CIV214702 Sulphur Mountain/Gaggero v Redmonds Relevant Case Record 7
1. *
To: Steve Gaggero
could lead to immediate boarders.
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On the positive side, Geraldine is more excited than we
have ever seen her. She cannot wait to get to work. She
was thrilled about your two phone conversations which
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Steve: Thank you for your draft lease of October 29. I
was not able to look at it until Friday due to prior end
of quarter tax work. I spent three hours on Friday with
Geraldine and we received some brief notes from Marsha.
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1:
Re: Equestrian Center Lease
Some initial comments: It is a formidable lease to review
and as of this date, I still have clauses that I either
do not fully understand or that require further legal
clarification. We all want an agreement and
signatures, but it is a complex legal document that
requires prudent review.
We do understand that your financial situation dictates
extreme care in the protection of your property and
assets. This is especially relevant with an unproven
tenant such as Geraldine. It is quite clear, however,
that the draft is "Landlord friendly".
In this review, I have tried to understand your position.
However, my task is to prepare a workable lease for
Geraldine and one that gives Maureen and myself adequate
protection as guarantors. Quite rightly, from.what I can
see, you have Corporate and Fiduciary protections around
you. Maureen and myself have nothing. The LLC that I
will set up for Geraldine will help in normal operations.
But there would appear to be little protection
against some of the "draconian" clauses towards the end
of the draft.
November 3, 2001
Yii SC:CT DU 1T/JZ/ZT
3. FINAL THOUGHTS:
the risk is with you.
confidence,
Thank You
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I hope you feel that I have responded in a positive
manner. Maureen and myself so want Geraldine to have this
opportunity. She deserves it. We like you and feel you
will be fair with her.
When I first read the draft, my initial reaction was that
the first year of the contract should be a one page short
lease. This would give both of you a year to explore and
experiment before settling down with a full long term
lease. As I have done this analysis, I feel that this is
the right way to go. I do understand that the majority of
I have been mulling over the guarantor provision. I feel
that three years as a guarantor is all that we feel
comfortable with. In that time, in our view, you will
have adecruate time to assess Geraldine' s ability and
performance. I have just passed my 65th birthday and I am
now at the stage where I want a settled personal
environment and I do not want to be upset by events over
which I have no direct control (P.19) .
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, In the final analysis, if Geraldine loses your
she would not want to stay and her sense of
fair play would dictate that she would work with you
to ensure an acceptable conclusion that would protect
your interests.
4. Equestrian Facility Lease
5. Rent
This Equestrian facility Lease ("Lease") is entered into this 23 day of November, 2001, by and between Sulphur
Mountain Land and Livestock Co., LLC (Landlord) and Somerset, LLC (Tenant), and John A. Redmond, Maureen
C. Redmond and Geraldine Redmond (Guarantors) on the following terms and conditions:
4. Holding Over
Tenant shall vacate the Facility upon the expiration or earlier termination of this Lease. If Tenant fails to vacate
the Facility within thirty (30) days after notice from Landlord of the expiration or earlier termination of this Lease,
Tenant shall reimburse Landlord for and indemnify Landlord against all damages which Landlord incurs from
Tenant's delay in vacating the Property. If Tenant does not vacate the Facility upon the expiration or earlier
termination of this Lease and Landlord thereafter accepts rents from Tenant, Tenant's occupancy of the Facility
shall be a "month-to-month" tenancy, subject to all of the terms of this Lease applicable to a month-to-month
tenancy, except that the Minimum Rent then in effect shall be increased by fifty percent (50%).
