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HomeMy WebLinkAboutD-2550 ~ 0..:"""''':;' \,olI- ./' " ( '. . 99 0800420 RECOROEOIFILEO IN OFFICIAL RECORDS ," RECORDER'S OFFICE LOS ANGELES COUNTY CALIFORNIA 3:21 PM MAY 04 1999 \ SPACE ABOVE THIS LINE RESERVED FOR RECORDER S USE TITLE(S) r.oVENANT MID Ar:REE'lENT TO MAINTAIN ()F"-SITE l'ARKINt' MID CO"l'LV PITH CITY rlF . ARCAIlIA l'ARKING REOUIREI1ENTS (RICHAlID F. FOOTSOON AND tlARILYN J. DOmSON, (Ol-lNERS) AND B &. H VENTURE, INC. (LESSEES) FEE N/A N/A 0 20 9_ 19 04 19 CODE REC, NO NO PCOR DA SURVEY NOTIF INVOL NON FEE PAGES TITLES FEE MON LIEN CONF ~ EXAMINER S INT D Assessor s Identification Number (AIN) To Be Completed By Examiner Or Title Company In Black Ink Number of Parcels Shown 0=0, , ' . . J ~ RevIsion Number ", rr-- ,~, RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City Attorney - City of Arcadia p, 0, Box 60021 Arcadia, CA 91066-6021 9:j 0800-120 COVENANT AND AGREEMENT TO MAINTAIN OFF-SITE PARKING AND COMPLY WITH CITY OF ARCADIA PARKING REQUIREMENTS D.A. FEE Code 20 $;/ ~~].t This Covenant and Agreement is provided pursuant to Arcadia Municipal Code . Section 9269,6, attached and incorporated as part of this Covenant as Exhibit "A", in order' to assure that the use at 1580 Clark Street as specifically described below meets City of Arcadia parking requirements. This Covenant and Agreement is also made with reference to a certain Memorandum of Lease which is attached as Exhibit "B" and incorporated as part of this Covenant, as recorded in the office of the Los Angeles County Recorder. FOR GOOD, VALUABLE AND ADEQUATE CONSIDERATION, receipt of which is hereby acknowledged, RICHARD F, DOOTSON AND MARlL YN ], DOOTSON, (OWNERS) AND B & H VENTURE, INC. (LESSEES) hereinafter referred to collectively as "Covenantors" hereby declare to be the owners and Lessees of that certain real property located at 1580 Clark Street in the City of Arcadia, County of Los Angeles, State of California, legally described as follows: I Lots 1365 to 1372 inclusive of Chicago Park, in the City of Arcadia, County of Los Angels, State of California, as per map recorded in Book 30, Page 100 of Miscellaneous Records, in the office of the County Recorder of said County, (hereinafter also referred to as subj ect property) All of which is hereinafter referred to collectively as the "Affected Land" attached as Exhibit "C" and incorporated as part of this Covenant and Agreement hereby agree and covenant with the City of Arcadia, a Municipal Corporation (hereinafter referred to as the "Covenantee") on behalf of and for the benefit of the Covenantee's land, which is the public street and right-of-way adjacent and contiguous to the Affected Land, and on behalf of and for the benefit of the "Benefitted Land" which consists of and includes all the public and private land located within 500 feet of the Affected Land and the property at 1580 Clark Street as follows: 1 ,." 3 99 0800420 I. In consideration of the City's grant of a building permit for the purpose of conducting an adult business use on the premises at subject location (1580 Clark Street, legally described above) and to provide assurance of adequate parking consistent with standards in the City Zoning Ordinance (Sectioi1'926"(f5 - Other Permitted Uses) for said property, pursuant to Arcadia Municipal Code Section 9269,6, Covenantors hereby covenant and agree that the adult business use or any other lawful use permitted by the City on subject property shall cease and terminate if, at any time, the current parking requirements of the City are not satisfied, This shall include any action pursuant to the Lease referred to herein (Exhibit "B") that causes parking provided by said lease to diminish or be terminated so as to result in inadequate parking pursuant to City Code requirements for the property at 1580 Clark Street. 2. This Covenant and Agreement is for the benefit of the Covenantee and its heirs, successors and assigns and is for the benefit of and shall inure to the benefit of all the Benefitted Land and the heirs, successors and assigns of the owners of the Benefitted Land, and this Covenant and Agreement shall run with the land and shall be binding upon the heirs, successors and assigns of the Covenantors. 3, The City of Arcadia in its capacity as Covenantee and in its capacity as the legal representative of the residents of the City of Arcadia and more particularly as the legal representative of all the owners of the Benefitted Land is hereby authorized to enforce the provisions of this Covenant and Agreement. 4. This Covenant is also for the benefit of the business at 1580 Clark Street as specifically described above by allowing the use at the facility to meet City Zoning requirements. Violation of this Covenant shall be proof that such zoning violations are not being complied with and the adult use at such premises shall not be a permitted use pending compliance with the parking requirements of the City of Arcadia. 5. If any section, subsection, sentence, clause, phrase or portion of this Covenant and Agreement is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decisions shall not affect the validity of the remaining portions of this Covenant and Agreement. 2 ,." r 99 0800-120 IN WITNESS WHEREOF, Covenantors have executed this instrument on the date shown opposite their signatures, Dated: Jf / Jv / Dated: -y / 3 6 , Dated:~ ..., ") 0 Dated: ~,4, "COVENANTORS" Owners , 1999 Ri'Eh~D~ot~~---;:Jt:.~ -= ~ , 1999 //;-<V.-;4,,, j. ~ . Marilyn], Dootson "B & H Venture, Inc." Lessee ,1999 "COVENANTEE" City of Arcadia ,1999 ~ William R. Kelly City Manager APPROVED AS TO FORM: 1!lt:! M~r !lJ1~~ City Attorney 3 CALIFORNIA ALL.PURPOSE ACKNOWLEDGMENT 99 0800420 '5 .: " State of California County of L.n", A-nggl P .so } ~s On A\>rll ;30 I \'1<1'1 ,before me, rtt\L.' Vtle.z. \J '1>u.bl:c. 'I Date Name and l1tle 01 Othcer (e g, "Jane Doe, Nota Public") personally appeared 'R;ChMri. ft:Ml:scf'l, Uaril""j", hnrklWl, AmPf- u"":dll2tJtJaJ,,, Nalle(slof Slgner(s) . D personally known to me ll!I proved to me on the baSIS of satisfactory eVidence J~, ' KATHERINE M, VELEZ ~ - Comm,'l103307 Ul' . NOTARY PUBLIC, CALifORNIA ~ Los Angeles County ... IIi Co1l\l1l. Ex,... June 2UOOO to be the person(s) whose name(s) Is/are subscribed to the Within Instrument and acknowledged to me that tJe/st;re/they executed the same In hiS/h,er/thelr authOrized capacltY(les), and that by l]iS/h~r/thelr signature(s) on the Instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the Instrument. Place Notary Seal Above OPTIONAL Though the mformatlon below IS not reqUired by law, It may prove valuable to persons relymg on the document and could prevent fraudulent removal and reattachment of thIs form to another document Description of Attache ocument . Title or Type of Document Qt\d COMply LV i+h Document Date ApI'; \ 30/,QQq e.y....:'r(!."'