS, Pendleton lease the Property to Soon Ok Kim beginning on September 1, 2015 until
August 30, 2017. Soon Ok Kim acted as the owner of Ace Spa from September 1, 2015 through
August 30, 2017.

WHEREAS, Ace Spa continued to act as a brothel from September 1, 2015 through August 30,
2617.

WHEREAS, illicit advertisements for Ace Spa continued to appear online from September 1,
2015 to August 30, 2017. These advertisements featured women in salacious poses and
suggested that services other than massages would be provided.

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Agreement
WHEREAS, the Property is a nuisance, as defined by Cal. Penal Code § 11225 and Cal. Civ.
Code §§ 3479 and 3480.

WHEREAS, the Parties agree that it is in their mutual interests to reach a settlement and
agreement of the matters encompassed herein to abate the nuisances and violations of the Red
Light Abatement Act, Public Nuisance Act, and Oakland’s Massage Parlor Ordinance.

WHEREAS, the Agreement shall become effective on the date (“Effective Date”) that it is
signed by all Parties.

NOW, THEREFORE, the Parties form the Agreement in settlement of the Litigation, and agree
as follows:

TERMS

1, NUISANCE ABATEMENT. This paragraph and all subsections under this paragraph
shall be referred to collectively as “Nuisance Abatement Terms.” Pendleton shall be
permanently enjoined from the following:

RED LIGHT ABATEMENT. Allowing any further business, association,
occupation, or activity on or about the Property that involves a brothel, massage
parlor, reflexology, gym, acupuncture, foot spa, beauty salon, reiki, chiropractic
care, physical therapy, bathhouse, hot tubs, steam room, or saunas or any business
that involves partial nudity, adult services of a sexual nature, or other lewd acts,

a, NUISANCE ABATEMENT. Pendleton, and anyone acting as an employee or agent
thereof with knowledge said Agreement, is permanently enjoined from engaging in
any of the following acts or practices in the City of Oakland:

i. Owning, operating, managing, supervising, or leasing any building,
premises, or property to any business that is a brothel, massage parlor,
reflexology, gym, acupuncture, foot spa, beauty salon, reiki, chiropractic
care, physical therapy, bathhouse, hot tubs, steam room, or saunas.
Ownership for the purposes of this section shall be defined as total or partial
legal title, economic interest, or control of any business, corporation, or
entity that is a brothel, massage parlor, reflexology, gym, acupuncture, foot
spa, beauty salon, chiropractic care, physical therapy, bathhouse, hot tubs,
steam room, or saunas, Leasing for the purposes of this section includes
renting, permitting, licensing, or sanctioning a property to another without
the complete exchange of title. This section will not affect the ability to
convey, confer, or sell total and complete title to the property to another,
This section will not affect the ability to convey, confer, or sell total and
complete title to the property to another. No part of this Agreement shall be
deemed an encumbrance on the property or the property’s title.

2
Agreement
ii, Owning, operating, managing, supervising, or leasing any building,
premises, or property to any business where partial or full nudity is necessary
to receive services. Ownership for the purposes of this section shall be
defined as total or partial legal title, economic interest, or control of any
business, corporation, or entity where partial or full nudity is necessary to
receive services. Leasing for the purposes of this section includes renting,
permitting, licensing, or sanctioning a property to another without the
complete exchange of title, This section will not atfect the ability to convey,
confer, or sell total and complete title to the property to another. This section
will not affect the ability to convey, confer, or sell total and complete tide to
the property to another. No part of this Agreement shall be deemed an
encumbrance on the property or the property’s title.

iii. Owning, operating, managing, supervising, or leasing any building,
premises, or property to any business, that advertises adult services to its
customers of a sexual or intimate nature, Ownership for the purposes of this
section shall be defined as total or partial legal title, economic interest, or
control in any business, corporation, or entity that advertises adult services to
its customers of a sexual or intimate nature. Leasing for the purposes of this
section includes renting, permitting, licensing, or sanctioning a property to
another without the complete exchange of title. This section will not affect
the ability to convey, confer, or sell total and complete title to the property to
another, This section will not affect the ability to convey, confer, or sell total
and complete title to the property to another. No part of this Agreement shall
be deemed an encumbrance on the property or the property’s title.

b. ENRORCEMENT. Nothing in the Agreement shall be deemed to limit Plaintiffs’
rights to bring separate civil or administrative actions for any violations occurring
subsequent to the Effective Date of the Agreement pursuant to Cal. Penal Code §
11225 , Cal. Civ. Code §§ 3479 and 3480, and OMC §5.36.

c. SALE OF PROPERTY. Nothing in this Agreement shall infringe on the rights of
Defendants to sell or transfer the property to a third party.

2, NO ADMISSIONS OF FAULT OR LIABILITY. The parties hereto acknowledge and
agree that this Agreement shall not for any purpose be deemed or construed to be an
admission or concession of any liability or wrongdoing by any party whatsoever.