2. Housing
Included in this lease shall be a two bedroom dwelling unit for Geraldine Redmond and her immediate family
(“Dwelling”). The Dwelling shall initially be located within the duplex known as the Bunkhouse approximately one
mile west of the facility. Landlord reserves the right to provide a different Dwelling, in a different location, from
time to time at landlord's discretion. Tenant shall have the right at Tenants expense, to install a prefabricated
housing unit within the Facility for Geraldine’s use, provided the location is mutually agreed upon between tenant
and landlord. Tenant shall be responsible for the cost of all utilities, maintenance, repair, replacements etc. within
and surrounding the Dwelling. Tenant shall be billed for Tenants proportionate share of electricity used in the
Bunkhouse Dwelling. The amount per hour or kilowatt charged to tenant shall be the same amount charged to
any other user and may vary from time to time depending on the cost of fuel, service, maintenance and repair of
the generator. If Tenant’s Dwelling is changed by Landlord or by Tenant, and the new Dwelling has a dedicated
generator or uses the generator at the equestrian facility, Tenant shall be responsible for all generator costs,
including fuel, oil, regular maintenance, repair and replacement.
3. Term
Unless extended pursuant to the terms and conditions in this Article 3, the term of this agreement (“Lease Term")
shall be twelve months, commencing January 1, 2002 (“Commencement Date”), and terminating December 31,
2002 (“Termination Date”). Tenant shall have three, three-year options (“Option Period(s)") to extend the Lease
Term, subject to mutually agreed upon modifications to the terms and conditions contained in this Lease, as may
be determined to be necessary from time to time during the Lease Term by Landlord. Between sixty and ninety
days prior to the Termination Date, Landlord shall provide Tenant with any new or modified Lease terms and
conditions. Tenant shall have thirty days to accept the new or modified Lease terms and conditions and extend
the Lease Term for three years, or elect to terminate the Lease on the Termination Date. Upon execution of this
Lease and payment of the security deposit, Tenant shall have use of the equestrian facility at no charge until the
Commencement Date.
090367 k’
1. Use
Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the approximately 30 acre equestrian
facility located in Ventura County, on Canada Larga Road, a dwelling unit more fully described herein below, the
use from time to time of portions of the ranch within which the equestrian facility exists as more fully described
and conditioned herein below as designated areas and restricted areas, all collectively referred to herein as the
facility ("Facility"). Tenant shall utilize the Facility exclusively for the purpose of boarding and training horses, and
related purposes.
5. (6^-.
000368
Geraldine Redmond, a member of Tenant, shall train certain horses that will be boarded at the Facility from time
to time. Any training income paid to tenant or Geraldine for Geraldine’s direct training shall be divided ninety
percent Tenant, ten percent Landlord. Landlords portion shall be paid to Landlord monthly, along with other RGA
and shall be included in the GP calculation at the end of the lease term. Tenants portion of Geraldine’s training
income shall not be included in the GP calculation. When determining the net revenue from any RGA, other than
stabling and pasturing, only the actual costs (“Cost") for outside services and materials, which were specifically
incurred for the specific RGA shall be deducted from the gross revenue, there shall be no deduction for general
expenses, salaries or compensation of any nature to Tenant or Tenant’s members or employees. When
determining net revenue for stabling, Tenants Cost shall be $150.00 (“Stabling Cost"), per stall, which amount
shall include all labor, feed, shavings and any other cost associated with stabling and board. Notwithstanding the
foregoing, ninety days after the Commencement Date, Landlord and Tenant shall meet and review the books and
records of the operation, if it is determined that the actual cost of stabling is materially different than $150.00 per
stall, Tenant and Landlord shall adjust the Stabling Cost up or down accordingly. The revised Stabling Cost shall
then be in effect until the end of the LeaseTerm. Tenant shall only deduct Stabling Cost from the gross stabling
revenue, for each stall that is occupied with a paying clients horse. When determining the net revenue for
pasturing, Tenant shall deduct only the Cost of any supplemental feed from any pastured horse of any paying
client. There shall be no Stabling Cost or Cost deductions for any stall or horse in pasture that is not generating
revenue in excess of Cost. When determining short-term rentals net income, it will be on revenue less Cost basis.