~,'\~, 3plu<;Cxh'b.+A Slgner(s) Other Than Named Above Capacity(ies) Claimed by Signer Signer's Name o Individual o Corporate Officer - Tltle(s) o Partner - [] limited 0 General o Attorney In fact o Trustee o Guardian or Conservator o Other RIGHT THUMBPRINT OF SIGNER Top of thumb here Signer Is Represenling C 1997 National Notary AsSociation. 9350 De Soto Ave, PO Be;.; 2402' Chatsworth, CA 91313-2402 Prod No 5907 Reorder Call Toll-Free 1-800-876-6627 ARCADIA MUNICIPAL CODE 9269.6. LOCATION. Required parking areas shall be lo~:l.ted on the same lot or site. or on a lot or site contiguous thereto, or within one hundred fifty meters (150 m.) = (495') of the building or land use which these facilities will serve. When required off- street parking spaces are provided on a separate lot from the main building or land use, there shall be recorded in the office of the County Recorder a covenant in the form approved by the City Anorney that such owner or owners will con- tinue to maintain such parking space as long as said building or land use is maintained. EXHIBIT ""A" 99 0800420 ~ ," ~o.rb 99 0800420 ...\~.~~ y of ~t -199 ~.......... ~"."""h Has not ..". ............... Original ~~,laJ,S,.igifla/. Processinf,h" b ~~'telJ - LOS ~GEiES'cOU~TY ~~3/f.~mPteted. (? I rlAR . RECORDtR TillS SPACE FOR USE OF RECORDER ') RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO ROSEMEAD PROPERTIES, INC, Post Office Box 6010 El Monte, Cahforma 91734-2010 ATIN: PresIdent MEMORANDUM OF LEASE This Memorandum of Lease is made as of the l" day of April, 1999, by and between Rosemead Properoes, Inc" a Nevada corporation, as Lessor, and B & H Ventures Inc., a Califorma corporation, dba Golden Eyes, as Lessee, Lessor hereby leases to Lessee, for a term of five (5) years commencing AprIl 1, 1999, that certaill real property located In the City of Arcadia, County of Los ,Angeles, State of California, more particularly descnbed In Exlubit "A" attached hereto, upon all of the terms and condioons of a Lease between Lessor and Lessee dated Aprill, 1999 ("Lease"), This Memorandum of Lease IS prepared for the purpose of recordaoon and shall not alter In any way the nghts and obligations of Lessor and Lessee under the Lease, In the event of any inconsistency between this Memorandum of Lease and the Lease the terms of the Lease shall control. IN WTINESS WHEREOF, the undersigned have executed this Memorandum of Lease effecove as of Aprill, 1999, ROSEMEAD PROPERTIES, INe. a Nevada corporaoon 1~..".., , ~ <, .- . M, 1. Whitehead, Vice PresIdent B & H VENTURES INC" a Califorrua corporaoon, dba Golden Eyes ~ ~ Br a-~;r~ie, President .: ~r~~~- . Arne Haddadin, Secretary ~ EXHIBIT "B".J t 990800-120 EXHIBIT A Lots 1357, 1358, 1360, and 1361 of the Chicago Park Tract, in the City of Arcadia, County of Los Angeles, State of California, as per map recorded in book 30 page 100 of Miscellaneous Records, in the office of the county recorder of said county. o CAL!FORNIA ALL.PURPOSE ACKNOWLEDGMENT !jij Os. ,~-'() No 590~ State of California County of Los Angeles On April 29, 1999 DATE before me, Barbara S. Granier, Notary Public NAME, TITLE OF OFFICER. E G , "JANE DOE, NOTARY PUBLIC. personally appeared R.H.Nicholson, Jr., M.L.Whitehead, Frank Bagheritarie, and Amer Haddadin NAME(S) OF SIGNER(S) o personally known to me - OR - 00 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s)-i5/are subscribed to the within instrument and ac- knowledged to me that ~/they executed the same in hts'ftTer/thelr authorized capacity(ies), and that by R~r/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. ~@~ - -~B~~.~~I; -I _ Commission # 11893311 ~ ~, Notary Public - Calilania s: Z RiveBide Counly - ~ _ _ _ _My:,:m~~":~:~l WITNESS my hand and official seal. :;3~ ~~~ SIGNATURE OF NOTARY OPTIONAL Though the data below IS not required by law, It may prove valuable to persons relYing on the document and could prevent fraudulent reattachment of this form, CAPACITY CLAIMED BY SIGNER o INDIVIDUAL [Xl CORPORATE OFFICER S DESCRIPTIDN OF ATTACHED DOCUMENT Memorandum of Lease & Exhibit A TITLE OR TYPE OF DOCUMENT TITLE(S) o PARTNER(S) o LIMITED o GENERAL 2 (two) NUMBER OF PAGES o ATTORNEY-IN-FACT o TRUSTEE(S) o GUARDIAN/CONSERVATOR o OTHER, April 1. 1999 DATE OF DOCUMENT SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(IES) SIGNER(S) OTHER THAN NAMED ABOVE 01993 NATIONAL NOTARY ASSOCIATION. 8236 Remmel Ave. POBox 7184. Canoga Pari<, CA 91309.7184 LEASE BETWEEN ROSEMEAD PROPERTIES, INC, AND B & H VENTURE, INC" DBA GOLDEN EYES Apnll,1999 10 99 OS00-120 LEASE OF REAL PROPERTY 99 0800.120 I( THIS LEASE OF REAL PROPERTY (the "Lease") IS made as of the 1" day of Apnl, 1999, by and between Roscmcad PropertIes, Inc., a Nevada corporation ("Lessor") and B & H Venture, Ine , a CalIforma corJXlranon, dba Golden E~ ("Lessee"), WIth reference to the facts set forth In the ReCitals below I. RECITALS 1 1 Lessor IS the owner of that certam real property In Arcadia, Cahfonua, as more partIcularly descnbcd on Exlublt "A" attached hereto and by trus reference Incorporated herem (the "Property") 1 2 Lessor desires to lease the Property on an absolute tnple net basIS to Lesse~, and Lessee desires to lease the Property from Lessor on an absolute tnple net basiS pursuant to the terms and conditIOns set forth In trus Lease. Any paVIng, lIghtmg, or other Items constructed on, over or under the Property may hereafter be called the "Improvements" The Property and the Improvements may be hereafter collectIvely referred to as the "Premises." II AGREEMENT 2 1 Lease of the Proocrty Lessor, for and In cOflSaderatIon of the rents and covenants herem speCified to be paid and performed by Lessee, hereby leases to Lessee and Lessee hereby leases from Lessor, on the terms and conditIOns and for the purpose herem set forth, the Propcrty, subject to all vahd and eXisting covenants, condmons, restrictions, rights-of-way, casements, and encwnbrances whether or record or not, affectmg the Propcrty or any portion thereof 2.2 Term. The term of thiS Lease shall commence on April I, 1999 and shall term mate five (5) years thereafter subject to earlier terminatIOn as proVided herem. 