a Nevada corporation
a California corporation
Deja Foods, Inc.
16501 Ventura Boulevard Suite 608
Encino CA 91436
Agreement by and between Deja Foods, Inc. ("Deja Foods"), a Nevada corporation and Kosmont & Associates, Inc. ("Kosmont"), a California corporation, with
respect to 16501 Ventura Boulevard, Encino, California 91436 ("Building") and specifically Suite 511 consisting of approximately 2,646 rentable square feet ("Premises")
letter will set forth our agreement with respect to the Sublease of the Premises by Deja Foods to Kosmont.
Foods is presently the Tenant under that certain Office Lease Agreement ("Master Lease Agreement"), dated June 15, 2005, by and between 16501 Ventura LLC, a California
limited liability company ("Master Landlord") and Deja Foods, Inc., a Nevada corporation.
Foods hereby subleases to Kosmont and Kosmont hereby subleases from Deja Foods the Premises on the following terms and conditions ("Sublease"):
term of this Sublease shall commence July 1, 2005 and expire June 30, 2009, subject to Deja Foods' ability to amend the Master Lease Agreement's term to
June 30, 2009.
base rent ("Base Rent") for the Premises shall be as follows:
July 1, 2005–September 30, 2005
October 1, 2005–June 30, 2006
$5,556.60 less $1,110.90 = $4,445.50
July 1, 2006–June 30, 2007
$5,723.30 less $1,142.64 = $4,580.66
July 1, 2007–June 30, 2008
$5,895.00 less $1,206.12 = $4,688.88
July 1, 2008–June 30, 2009
$6,071.85 less $1,211.41 = $4,860.44
rent shall be payable to Deja Foods by Kosmont on the first day of the calendar month, commencing on October 1, 2005.
the term of this Sublease, Deja Foods shall have the right to utilize the conference room (532 square feet), kitchen/second meeting room (307 square feet) and reception/guest
arrival seating area (219 square feet) of the Premises, which combined areas total 1,058 square feet, which collectively are hereafter referred to as the "Conference Room".
above Base Rent reflects Deja Foods' base rent under their Master Lease Agreement, minus the prorated per square foot rent of 1,058 square feet, divided by half.
shall keep the master calendar related to the Conference Room to avoid conflicting meetings. The parties shall reasonably cooperate to accommodate each other's use of
the Conference Room.
shall ensure that the Premises include signage in the reception/guest arrival seating area showing the name of Deja Foods.
Foods and Kosmont acknowledge that there are certain costs related to capital improvements to the Premises, particularly those related to tenant improvements for the conference
room, kitchen/second meeting room and reception/guest arrival seating area, including Deja Foods' signage in the reception area, that shall be fairly and reasonably allocated and paid by the parties
once the costs are fully ascertained. Such costs are expected to approximate $15,000.
is providing the all Conference Room furniture and certain custom cabinets, which will be removed if Kosmont vacates subject to the Notice to Vacate as defined herein.
Foods shall work with the Master Landlord to ensure that Kosmont's name shall be reflected in the lobby roster of tenants.
shall have the right to obtain eight (8) parking passes in the Building. All such parking privileges shall be at the rates and subject to the terms and conditions of
the Master Lease Agreement.
Sublease is subject and subordinate to the Master Lease Agreement between Deja Foods and Master Landlord. Subject to any contrary provisions in this Sublease, the terms of the
Master Lease Agreement are incorporated herein by reference and shall, as between Deja Foods and Kosmont, constitute additional terms of this Sublease, except to the extent they are inapplicable to,
inconsistent with, or modified, by the terms of this Sublease. In the event of any inconsistencies between the terms of this Sublease and the Master Lease Agreement, the terms and provisions of this
Sublease shall govern.
Foods represents and warrants that it has delivered to Kosmont full and complete copies of the Master Lease Agreement and any and all modifications or revisions thereto.
between the parties shall be given by Deja Foods to Kosmont at the Premises, and by Kosmont to Deja Foods at their offices, until and unless either party shall give written
notice to the other party of a different place for notices.
Foods shall have the right to provide Kosmont written notice to move and vacate premises ("Notice to Vacate"), which shall include a period of up to six months to vacate
premises, from date such Notice to Vacate is received by Kosmont. Upon Kosmont's leaving the Premises any and all commitments and obligations pursuant to the Master Lease Agreement and Sublease shall
be terminated and no longer applicable as to Kosmont..
the foregoing correctly sets forth our agreement regarding the sublease of the Premises, please execute the enclosed copy of this letter agreement in the space provided below and
return it to the undersigned.
Very truly yours,
KOSMONT & ASSOCIATES, INC.
a California corporation