6. Utilities
Tenant shall be responsible for all utilities at the Facility. Propane and diesel service shall be put in Tenants name
at the Facility and Propane service shall be put in Tenants name for the tank that services the Dwelling. Tenant
acknowledges the propane tank and diesel tank at the Facility are full and in perfect working order, free of leaks
and spills, as of the execution of this Lease, and the propane servicing the Dwelling is in perfect working order,
free of leaks and spills and will be full at the time Tenant takes occupancy. Tenant agrees to deliver all tanks full
at the end of the Lease Term or any extension thereof. Tenant further agrees to maintain the tanks and abide by
any and all regulations effecting the use or storage of propane and diesel fuel. Tenant shall be solely responsible
for any requirements from any government agency regarding the tanks and use of the propane and diesel. Tenant
shall indemnify and hold Landlord harmless for any contamination or hazardous material cleanup resulting from
the storage or use of propane and diesel fuel. Tenant is hereby advised that the water to the Dwelling and the
During the Lease Term, or any extension thereof (subject to any modified Lease terms and conditions pursuant to
Article 3 herein above for any Option Periods, including modified rent terms and conditions) Tenant shall pay to
Landlord the greater of $83,500 (“Minimum Rent") or $100,000 plus fifty percent of all net income from any
revenue generating activities (“RGA”) over $100,000. RGA shall include but not be limited to, equestrian events,
clinics, group activities, trainer fees, blanketing, hot walking, turnouts, pasturing, board, stabling, feed, supplies,
etc. Minimum Rent shall be paid monthly, on the first of every month, commencing January 1, 2002, according to
the monthly minimum rent schedule attached hereto as exhibit “A”, plus ninety percent of any and all net revenue
received from any RGA. Within thirty days following the Termination Date of this Lease, or, if extended, no later
than January 31st, of each year, Tenant shall provide an accounting to Landlord showing the total amount of
funds paid to Landlord and the total amount retained by Tenant during the prior twelve month period ending
December 31s1 (“TMP"). In the event the total amount paid to Landlord exceeds $100,000 for the TMP, the
remaining balance after deducting $100,000 shall be added to the amount retained by Tenant during the TMP and
that amount shall be the gross profit (“GP”) and shall be divided fifty-fifty between Tenant and Landlord. Landlord
shall pay Tenant the difference between the amount retained by Tenant during the TMP and fifty percent of the
GP within 10 days of receiving the accounting from Tenant and Landlords approval of same. In the event the
combined total of the Minimum Rent and the RGA paid to Landlord at any time during the TMP exceeds
$100,000, Tenant shall be entitled to receive fifty percent of the GP pursuant to the formula herein above.
Thereafter, Tenant shall retain fifty percent of the RGA and pay landlord fifty percent of the RGA, monthly, in lieu
of the Minimum Rent and the ninety percent of the RGA, until the end of the TMP. In the event Minimum Rent is
not received by Landlord on or before the 10lh of any month, a late fee of five percent shall become due and
payable and added to the rent then due.
Tenant shall provide Landlord with detailed income and expense reports, deposit receipts and check registers on
a monthly basis, showing in detail, all income and expense for the operation of the Facility. Tenant shall also
provide Landlord on a monthly basis income and expense reports, deposit receipts and check registers for
Geraldine's training and personal-equine and other animal related expenses. Landlord shall have the right to
request additional reports, different formats and backup documentation form time to time, at Landlords discretion.
6. Facility may not be potable from time to time, and Tenant agrees to use the water at Tenants own risk, or
purchase bottled water.
9. Designated Areas
Tenant and all of Tenants members, clients, boarders, employees, agents, affiliates etc. fTC”) shall only use the
designated areas (“DA”) as set forth on Exhibit “B" attached hereto. Tenant and TC shall not be permitted to use,
ride, walk, drive or enter upon any other area not specifically identified on Exhibit B, for any reason whatsoever.