2.3 Opnon At the condusJOn of the mmaJ tenn of the Lease, the Lessee shall have an option to renew the Lease ("Option") for an additional five (5) years (the "Option Penod") under the same terms and conditions desCribed herem' Lessee must notIfy Lessor m wntmg of Its mtentlon to exercise the Option pnor to December 31) 2003. 2.4 Effect of Default on Option, (a) Lessee shall have no right to exerCIse the Option (1) dunng the perIod commencmg With the gIvmg of any notice of default and conunumg untd said default IS cured, (II) dUring the perIod of time any rent IS unpaid (WIthOUt regard to whether notIce thereof IS given Lessee), (111) dUrIng the tIme Lessee IS m breach of thiS Lease, or (IV) m the event that Lessee has been given three (3) or more notices of separate default, whether or nOt the defaults are _ cured, durmg the twelve (12) month pen~ Immediately precedmg the exercise of the OptIon. (b) The pcnod of ttme wIthIn which the Option may be exerCIsed shall not be extended or enlarged by reason of Lessee's mabIhty to exerClse the Option because of the prOVISIOns of Paragraph 2 4 a (c) The Option shall term mate and be of no further force or effect, notwlthstandmg Lessee's due and timely exercise of the Option} If} after such exercise and prior to the commencement of the extended term} (I) Lessee falls to pay rent for a pencxi of thirty (30) days after such rem becomes due (Without any necesSIty of Lessor to give notice thereof), (11) Lessor glVes to Lessee three (3) or more notIces of separate default durmg any twelve (12) month pcncxi, whether or nOt the defaults are cured, or (Ill) If Lessee commIts a breach of this Lease. III, RENT 3 1 Base Monthlv Rent. Durmg the mmal five (5) year term of thIS Lease, Lessee agrees to pay Lessor, as Base Monthly Rem for the Property, the swn of One Thousand FIve Hundred Dollars ($1,50000) per month, to be paid, pro rata as necessary) on or before the first day of each and every month dunng the term of thiS Lease The Iruna~k#- ~ . ~,~ 99 0800-120 ,~ Base Monthly Rent during the OptIOn Penod, if the Option IS exerCISed, shall be One Thousand NIne Hundred Dollars ($1,900,00) 3.2 Secuntv Dcooslt. Lessee shall deposit WIth. Lessor upon execution hereof an amount equal to four (4) tImes the Base Monthly Rent (the "Secllnty Deposit") as secunry for Lessee's faithful performance of Its obligatIOns under thIS Lease. If Lessee falls to pay rent, or otherwise defaults under thIS Lease, Lessor may usc:, apply or retam all or any portion of the: Security Deposit for the: payment of any amount due Lessor or to n:lmburse or compensate: Lessor for any hablhty, expensc, loss or damage whICh. Lessor may suffer or Incur by reason thereof. If Lessor uses or apphes all or any portion ofrhe Security DepoSit, Lessee shall wlthm ten (10) days after wntten request therefor depOSit momcs with Lessor suffiClcnt to restore the Secllnty Deposit to the full amount reqwrc:d by thiS Lease. If the Base Monthly Rent Increases dunng the term of this Lease, Lessee shall, upon wntten request from Lessor, deposit addItional momes with Lessor so that the total amount of the Security Deposit shall at all times bear the same proportIon to the Increased Base Monthly Rent as the mltlal Secunty Deposit bore to the Imtlal Base Monthly Rent Should the use of the Property be amended to accommodate a matenal change m the bUSiness of Lessee, Lessor shall have the nght to mcrease the Security DeposIt to the extent necessary, In Lessor's reasonable Judgment, to account for any Increased rIsk or wear and tear that the PremISes may suffer as a result thereof If a change In control of Lessee occurs dunng tms Lease and follOWing such change the finanCial condition of Lessee IS, in Lessor's reasonable Judgment, slgmficantly reduced., Lessee shall deposIt such addttlonal momes With Lessor as shall be suffiCient to cause the Secunty DeposIt to be at a commercially reasonable level based on said change to financial condItion. Lessor shall not be reqUIred to keep the Secunry DepoSit separate from Its general accounts. Within thirty (30) days after the eXpiratIon or termmatlon of thiS Lease or wlthm tmrty (30) days after the Premises have been vacated., Lessor shall rerum that portIon of the Security Deposit not used or apphed by Lessor as set forth In tms Lease No parr of the Secunty DepoSit shall be consIdered to be held In trust, to bear mterest or to be prepayment for any momes to be paid by Lessee Wlder thiS Lease 3 3 Other Chare:es All taxes, assessments, Insurance premIUms, charges, COSts, and expenses which Lessee assumes or agrees to pay hereunder, together WIth all mterest and penalties that may accrue thereon m the event of Lessee's fatlure to pay the same as herem pCOVlded., and all other damages, costs, and expenses whteh Lessor may suffer or incur, and any and all other sums whtch may become due, by reason of any default of Lessee or faIlure on Lessee's part to comply With the agreements, terms, covenants, and condItions of thiS Lease on Lessee's part to be performed shall also constitute rent payable hereunder In addJtlon to the Base Monthly Rent and, m the event of thelf nonpayment, Lessor shall have, With respect thereof, all rIghts and remedies herem proVided In the event of nonpayment of rent. 3 4 Late Fees. If any rent, mcludmg, WIthout lImitation, the Base Monthly Rent, shall not be recclved by Lessor wlthtn fivc (5) days after such amount shall be due, then, Without any reqwrement for nottee to Lessee, Lessee shall pay to Lessor a one-time charge equal to ten percent (10%) of each such ovc:rdue amount The parnes hereby agree that such late charge represents a faIr and reasonable estimate of the COStS Lessor wtlJ Incur by reason of such late payment Acceptance of such late charge by Lessor shall In no event constitute a waiver of Lessee's default or breach With respect to such overdue amount, nor prevent the exerCise of any of the other nghts and remedies granted hereunder In ~he event that a late charge IS payable hereWlder, whether or not collected1 for three (3) consecutive Installments of Base Monthly Rent, then notwithstandIng any proVISIon of thIS Lease to the contrary, Base Monthly Rent shall, at Lessor's option, become due and payable quarterly In advance IV, TAXES AND ASSESSMENTS 4.1 Payment Oblie:atlon Lessee shall pay all taxes and assessments, general and SpeCIal, charges for water, sewer and other pubhc utlhtles, eXCISes, leVIes, hcense and permit fees and all other governmental charges) general and SpeCial, ordinary and extraordmary) of any kmd and nature whatsoever, whIch at any time dunng the term of thiS Lease may be assessed, leVied, confirmed., Imposed upon, or become due and payable out of or In respect of, or become a hen on, the Property and/or the Improvements or any part thereof, all of which taxes, assessments, and other ImpositiOns shall be paid by Lessee on or before the last day on which payment may be made Without penalry or mterest 4 2 Property Taxes Lessee shall pay the property taxes relatIng to the Premises dunng the term of tms Lease at least ten (10) days pnor to any dehnquency date. To the extent that all or any portion of the propertY taxes are billed to Lessor, Lessee shall pay Lessor the amount of any such property taxes Within ten (10) days after receipt of Lessor's statement for such amount. 