3. Pendleton, Pendleton shall carry the agreement into effect and fully comply with the
Nuisance Abatement Terms.

a. POWERS, Pendleton shall retain ownership over the Property, which shall
include the right to legal title, the right to take and keep possession of the
property, right to exclude, and the right to transfer ownership.

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Agreement
b. RESPONSIBILITY. Pendleton agrees to fully comply and cooperate with any
future legal action, administrative or civil, related to Soon Ok Kim or any of the
individuals owning operating or operating Ace Spa. Compliance will include
providing relevant documents, if any, and agreeing to meet with City staff and
testify on behalf of the City of Oakland in any hearing or proceeding.

4. PAYMENT TO THE CITY OF OAKLAND. Defendants, who shall be jointly and
severally liable, shall pay or cause to be paid to the City of Oakland a total of $31,429,
which payment shall resolve all of the issues, allegations, and claims, as described above.
The total of $31,429, shall be made according to the following schedule: Payments shall
be made by the 1" of each month from the Effective Date of this Agreement for a period
of 24 months in no less the amount of $1309.54, Payments made in excess of this amount
may be made and be credited against future payments. Pendleton shall make payments by
sending a check made payable to Office of the City Attorney, One Frank H. Ogawa Plaza,
6" Floor, Oakland, California 94612, Attention: Mark Forte. In the event of Pendleton’s
failure to make any of the installment payments, the City of Oakland shall have the right
to institute legal proceedings against Defendants for the unpaid amount plus costs,
including reasonable attorney’s fees, at both the trial and appellate levels. In the event
Defendant fails to perform Defendant’s Settlement Obligation per Agreement Plaintiffs
will allow a five day grace period for Defendant to comply fully with said terms.

5, MUTUAL AND GENERAL RELEASE. In consideration of the mutual covenants
contained herein, and only after the performance of the terms of this Agreement by each
of the Parties hereto, each Party, on behalf of itself, and on behalf of all persons or
entifies taking by, through or under it, hereby releases and forever discharges each and
every other Party, their successors, heirs, representatives, assigns, agents and attorneys,
from and against any and all claims, demands, causes of action, obligations, damages,
defenses, fees, costs, and/or liabilities, of any nature whatsoever, whether or not known,
suspected or claimed, which any Party ever had, or now has against them, and each of
them, whether directly or indirectly, by reason of any act or omission concerning any
matter or thing relating to or arising in connection with any of the acts, omissions,
transactions and/or events related to the Action.

6. RELEASE OF UNKNOWN CLAIMS. The releases by the Parties provided for in this
Agreement are general releases of all claims, demands, causes of action, obligations,
damages, defenses, fees, costs and/or liabilities of any nature whatsoever and are
intended to encompass all known and unknown, foreseen and unforeseen claims which
the Parties may have against the other Parties to this Agreement.

7. WAIVER OF CALIFORNIA CIVIL CODE SECTION 1542; CODE OF CIVIL
PROCEDURE SECTION 664.6. Effective upon full performance of the Settlement, each
Party hereto hereby agrees that it has waived and relinquished all rights and benefits it
may have under Section 1542 of the California Civil Code. Section 1542 provides as
follows: A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR
AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN TO HIM OR
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Agreement
HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH
THE DEBTOR. Any provisions of Evidence Code §§1115 - 1128 notwithstanding, this
Settlement and filed Stipulation may be enforced by any party hereto by a motion under
Code of Civil Procedure §664.6 or by any other procedure permitted by law in the
Superior Court of Alameda.

ADDITIONAL TERMS

JHE EFFECT OF DISCOVERY OF DIFFERENT OR ADDITIONAL FACTS. The
parties hereto each acknowledge that they are aware that they may hereafter discover
claims presently unknown or unsuspected, or facts in addition to or different from those
which they now know or believe to be true, as to the matters released herein.
Nevertheless, it is the intention of the parties hereto, respectively, through this Agreement
and the releases herein, to fully, finally and forever settle and release all such matters, and
all claims related thereto which do now exist, may exist or heretofore have existed, as
provided for herein. In furtherance of such intention, the releases herein given shall be
and remain in effect as full and complete releases by each party hereto, respectively, of
such matters, notwithstanding the discovery or existence of any such additional or
different claims or facts related thereto. In entering into this Agreement and the releases
herein, neither party hereto is relying upon any statement, representation, inducement or
promise by any other person or entity, except as expressly stated in this Agreement.

MATERIAL BREACH. The Parties agree that any breach of any clause of the
Agreement shall constitute a material breach of the Agreement. In the event of a material
breach, Defendants shall pay all of the City of Oakland’s costs of investigation,
inspection, violation abatement, emergency response, law enforcement, and attorney's
fees and costs.

10. WAIVER. The failure of Plaintiffs or Defendants to demand performance of any act
under the Agreement shall not be construed as a waiver of Plaintiffs’ or Defendants right
to demand, at any subsequent time, such performance.