Any area not designated on Exhibit B shall be considered a restricted area (“RA”). At Tenants sole expense,
Tenant shall place signage in appropriate locations, prepare and pass out rules, regulations and maps as
necessary to insure there is no trespassing on any RA. Any trespassing by any TC without express written
permission from Landlord shall be considered a material breach of this lease. In the event any TC is found
trespassing on any restricted area, Landlord shall send a written trespass notice to Tenant (“Trespass Notice”)
specifying the date, approximate time and location of the trespass event, along with the trespassers general
description and name (if obtainable from trespasser). Immediately upon receipt of a Trespass Notice, Tenant
shall investigate the trespassing event and interview the trespasser if he or she is known to Tenant, or interview
the person who was responsible for inviting the trespasser, if the trespasser is not known to Tenant. After the
investigation and interview, Tenant shall make a determination whether to evict the trespasser, or person
responsible for the trespass event or implement some other action, which will preclude future trespass events.
Tenant shall furnish Landlord with a written report on the investigation and mitigation action taken within three
days of the Trespass Notice. If more than four Trespass Notices are given to Tenant in any three-month period,
Landlord may deem it an Incurable Breach, at Landlords sole discretion. If Tenant desires to use portions of the
RA for an RGA, express written permission must be obtained from Landlord prior to any use.
7. Security Deposit
Upon execution of the Lease Tenant shall pay Landlord the sum of $16,000 as a security deposit, to insure
Tenants performance under the Lease. At any time during the Lease Term, or any extention thereof, Landlord
may deduct amounts from the security deposit if Tenant fails to perform any requirement of the Lease. Thereafter,
Tenant shall replenish the security deposit, or any portion thereof, upon written demand by Landlord. Provided the
Facility and all associated equipment is in good condition and working order, and that there are no sums
outstanding or due to Landlord, within thirty days after the termination date or any extension thereof. Landlord
shall refund the security deposit to Tenant. In the event the Facility, Dwelling, or any portion thereof, or any
associated equipment is not in good condition or needs repair (reasonable wear and tear excepted) at the end of
the Lease Term or any extension thereof, Landlord shall keep the security deposit, repair or replace portions of
the Facility, Dwelling, or equipment as necessary, deduct the cost for the repair and replacement from the security
deposit, and return any unused portion to Tenant thereafter along with the bills for the repair or replacement. In
the event the cost of any repair or replacement exceeds the amount of the security deposit, Tenant shall promptly
pay Landlord the difference, upon presentation of the bills by Landlord to tenant.
8. Cancellation
At any time during the Lease Term, or any extension thereof. Landlord may, at Landlords sole discretion,
terminate this Lease by giving a minimum of one hundred eighty (180) days written notice to Tenant of Landlords
election to terminate. Provided the Facility is left in good condition and there are no amounts due Landlord, within
ten days of Tenant vacating the facility, Landlord shall refund any and all deposits being held by Landlord and
Landlord shall pay to Tenant a cancellation fee calculated as follows: The GP for the prior TMP, divided by two,
divided by twelve, times the months remaining on the Lease Term then in effect (not including any unexercised
Option Periods), times .25, plus a percentage of the total cost for any capital improvements paid for by Tenant out
of Tenants funds, which percentage shall be calculated by using the following formula: The capital expenditure
amount, divided by the number of months remaining on the Lease Term then in effect (not including any
unexercised Option Periods) as of the date of the capital expenditure, times the remaining months of the Lease
Term then in effect ( not including any unexercised Option Periods)as of the move out date.
10. Rules and Regulations
Tenant shall prepare, for Landlords approval, posting, and for distribution to all TC's, rules and regulations
(“R&R”), for the use of, and proper conduct at the Facility, including hours of operation. Landlord shall have the
unilateral right to reasonably modify, or supplement the R&R at any time, for any reason at Landlords sole
discretion. Tenant shall insure that all TC's obey the R&R or Tenant shall promptly evict them from the Facility
with no ability to re-enter for any reason. Landlord shall have the right to require Tenant to evict any TC for any
reason at Landlords sole discretion. Tenant shall include in the rules and regulations a warning and instructions
0003 6
7. 090370
not to drink the water from any tap or hose as the water may not be potable from time to time, and Tenant shall
place signs at all faucet locations in Spanish and English explaining the water may not be potable and warning
TC's not to drink it.