2 ~ 99 080042(9 fJ' 43 Personal PropertY Taxes. Durmg the term hereof, Lessee shall pay prIor to delmquency all taxes assessed agamst and levIed upon fixturcs, furmshings, cqwpmcnt, and all other personal property of Lessee contained 1I1 the Improvements, and when pOSSible) Lessee shall cause said fixtures, furnIshmg, eqwpmcnt, and other personal property to be assessed and billed separately from the Property 4.4 FLline:s. As between the parties hereto, Lessee alone shall have the duty of attendmg to, makIng or filing any declaratIon, statement or report which may be proVided or rcqwred by law as the basIs of or In connectIon With the determination, equalIzauon, reduction or payment of any and every lmposttlOn which IS to be borne or paid or which may become payable by Lessee nndcr the proVISIOns of thiS ArtIcle, and Lessor shall not be or become responSIble to Lessee therefor, nor for the contents of any such declaration, statement or report V USE 5.1 PermItted Use. Lessee shall use the Property for vehIcle parkIng for Its customers and for no other purposes Lessee may also be permItted to make certam Improvements on the Property whIch shall be hmlted to paVing, lighting fIxrurcs) and such other Improvements which arc necessary and hmlted to Lessee's use of the Property for vehicle parkIng No work rdatlng to such Improvements shall be commenced on the Property by or on behalf of Lessee until (I) the design, plans, speCIfications) and the Identity of the contractor or sub-contractor for such work have been submitted to Lesso( for Lessor's approval not less than thIrty (30) days pnor to the date such work IS scheduled to commence, and (II) Lessor consents thereto 10 wntlng As an express condItIon precedent to Lessor's consent and In addItIon to any other condition that Lessor may reqwre for such consent, Lessee shall proVide eVldence satisfactory to Lessor that any contractor or sub-contractor performmg any such work has proVided Lessor With the same generalltablhcy Insurance and the Indemruty required of Lessee In ArtIcle VI of trus Lease Lessor may also require Lessee to proVide a bond In form and substance acceptable to Lessor In an amount equal to 150 percent of the cstlmated cost of such work, payable to or to the order of Lessor) to pay any hen or charge to the Property or Lessor ansIng from such work or any matenal proVided In connectIon WIth such work 5 2 Prohibited Uscs. Lessee shall not use or occupy or allow the use or occupancy of the Propemr In Violation of law and shall) upon five (5) days wntten notice from Lessor, d.1scommue or cause the dlscommuance of any use of the Property wruch IS not allowed m Section 5 1 or which is dedared by any goverronemal authonty havmg JUIlsdIctlon to be a nwsance, ViolatIon of law or of Its certificate of occupancy or a Violation of any conditIon of any pennlt) hcense, statUte, ordinance) or regulation. Lessee shall comply With any direction of any governmental authonty havmg JunsdIctlon wruch shall, by reason of the nature of Lessee's busmess or use or occupancy of the Property, Impose any duty upon Lessee or Lessor WIth respect to Lessee's bustness, the Property or With respect to the use or occupancy thereof Lessee shall not use or allow the Property to be wed for (I) 01\, gas or mmeral development or exploration, or (11) for any unlawful purpose. 5 3 Repairs and MaIntenance. Lessor shall not be reqUIred or obhgated to make any change, alteratIon, addItion, Improvement, or repair tn) on) or about the PremiSes, or any part thereof, dUring the term of thIS Lease At all times ciunng the term of trus Lease, Lessee shall, at Its sole cost and expense, keep and mamtam the PremIscs and all facIlltlcs appUrtenant thereto In first-class condItion) order and repair, and m conformIty With all apphcable statutes, ordmanccs and bwldmg codcs and shall keep and maintain the entIre Property, the Improvements) and alllandscapmg and undeveloped areas thereon, m a clean, sanItary) orderly and attractive condItion, free from weeds, rubbish, debns, and graffiti Lessee shall pay all charges for gas, water, sewer, electnclty, telephone, and other utlhty services used on the Premises dunng th(: term of the Lease and shall ind.cmOlfy Lessor from and agaInst any such charges or hens ansmg therefrom. All repairs, alteratiOns, replacements, or additions to Improvements shall be at least equal to the ongmal work 10 class and quahty Lessee shall also be responsible at all times for determmmg that all Improvements and the plans and speCificatIons therefor conform and comply 10 all respects With these proVISIOns, all matters of record, and all apphcable governmental reqw(ements. The necesSIty and adequacy of such repairs and other work shall be measured by the same standard as set forth above for the ongmal construction and maIntenance Lessee shall mdemOlfy, defend, and save harmless Lessor against all actions, claims) and damages by reason of Lessee's fadure to comply WIth any of the foregomg proVISIOns 5,4 Liens and Claims (a) Lessee shall not suffer or permIt to be enforced against the Property, or any pan thereof, or Improvements thereon) any mechaOlcs', matenalmen's, contractors' or subcontractors' hens arIsIng from or any claIm 3 99 0800420 1'1:: for damage growmg out of the work of any constructIon, repaIr, restoration, replacement or Improvement, or any other claim or demand howsoever the same may ansc, but Lessee shall payor cause [0 be paid all of saId hens, claims or demands before any acttoIl IS brought to enforce the same against Lessor, the Property or the Improvements. Lessee agrees to mdcmrufv, defend, and hold Lessor and the P['(:mlscs free and harmless from all lIabilIty for any and aU such hens, claims, dcm~ds, and actions (such "Liens"), together With reasonable attorneys' fees and all' COSts a~d expenses In connection