. CHOICE OF LAW. The Agreement shall be construed in accordance with and all
disputes hereunder shall be controlled by the laws of the State of California.

. SEVERABILITY. If any provision of the Agreement or application thereof is held
invalid by the court, arbitrator, or government agency of competent jurisdiction, the
Parties agree that such a determination of invalidity shall not affect other provisions or
applications of the Agreement which can be given effect without the invalid provision
and thus shall remain in full force and effect or application.

. SUCCESSORS. The Agreement shall be binding upon and inure to the Parties and their
respective heirs, successors, and assigns.

. ENTIRE AGREEMENT. The Agreement, including all exhibits attached, constitutes a
single, integrated, written agreement expressing the entire understanding between the

5
Agreement
Parties. There are no other agreements, written or oral, expressed or implied between the
Parties with respect to the subject matter of the Agreement.

15. AMENDMENTS. The Agreement shall not be altered, amended or modified by oral
representation made before or after the execution of the Agreement. All amendments or
changes of any kind must be in writing, executed by all Parties.

16. ATTORNEY’S FEES. If any Party institutes legal proceedings over the enforcement of
the Agreement or any provision of it, the prevailing Party shall be entitled to recover,
from the losing Party, its costs, including reasonable attorney’s fees, at both the trial and
appellate levels.

Dated: Nowenmer LA tet By: ABA P<
Oakland City Attorney

Dated: Joven an(20T,

Dated: +} By:
Sudny Wome Attorney for Pendleton Partners, LP
—

6
Agreement
PENDLETON PARTNERS, LP,
hR

Plaintiff,
OH

vs.
Re

SOON OK KIM, MYOUNG HEE KIM, ACE
OA

SPA, and Does 1-50,
DR

Defendants.
YN
eS
So

EXHIBIT A
LEASE

COMPLAINT 12 Pendleton Partners v. Kim, et al.
STANDARD MULTI-TENANT OFFICE LEASE - GROSS
AIR COMMERCIAL REAL ESTATE ASSOCIATION
4. Basic Provisions ("Basic Provisions").
14 Parties: This Lease ("Lease"), dated for reference purposes only & 18,2035
is made by and between Pend on Par

(Lessor")
and SOON OM Kiea )

("Lessee"),
(collectively the "Parties", or individually a “Party")
1.2(@) Premises: That certain portion of the Project (as defined below), known as Suite Numbers(s) 3
floors), consisting of approximately 2, tentable square feet and approximately 1, “930, :
useable square feet("Premises"). The Premises are focated at: 3 Direet,
in the City of Cakland . : County of ameda
State of © alifornia _. owith zip code G46 i in addition to Lessee's rights to use and occupy the
Premises as hereinafter specified, Lessee shall have non-exclusive rights to the Common Areas (as defined in Paragraph 2.7 below) as hereinafter
specified. but shall not have any rights to the roof, the exterior walis, the area above the dropped ceilings, or the utility raceways of the building
containing the Premises (‘Building’) of to any other buildings in the Project. The Premises, the Building, the Cormmen Areas, the land upon which
they are located, along with all other bulldings and improvements thereon. are herein collectively referred to as the “Project.” The Project consists of
approximately 2129 rentable square feet. (See also Paragraph 2)
1.2{b) Parking. OO] unreserved and 2 _ reserved vehicie parking spaces at a monthly cost of
$00 per unreserved space and $ _.. pet reserved space. (See Paragraph 2.6)
t3 Term: one years and months ("Original Term”)
commencing __ EP T_ an & e 18 (‘Commencement Date") and ending MUGYUST FO, 2007
(‘Expiration Date"). (See aiso Paragraph 3)
1.4 Early Possession: {f the Premises are available Lessee may have non-exclusive possession of the Premises commencing
AONE ("Early Possession Date"). (See also Paragraphs 3.2 and 3.3)
15 Base Rent: $3, 3 per month ("Base Rent)", payable on the 1st. oe. day of each month
commencing Sept embe Ol, (See also Paragraph 4)
&1 if this box is checked, there are provisions in this Lease for the Base Rent tobe adjusted. See Paragraph oe
16 Lessee's Share of Operating Expense increase: percent ( %) CLessee’s
Share"). in the event that that size of the Premises and/or the Project are modified during the term of this Lease, Lessor shall recaiculate Lessee's
Share to reflect such modification.
7 Base Rent and Other Monies Paid Upon Execution
(a) Base Rent: $3, 675.00 for the period & mober 1, through Septmber 30,15
(b) Security Deposit $ 3, 2. OO (Security Deposit"). (See also Paragraph 5)
(c) Parking for the period
(a) Other: $100.00 for key
(e)} Total Due Upon Execution of this Lease. $7, 275
1.8

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Document Filed Date

January 02, 2018

Case Filing Date

January 02, 2018

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Complaint,Petition: Pendleton Partners, LP VS Kim

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