11. Cattle Lease
Tenant acknowledges the pasture lease on the surrounding ranch land, and the fact that
the pasture lessee has access to the cattle corrals, working chute, loading chute and scales within the Facility
(“Cattle Area"), and that use of the Cattle Area by the pasture lessee may inconvenience or effect the quiet
enjoyment of Tenant and TC's from time to time.
12. Hunting
Under no circumstances shall Tenant or any TC enter upon the DA or the RA with any firearm, bow, crossbow,
trap, or any other device, which could be used for hunting. Hunting is strictly prohibited! In the event Tenant or
any TC is found with a firearm, bow, crossbow, trap, or any other device, which could be used for hunting, other
than a handgun duly licensed by a government authority, it shall be considered an incurable breach of this lease.
Tenant further acknowledges Landlords right to hunt and conduct private hunts from time to time, and that hunting
by Landlord or Landlords invitees shall not be construed as a negative impact or an infringement of any kind upon
Tenants use and quiet enjoyment of the Facility. Tenant hereby leases the Facility knowing some TC's may be
opposed to, and offended by hunting, and that Landlords hunting activities may have a negative effect on Tenants
income and use of the Facility from time to time.
13. Maintenance and Repair
It is understood and agreed that Landlord is providing the Facility and dwelling unit in good condition, having
recently completed extensive remodeling on the dwelling unit, and recently completed extensive repairs and
refurbishing on all the barns, roads, staff house, arenas, footing, landscaping, equipment, etc. At all times during
the Term, Tenant shall maintain, at Tenants sole cost and expense, the Facility and all equipment and machinery
associated or used in conjunction with the Facility, including but not limited to interior and exterior painting, barns,
stalls, mats, barn, stall, and walkway footing, arena's and arena footing, roads, landscaping, trees, housing
(including all appliances, plumbing fixtures, flooring, roofing, cabinets, finishes, heating, etc.), bathrooms, water
system, Water distribution manifold, electrical system, phone lines, generator, fuel and propane tanks, Facility
tractor (old gray Ford), drags, harrows, lighting, fencing, gates, pastures, troughs, weed abatement, gopher
abatement, bridges, crossings, drainage devices, downspouts, sprinklers, signage, locks, trails, etc. in the same
or better condition as received by Tenant as of the execution of this Lease. On or before January 1, 2002 Tenant
shall videotape and deliver to Landlord along with a copy of the video tape, a list of all items that are not in proper
working order or that are damaged or worn to such a degree that they should be exceptions from Tenants
responsibility to return everything in good condition and repair (“Exception List”). Anything not on the Exception
List shall be conclusively deemed as Tenants responsibility to maintain and return in good condition. Landlord
shall be responsible to maintain the main water system and to insure water up to the water distribution manifold
located at the Facility next to the hay bam. Landlord shall not be responsible for any fencing (whether fences are
ineffective, damaged by cattle or any other cause), roads, maintenance or repair of any kind, in or around the
Facility and DA. Landlord may inspect the Facility, DA, and Dwelling from time to time to insure proper
maintenance and repair. If in Landlords opinion any portion of the Facility, associated equipment or the Dwelling
are not being properly maintained, Landlord may give written notice to Tenant of the items found to be in need of
proper maintenance, repair or replacement. Tenant shall have ten days from the date of the notice to correct the
required maintenance, or complete the repairs or replacement If Tenant fails to correct the maintenance, or
complete the repairs or replacement within the ten day period, Landlord shall have the right but not the obligation
to facilitate the maintenance, repairs, or replacement and bill Tenant for the cost of same, which amount Tenant
shall pay within 10 days of receiving the bill from Landlord. Failure to pay Landlord for any maintenance, repairs
or replacements within thirty days from the date of the bill shall be a material breach of this lease.