thereWith. (b) NotwIthstandmg the foregomg, If Lessee shall m good faIth contest the vahdlty of such Liens, then Lessee shall, at Its sole expense, defend Itself and Lessor agaInst the same and shall pay and satisfy any adverse expense or cost of any adverse Judgment that may be rendered thereon before the enforcement thereof agaIrnt Lessor or the PremIses} upon the condmon that If Lessor shall reqUIre} Lessee shall furnish to Lessor a surety bond, addttIonal Security DepoSit, or other security satIsfactory to Lessor agalrnt hablhty for the same, and hold1Og the PremIses free from the effect of such LIern or If Lessor shall request} Lessee shall procure and record any bond reqUIred for freemg the Premises from the effect of such Liens. VI INSURANCE 6,1 CasualtY Insurance, (a) Lessee, at Its sole cost and expense, shall keep all Improvements msured dunng the term of dus Lease for the mutual benefit of Lessee} and Lessor as named Insured, agalrnt all nsks, 1Ocludmg, but not hmlted to, not and cIvil commotion, rental cont1OuatlOn, vandahsm and malIcIous mischIef, 10 amounts suffiCient to cover the commercially reasonable and available Insurable value thereof. (b) The panles agree to have their respective property damage msurance earners waIve any right to subrogation that such companIes may have agamst Lessor or Lessee} as the case may be, so long as the msurance IS not 10vahdated thereby 6.2 Liability Insurance. Lessee shall obtam and keep 10 force a Commercial General LlabllIry Poltcy of Insurance protectIng Lessee, and Lessor as addttional Insured, agaInst claIms for bodJly inJury, personal injury and property damage based upon or ansmg out of the ownerslup, use, occupancy or ma10tenance of the Premises and all areas appUrtenant thereto. Such Insurance shall be on an occurrence basiS provldmg smgle hmlt coverage 10 an amount not less than 55}000}000 per occurrence With an "AdditIOnal Insured-Managers or Lessors or Premises Endorsement'l and contam the "Amendmenr of the Pollution ExclUSIOn Endorsement" for damage caused bv soil or groundwater contammatIon. The Pohey shall not contam any mtra-msured exclUSIons as between Insured persons or orgamzatlons, but shall mclude coverage for Itablhry asswned under thiS Lease as an "msured contract'l for the performance of Lessee1s mdemmty obhgatlorn nnder thiS Lease. The !tmlts of saId msurance shall not, however} hmlt the hablhry of Lessee or reheve Lessee of any obhg,l.tlon hereunder. All msurance carned by Lessee shall be pnmary to and not contnbutory With any slmtlar Insurance carned by Lessor, whose 1l1surance shall be conSidered excess msurance only Such msurance shall also include coverage against Itablhry for boddy 1l1Jury} personal lOJury or property damage ansmg out of the use, by or on behalf of Lessee} or any other person or organization, of any non-owned} leased or hired automotive eqUIpment In the conduct of any and all actlVlttes under or In connectIOn With thiS Lease. 6.3 Cancellation Clawes. Each pohcy or certificate for the msurance reqUIred by thIS MIcle shall, to the extent obtamable, contam (a) a proVISion that no act or omiSSion of Lessee which would otherwise result 10 forfeIture or reducnon of the Insurance therein prOVIded shall affect or hmit the obhgatlon of the IOsurance company so to pay the amonnt of any loss sustamed, and (b) an agreement by the insurer that such pohcy shall not be cancelled Without at least tlurry (30) days' poor wntten notlce by certIfied mad to Lessor. 6.4 Comphance With Pollcv Reqwrements Lessee shall observe and comply With the reqUIrements of all pohCle5 of Insurance at any time 10 force WIth respect to the Property or Improvements, and Lcssee shall so perform and satisfy the reqwrements of the compames wntmg such poliCies that at all times com panics of gcxxi standmg and satlsfactorv to Lessor shall be willing to wnte or to contmue such msurance 6 5 Insurance POltCICS Insurance reqUIred herem shall be by compames duly !tcensed or adrmtted to transact bUSInCSS In the state where the Premises Olre locOlted, and mamtammg durmg the policy term a "General Policyholders RattOg" of at least B +, as set fonh to the most current lssue of "Best's Insurance GUIde,>' or such other 4 IJ '99 0800420 ratmg as may be required by a Lender. Lessee shall not do or permit to be done anything that mvahdarcs the reqUired Insurance pohCICS. Lessee shall, prior to the commencement of trus Lease, dehvcr to Lessor certified COplCS of pohcles of such msurance or certificates eVldencmg the eXIstence and amounts of the reqwred Insurance. No such pohcy shall be cancdablc or subject to ffiexhficatlon except after [huT)' (30) days' prior Written notice to Lessor Lessee shall, at least thtrty (30) days pnor to the expIration of such EXJIiClCS, furnIsh Lessor With eVIdence of renewals or Ulsurancc "bmders" eVIdenCing renewal thereof. Such polIclcs shalllx for a term of at least one year, or the length of the remamIng term of this Lease, whIchever 15 less. " 66 IndemnIty and Lessor's Non,Llablllty (a) Lessee shall mdcmrufY and defend Lessor and save It harmless from and agamst any and all claims, actions) damages) hablhry and expenses of any kInd., Includmg, Without lImitation, attorneys' fees) arIsIng dIrectly or mwrectly from or m connectIon 'Wlth any claImed VIOlation of any law) regulation) orwnance, permit, lIcense, rule) adnurustratlve order or enforcement action) or wrectly or Inwrcctly from any claImed bocitly Injury, loss of hfe, personal Injury, or property damage ansmg from or out of any occurrence 10, upon or at the PremiSes, or the occupancy or use by Lessee of the Premises or any pan thereof) or ansmg from or out of Lessee's failure to comply With any prOVISion of thts Lease) or otherwIse occasIoned wholly or 10 part, directly or Inwrectly, by any act or omiSSIon of Lessee) Its agents) representanves, contractors, employees, customers, VISItOrs) InVltees, or lIcensees. In case Lessor shall be made a party to any IItlganon commenced by or agaInst Lessee) then Lessee shall protect and hold Lessor harmless and shall pay aU costs and expenses and attorneys' fees Incurred or paId by Lessor In connection With any such IltIgatlon (b) Lessor shall not be hable for any loss, damage or mjury of any kmd or character to any person or property (I) arIsIng from any use of the Premises) or any part thereof, (II) caused by any defect m any Improvements thereon or In any eqUIpment or faCIlity located therem, (111) caused by or arIsIng from any act or omiSSion of Lessee) or of any of Its