14. Alterations, Additions, and Improvements
(a) Tenant shall not make any alterations, additions, or improvements to the Facility without Landlord's prior
written consent. Tenant shall promptly remove any alterations, additions or improvements constructed in violation
of this paragraph upon Landlord's written request All alterations, additions, and improvements shall be done in a
good and workmanlike manner, in conformity with all applicable laws and regulations, and by a contractor
approved by Landlord. Upon completion of any such work, Tenant shall provide Landlord with "as built" plans,
copies of all construction contracts, and proof of payment for all labor and materials.
8. (b)
00037 V-—"
15. Landlord's Access
Landlord or its agents may enter the Facility at all reasonable times to shov/ the Facility to any person or party, to
do any other act or to inspect and conduct tests in order to monitor Tenant’s compliance with all terms of this
Lease, applicable environmental laws, the presence and use of Hazardous Materials, or for any other purpose
Landlord deems necessary. Landlord shall not be required to give Tenant prior notice of such entry unless entry
to the Dwelling is required, at which time Landlord shall give Tenant 24 hours notice.
17. Indemnity
Tenant shall indemnify Landlord and Landlords agents, employees, managers, associates, and affiliates, etc.
against and hold Landlord and Landlords agents, employees, managers, associates, and affiliates, etc. harmless
from any and al! costs, claims or liability arising from: (a) Tenant’s use of the Facility; (b) the conduct of Tenant’s
business or anything else done or permitted by Tenant to be done in or about the Facility, including any
contamination of the Facility or any other property resulting from the presence or use of Hazardous Materials
caused or permitted by Tenant; (c) any breach or default in the performance of Tenant's obligations under this
Lease; (d) any misrepresentation or breach of warranty by Tenant under this Lease; or (e) other acts or omissions
of Tenant. Tenant shall defend Landlord against any such cost, claim or liability at Tenant's expense with counsel
reasonably acceptable to Landlord or, at Landlord’s election, Tenant shall reimburse Landlord for any legal fees or
costs incurred by Landlord in connection with any such claim. As a material part of the consideration to Landlord,
Tenant assumes all risk of damage to property or injury to persons in or about the Facility arising from any cause,
and Tenant hereby waives all claims in respect thereof against Landlord, except for any claim arising out of
Landlord's gross negligence or willful misconduct. Tenant shall be responsible for all safety issues at the facility,
and all permits or other requirements from any governmental body or agency. Tenant shall obtain releases from
any person engaging in any activity at the facility, whether actually riding a horse or not As used in this Section,
the term "Tenant" shall include Tenant’s employees, agents, contractors, sub tenants, boarders, trainers,
customers and invitees, if applicable.
18. Insurance
Prior to moving any animals or property on to the Facility, Tenant shall provide Landlord with a certificate of
workers compensation insurance and general liability and property damage insurance in a form and with
coverage terms acceptable to Landlord, with minimum coverage for general liability and property damage,
including fire liability, in an amount not less than $2,000,000 per claim, naming Landlord, the Giganin Trust,
Joseph J. Praske, Trustee, Pacific Coast Management and Stephen Gaggero as additional insured's. Such
insurance must be maintained at all times during the term of this lease. Said certificate shall specify on its face
that Landlord shall be notified by certified mail at least 60 days prior to any cancellation. Landlord reserves the
right to change the insurance requirements of this Lease from time to time as determined necessary in Landlords
sole discretion. In the event Tenants insurance is cancelled, not renewed, or there is a lapse in coverage, for any
reason, Landlord may purchase any insurance at Landlords sole discretion, necessary to protect Landlord and the
Facility and thereafter bill Tenant for the cost of same, which amount Tenant shall pay within 10 days of receiving
(b) Tenant shall pay when due all claims for labor and materials furnished to the Facility. Tenant shall give
Landlord at least ten days’ prior written notice of the commencement of any work on the Facility, regardless of
whether Landlord's consent to such work is required. Landlord may elect to record and post notices of non
responsibility on the Property.
16. Reserved Rights
All rights other than those specifically conveyed in this agreement by Landlord to Tenant are reserved to
Landlord. Landlord shall not be required to provide or pay any expenses related to the Facility other than property
tax and Landlords insurance. Except for the Dwelling, Landlord and Landlord’s invitees shall have the right to use
the Facility at any time, for any reason. Provided stalls are available (not rented to paying clients for standard
boarding rates), and provided Landlord supplies the feed and shavings for Landlords horses, Landlord may keep
up to eight horses at the Facility and Tenant shall feed landlords horses twice a day, and clean the stalls twice a
day at no charge to Landlord. If at anytime Landlords horses are preventing a paying client from boarding their
horse at the Facility, Landlord must either (a) remove the number of horses necessary to accommodate the
paying client, or (b) pay Tenant the amount the paying client would otherwise pay, or (c) immediately construct
additional stalls for Landlords horses at the Facility and move Landlords horses before the paying client needs or
wants occupancy.
9. Signing of Documents. Tenant shall sign and deliver any instrument or documents necessary or appropriate to
evidence any such attornment or subordination or agreement to do so.
19. Guarantors
All parties signing this Lease as Tenant or as Guarantors shall be jointly and severally liable for all obligations of
Tenant. John Redmond and Maureen C. Redmond may be released from being Guarantors at any time during the
second three-year option period (years 5 through 7) by depositing with Landlord, an additional Fifty Thousand
Dollars as a cash guarantee and security deposit. However, in the event Tenant or any of Tenants members files
for, or is placed involuntarily into bankruptcy proceedings, John Redmond and Maureen C. Redmond shall
automatically be reinstated as Guarantors and Landlord shall be under no obligation to return any of the security
deposit as a result of the reinstatement.
Attornment. If Landlord's interest in the Facility is acquired by any ground Landlord, beneficiary under a deed of
trust, mortgagee, or purchaser at a foreclosure sale, then at such person's or entity's election, Tenant shall attorn
to the transferee of or successor to Landlord's interest in the Facility and recognize such transferee or successor
as Landlord under this Lease. Tenant waives the protection of any statute or rule of law, which gives or purports
to give Tenant any right to terminate this Lease or surrender possession of the Facility upon the transfer of
Landlord's interest.
20. Protection of Lenders
Subordination. This Lease shall be subordinate to any existing ground lease, deed of trust or mortgage, and
Landlord shall have the right to subordinate this Lease to any ground lease, deed of trust or mortgage hereafter
encumbering the Facility, any advances made on the security thereof and any renewals, modifications,
consolidations, replacements or extensions thereof, whenever made or recorded. Tenant shall cooperate with
Landlord and any lender, which is acquiring a security interest in the Facility or this Lease. Tenant shall execute
such further documents and assurances as such lender may require, provided that Tenant’s obligations under this
Lease shall not be increased in any material way (the performance of ministerial acts shall not be deemed
material), and Tenant shall not be deprived of its rights under this Lease. Tenant's right to quiet possession of the
Facility during the Lease Term shall not be disturbed by any future beneficiary under a deed of trust or mortgagee
under a mortgage if Tenant pays the rent and performs all of Tenant's obligations under this Lease and is not
otherwise in default. If any ground Landlord, beneficiary or mortgagee elects to have this Lease prior to the lien of
its ground lease, deed of trust or mortgage and gives written notice thereof to Tenant, this Lease shall be deerhed
prior to such ground lease, deed of trust or mortgage whether this Lease is dated prior or subsequent to the date
of said ground lease, deed of trust or mortgage or the date of recording thereof.
the bill from Landlord. Failure to pay Landlord for any insurance advance within thirty days from the date of the bill
from Landlord, shall be an incurable breach of this lease.