agents, representatIves, contractors, employees, customers, VISitors, mVltecs, or lIcensees, (IV) ansmg from any crImmal act, accuicnt or any fire or other casualty on or In connection With Lessee's use of the PremiSes, (v) occasioned by the faIlure of Lessee to maIntaIn the Premises In safe conwnon, or (VI) arIsIng from any other cause whatsoever Lessee, as a matenal part of the consIderation of trus Lease, hereby waiVes on Its behalf all claims and demands against Lessor for any such loss, damage, or Injury of Lessee. (c) Lessor shall have the nght, at any tIme or from time to tIme, to assign all or any portion of Its rIghts and obliganons under thiS Lease to any purchaser or other grantee of the fee of the Properry or for any lawful purpose. In the event of any such assignment, Lessor shall be reheved of any further obligatiOns on Its part ansmg from and after the date of such assIgnment. VII, ATTORNMENT Lessee agrees to attorn to a lender of Lessor's or any other parry who acqUires ownershIp of the Premises by reason of a foreclosure of a secunry Instrument, and that In the event of such foreclosure, such new owner shall not (I) be hable for any act or omiSSIon of any poor Lessor or With respect to events occurnng pnor to acqUIsitIon of ownership, (It) be subject to any offsets or defenses whIch Lessee might have agaInst any pnor Lessor, or (III) be bOlUld by prepayment of more than one (1) month's rent VIII, DEFAULT BY LESSEE 8 I Defaults The occurrence of any of the followmg shall constitute a default and breach of thIS Lease by Lessee (a) Any failure by Lessee to pay rent or to make any other payment reqUIred to be made by Lessee hereunder when due where such faIlure contInues for a penoo of three (3) days after wntten notIce to Lessee of such default (b) A faIlW"C by Lessee to observe and perform any other proVISIon of thiS Lease to be observed or performed by Lessee) where such faIlure continues for thtrty (30) days after wntten notice thereof by Lessor to Lessee, provided, however, that If the namre of such default IS such that the same cannot reasonably be cured wlthm 5 '"""~~ 99 0800420 /fp such t1urty (30) day pcnod, Lessee shall be deemed to be In default If Lessee does not, wltlun such pcnod, commence such cure and thereafter dthgcntly prosecute the same to completion. 8.2 Remewes. In the event of any such default by Lessee, then In additIon to all other remedIes available to Lessor at law or In cqwty, and subject to any hmltatlons 1ffilX'Scd by applIcable law, Lessor shall have the Immewate option to ternllnatc this Lease and all rights of Lessee hereunder by glvmg written notIce of such intention co termmate thiS Lease. In the event that Lessor shall elect to so termmate this Lease then Lessor may recover from Lessee' (a) the worth at the time of award of any unpaid rent whIch had been earned or wroch became due at or poor to the time of such tcrmmatlon, plus (b) the worth at the tlme of award of the amoUllt by which the UIlpald rent wruch would have bc:en carned after tcmunatton until the time of award exceeds the amount of such rcntalloss Lessee proves could have been reasonably avoIded; plw (c) the wonh at the tlIne of award of the amount by whIch the unpaid rent for the balance of the term after the time of award exceeds the amount of such rental loss that Lessee proves could be reasonably aVOided, plus (d) any other amount necessary to compensate Lessor for all the detenment proximately cawed by Lessee's failure to perform Its obligatIOns under this Lease or whIch In the ordmary course of events would be lIkely to result therefrom, plw (e) such other amounts In additIon to or In heu of the foregOIng as may be permitted from tlme to nme by applIcable law As used In subsections (a) and (b) abovc, the 'Worth at the time of award" IS computed by allowmg mterest at a rate equal to the greater of 10% per annwn or the Bank of Amenca reference rate then in effect; proVIded, however, that such rate shaU, in no cvcnt, exceed the maximum rate: permItted by law As used m subscctlon (c) above, thc 'Worth at the tlme of award" IS computed by dtscounnng such amount at the discount rate of the Federal Reserve Bank of San FranCISCO at the time of award plus one percent (I %). 8 3 Lessors Ru!ht to Pcrform Lessce)s Covenants. (a) If Lessee shall at any nme fall to pay any tax and assessment or other charge 10 accordance With ArtIcle IV hereof, wlthm the time therelO permitted,' or to pay for or maIntalO any of the I~urance poliCies provided for m Article VI hereof, WithIn the time thercm permitted, or to make any other payment or perform any other act on Its pan to be made or performed hereunder, wlthm the time permitted by thiS Lease, then Lessor, after thIrty (30) days wotten notice to Lessee (or, m case of any emergency) on such notice, or WithOut nonce, as may be reasonable under the circumstances) and Without walvmg or releasmg Lessee from any oblIgatIon of Lessee hereunder, may (but shall not be reqwred to) pay such tax, assessment or other charge, or pay for and mamtam such msurance poliCies, or make such other payment or perform such other act on Lessee's part to be made or performed and may enter upon the Premises for such purpose and take all such acnon thereon as may be nccessary therefor (b) All sums so paid by Lessor and all costs and expe~es Incurrcd by Lessor 10 connecnon WIth the performance of any such act (together WIth interest thereon at a rate equal to the grcater of ten percent (10%) per annum or the apphcable Bank. of Amenca reference rate then In effect but not exceeding the maxlmUffi rate perrmtted by law computed from the respective dates of Lessors makmg of each payment or mcurnng of each such cost or expense) shall constitute additional rent payable by Lessee under thiS Lease and shall be paid by Lessee to Lessor on demand Lessor shall not be limIted In thc proof of any damagcs WIDch Lessor may claim agaul'5t Lessee anslOg out of or by reason of Lessee)s fatlure to proVldc and keep m force Insurance as aforesaId., to the amount of the msurancc premllun or premiums not paid or mcurred by Lessee and which would have been payable upon such lIlsurance, but Lessor shall also be enutled to recover as damages for such breach, the urunsured amount of any loss (to the extent of any defiCiency m the msurance reqwred by the proVISions of thIS Lease), damages) costs and expe~es of SUIt, mcludmg attorneys' fecs, suffered or mcurred by reason of damage to, or destructIon of, the PremiSes, occurnng dunng any penod which Lessee shall have failed or neglected to proVide Insurance as aforesaid. 6 lrutlal~~. ~ ~~ ... ~ 99 0800420 17 IX, SURRENDER AND RlGHT TO REMOVE 9 1 Surrender of PossessIOn. On the last day of the term hereof, or upon an carher termination of thiS Lease pursuant to the terms hereof, the Improvements shall unconditionally be and become the sole property of Lessor, and no compensatIon therefor shall be due, or paid by Lessor to Lessee for any pan thereof and trus Lease shall operate as a conveyance and assignment thereof. Notwlthstandmg the foregomg, Lessee Will, If requested by Lessor, execute, acknowledge, and delIver [0 Lessor a qwtdum deed suffiCIent to transfer to Lessor any residual mterest of Lessee In the Premises Upon such expiration or carher termination, Lessee shall surrender to Lessor the Premises free and clear of all hens and cncwnhrances other than those In effi::ct as of the date hereof, current non-delmquent taxes and matters suffered by or consented to by Lessor. 9.2 Personal ProDC:rtv. Lessee shall have the right to remove all of ItS personal property from the Property at any time durmg the term of thiS Lease Any furmture, furnIshmgs, trade fixtures, busmess eqwpment or other personal property of Lessee, ItS agents, representatlves, contractors, employees, cwtomers, VISitors, mVltecs, hcensees, which shall remam on the Propcrty after the terrmnanon of dus Lease may, at the option of Lessor, be deemed to have been abandoned and may either be retamed by Lessor as its property or be dtsIX'sed of WithOUt accountabilIty In such manner as Lessor may see fit, and the cost of such disIX'sal shall be paId by Lessee. 9,3 Removal of Imorovements, By notlce to Lessee at least tluny (30) days pnor to the expiration or termmatT.on of tlus Lease, Lessee shall remove, at Its sole cost and expense, any or all Improvements or other property from the Property and restore the Property to Its ongmal condition and appearance not later than thirty (30) days after the expiration or termmatIon of thIS Lease. X, EMINENT DOMAIN 10.1 DefinitIon of Terms. The rc::rm "total taking" as used In trus Arnele means the takIng of the entire PremISes under the power of eminent domam or a takIng of so much of said Premises as to prevent or substantially ImpaIr the conduct of Lessee's bwmess thereon. The term "partial takmg" means the taking of a portion of the PremiSes, which does not coru;tltute a total takIng as aoovc defined. 10,2 Total Takmg, If dUring the term hereof there shall be a total takmg by public authonry under the power of emment domam, then the leasehold estate of Lessee m and to the Property shall cease and term mate as of the date that actual phYSical posscsslon thereof IS taken. 103 Partial TakIng. If dunng said term there shall be a partial takmg of the PremIscs, thiS Lease shall term mate as to the portion of said Property taken on the date upon which actual possession of said portion of the Property IS taken pursuant to emment domam proceedmgs, but trus Lease shall contmue In full force and effect as to the remainder of the Property The rent payable by Lessee for the balance of the term of thiS Lease shall be abated m the ratIO that the weable square footage ground area of the Property taken bears to the total useable square footage ground area of the Property at the tIme of such takIng. 104 AllocatIon of Award. All compensation and damagcs awarded for the taktng of the Premises or any portion thereof, except for the personal property and fixtures belongmg to Lessee, shall be allocated and belong to Lessor. 10.5 Effect of TermmatIon If thIS Lease IS term mated, m whole or m part, pursuant to any of the proVlSlOns of thiS ArtIele X, all rent and other chargcs payable by Lessee to Lessor hereunder and attnbutable to the Property taken, shall be paId m full up to the date upon whIch actual phYSical possession IS taken by the condemnor, and the partlcs shall thereupon be released from all funher habIhty m relation thereof. 10.6 Voluntary Convevance. A voluntary conveyance to a publIc utIhty, agency, or authonty under the threat of a takmg under the power of emment domam In hell of formal proceedings shall be deemed a takIng wlthm the mearung of tins Amck X, 7 Irut~0&-bL ~\ ::v Xl MISCELLANEOUS 99 0800-120 I~ III NotICes. Any notice required or permItted [0 be given hereunder, other than routine inVOiCes and statements whtch may be sent by first-class mati, must be In wnnng and may be glVcn by personal or express dehvcry, or by mad, and if gIVen by express debvery or mad, shall be deemed sufficlenrly gIven If sent prepaid by same day or overnight express carner or certified mall addressed as follows: To Lessor: Rosemcad Properties, Inc. I II 42 Garvey Avenue Post Office Box 6010 El Monte, CA 91734 AttentIon President To Lessee: B & H Venrurc, lnc ) dba Golden Eyes 1580 Clark Street ArcadIa, CA 91066 Any such notice shall be deemed effective upon dehvery. Either parry may, by wntten notice to the other, SpeCify a dtfferent address for notIce pUIpJSes except that Lessor may In any event use the Property as Lessee's address for notIce purposes 11 2 No Ru~-ht to Hold Over. Lessee has no right to retam possession of the Premises or any part thereof beyond the expiration or termmatlon of tlus Lease If Lessee holds over after the exptration or earher termination of the term hereof Without the express written consent of Lessor, Lessee shall become a tenant at sufferance only, at a monthly rent equal to 200 percent of the Base Monthly Rent m effect upon the date of such eXpiratIon and otherwise upon the terms, covenants, and conditiOns herem specIfied., so far as apphcable Acceptance by Lessor of rent after such expiration or earher termmatlon shall not constitute consent to a holdover hereunder or result m a renewal The proVISIOns of thiS sectton are In addttlon to and do not affect Lessors rIght of reentry or any other rIghts of Lessor hereunder or as otherwise prOVIded by law 11.3 Estoppel Certificates. Lessee shall, at any ttme and from tIme to time, upon not less than ten (10) days pnor wrItten notice from Lessor, exccute, acknowledge and deltver to Lessor a statement In wrIting (1) certtfymg that thIS Lease IS unmodified and In full force and effcct (or, If modified., stating the nature of such modification and certifying that thiS Lease, as so modified, IS to full force and effect) and the dates to whIch the rent and other charges are paid In advance, If any, and (2) acknowledgmg that there are not, to Lessee's knowledge, any uncured defaults on the part of Lessor hereunder, or speclfymg such defaults If any are clauned. Any such statement may be rehed upon bv any prospective purchaser or encwnbrancer of the Property Lessee)s fadure to dehver such statement wIthm such time shall be conclwlve upon Lessee (I) that thiS Lease IS In full force and effect, Without modification except as may be represemed by Lessor, (2) that there are nO uncured defaults In Lessors performance, and (3) that not more than one (I) month's rent has been paid In advance. 11.4 State of Cahforma. ConflICt of Laws. This Lease shall be governed by and construed pursuant to the laws of the 115 No Right of Assumment or Sub-Lease. ThiS Lease IS personal to Lessee and Lessee shall not assign, sub-lease or transfer thiS Lease In whole or to part Without first obtammg the wntten consent of Lessor No WrItten consent by Lessor hercnnder shall be deemed a waiver by Lessor of any of the proVISions of thiS Lease, except to the extent expressly set forth 1O such wntten consent Except as otherwise proVided In tlus Lease, all of the covenants, condttlons, and other prOVISIOns of this Lease shall be bmdtng upon and shall Inure to the benefit of the parties hereto and theIr respective heirS, personal representatives, successors and assigns. 11.6 Attorneys' Fees. If any Parry brmgs an actIon or proceedmg mvolvmg the Premises to enforce the terms hereof or to declare rIghts herennder, the Prevatlmg Party (as hereafter defined) In any such proceeding, action, or appeal thereon, shall be entitled to reasonable attorneys' fees Such fees may be awarded 10 the same SUIt or recovered 10 a separate swt, whether or not such action or proceedtng IS pursued to deCISion or Judgment The term "Prevallmg Party" shall mclude, WIthout hmltatlon, a party who substantially obtalOs or defeats the rehef sought, as the case may be, whether by compromise, settlement, Judgment, or the abandonment by the other party of ItS claim or defense The attorneys' fees award shall not be computed 10 accordance With any court fee schedule, but shall be such as to fully 8 '",""~AL ~ 99 0800420 reimburse all attorneys' fees reasonably Incurred. In addItlon1 Lessor shall be entitled to attorneys' fees, costs and expenses lG mcurred In the preparation and service of notices of default and consultations In connection therewith, whether or not a ( 1 legal action IS subsequently commenced In connection with such default or resulting breach. 11.7 ~. Lessee shall not place any Sign on the Premises Without Lessors pnor wnttcn consent 11.8 Terms and Headinss The words "Lessor" and "Lessee') as used herem shall mclude the plural as well as smgular. Words used In any gender mclude other genders If there be more than one Lessee, the obhganoru; hereunder Imposed upon Lessee shall be JOlOt and several. The Amele and Section headmgs of thiS Lease arc not a pan of thiS Lease and shall have no effect upon the construction or interpretation of any part hereof 11.9 TIme. Time IS of the cssence With respect to the performance of every proVISIOn of trus Lease If time or performance IS a factor 11 10 Pnor A2Tcements: Amendments. Thts Lease containS all of the agreements of the partlcs hereto With respect to any matters covered or mentioned In dus Lease, and no agreement or understandmg pertammg to any such matter shall be effective for any pur(XJSe No proVISion of this Lease may be amended or added except by an agreement In wntlng SIgned by the partles hereto or their respective successors In Interest II II SeverabIlitY Any proVISIon of tIus Lease which shall prove ro be mvalld, VOId or Illegal m no way alters, ImpaIrs or invalIdates any other proVision hereof, and such other proViSIOns shall remain In full force and effect. 11 12 Authontv. If either parry hereto IS a cOtp:Jratlon, trust, hmlted lIablhty company, partnership, or ,sImilar entity, each indIVidual executing thiS Lease on behalf of such entity rcpresents and warrants that hc or she IS duly authOrIzed to cxecute and ddlver thIS Lease on Its behalf Each party shaU, upon rcquest but not latcr than the: commcncement date of this Lease, dehver to the othcr parry satISfactory eVId.cncc of such authOrity. IN WffNESS WHEREOF, thiS Lease IS e:xe:curcd as of the date first above wntten. B 8< H VENTURE, INC" a Cahforrua coqx>ratlon, ..~ /- By , Baghenrane ROSEMEAD PROPERTIES, INC" a Nevada corporatIon , Itf#!h. By :~Yix~td / ~ TItle Secretary TItle ~ i ,-eo. pr~idS!!!l..+ 9 d-U EXHIBIT A 99 0800420 Lots 1357, 1358, 1359, 1360 and 1361 of the Chicago Park Tract, In the CIty of Arcawa, county of Los Angeles, state ofCahforrua, as per map recorded 10 book 30 page 100 of Miscellaneous Records} In the office of the county recorder of said county ~ , j1 i\ 'I) \: . \~ Inllla~_ ~~ ~ ;)., ADDENDUM TO LEASE 9~1 0800-120 1. This Addendum to the Lease Between Rosemead Propenies, Inc. and B & H Venture, Inc., dba Golden Eyes, dated April 1, 1999, is, by this reference, incorporated into and made a pan of the Lease. 2. Paragraph 1l.1 ''Notices'' is amended to read: (a) Any notice required or permitted to be given hereunder, other than routine invoices and statements which may be sent by fIrst-class mail, must be in writing and may be given by personal or express delivery, or by mail, and if given by express delivery or mail, shall be deemed sufficiendy given if sent prepaid by same day or overnight express carrier or certified mail addressed as follows: To Lessor: RosemeadPropenies, Inc. 11142 Garvey Avenue Post Office Box 6010 EIMonte, CA 91734 Attention: President To Lessee: B-&H Venture, Inc., dba Golden Eyes 1580 Clark Street Arcadia, CA 91066 Any such notice shall be deemed effecnve upon delivery. Either parry may, by wntten notice to the other, specify a different address for notice purposes except that Lessor may in any event use the Property as Lessee's address for notice purposes. 99 0800420 {/Y (b) Lessor shall give to the City of Arcadia a courtesy copy of any written notice of default or intent to terrrunate this Lease given to Lessee pursuant to paragraphs 8.1 or 8.2. " Such notice shall be given by personal delivery or by first class mail addressed to: City Attorney City of Arcadia Post Office Box 60021 Arcadia, CA 91066-6021 IN WITNESS WHEREOF, the parties hereto have caused this Addendum to be executed by their duly authorized representatives. B & H VENTURE, INC., a California corporation, dba GOLDEN EYES ROSEMEAD PROPERTIES, INC., a Nevada corporation BY~ / fink Bagheritarie - BY~~ Title President B~~ er Haddadin ............. Title ;;; ~~./ M. L. Whitehead By Title SecretarY Title Vice President Date i - 99'-~9 Date 4-<1- q, 2