Estoppel Certificates.
(a) Upon Landlord’s written request, Tenant shall execute, acknowledge and deliver to Landlord a
written statement certifying: (i) that none of the terms or provisions of this Lease have been changed (or if they
have been changed, stating how they have been changed); (ii) that this Lease has not been cancelled or
terminated; (iii) the last date of payment of the Minimum Rent and other charges and the time period covered by
such payment; (iv) that Landlord is not in default under this Lease (or, if Landlord is claimed to be in default,
stating why); and (v) such other representations or information with respect to Tenant or this Lease as Landlord
may reasonably request or which any prospective purchaser or encumbrancer of the Facility may require. Tenant
shall deliver such statement to Landlord within ten (10) days after Landlord's request. Landlord may give any
such statement by Tenant to any prospective purchaser or encumbrancer of the Property. Such purchaser or
encumbrancer may rely conclusively upon such statement as true and correcL
(b) If Tenant does not deliver such statement to Landlord within such ten (10) day period, Landlord,
and any prospective purchaser or encumbrancer, may conclusively presume and rely upon the following facts: (i)
that the terms and provisions of this Lease have not been changed except as otherwise represented by Landlord;
(ii) that this Lease has not been cancelled or terminated except as otherwise represented by Landlord; (iii) that not
more than one month's Minimum Rent or other charges have been paid in advance; and (iv) that Landlord is not
in default under this Lease. In such event, Tenant shall be estopped from denying the truth of such facts.
10. Damage or Destruction
21.
If the damage to the Facility occurs during the last three (3) months of this Term and such
Tenant.
(c) If the damage to the Facility occurs during the last three (3) months of this Term and such
damage will require more than thirty (30) days to repair, either Landlord or Tenant may elect to terminate this
Lease as of the date the damage occurred, regardless of the sufficiency of any insurance proceeds. The party
electing to terminate this Lease shall give written notification to the other party of such election within thirty (30)
days after Tenanfs notice to Landlord of the occurrence of the damage.
Substantial or Total Destruction. If the Facility is substantially or totally destroyed by any cause
whatsoever (i.e., the damage to the Facility is greater than partial damage), and regardless of whether Landlord
receives any insurance proceeds, this Lease shall terminate as of the date the destruction occurred.
Notwithstanding the preceding sentence, if the Facility can be rebuilt within nine (9) months after the date of
destruction, Landlord may elect to rebuild the Facility at Landlord's own expense, in which case this Lease shall
remain in full force and effect Landlord shall notify Tenant of such election within thirty (30) days after Tenant's
notice of the occurrence of total or substantial destruction. If Landlord so elects, Landlord shall rebuild the Facility
at Landlord's sole expense, except that if the destruction was caused by an act or omission of Tenant, Tenant
shall pay Landlord the difference between the actual cost of rebuilding and any insurance proceeds received by
Landlord, including the "deductible" amount (if any) under Landlord's insurance policies. Tenant shall not be
obligated to pay rent until the Facility is rebuilt, unless Tenant uses a portion of the Facility, or pasture area, or
uses portions of the Facility as they are rebuilt, at which time Landlord and Tenant shall agree on a rental amount
proportionate to the portions of the Facility and or pasture area being used.
23. Notices
Any notices to be given hereunder by either party to the other may be effected either by personal delivery in
writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be
addressed to the parties at the address provided at the end of this agreement, but each party may change his
22. Relationship
It is agreed and understood that Tenant is not an agent or employee of Landlord, and that this agreement
does not establish a partnership or joint venture between Landlord and
000373
Partial Damage to Facility
(a) Tenant shall notify Landlord in writing immediately upon the occurrence of any damage to the
Facility. If the Facility is only partially damaged (i.e., less than fifty percent (50%) of the Facility is untenantable as
a result of such damage or less than fifty percent (50%) of Tenant's operations are materially impaired) and if the
proceeds received by Landlord from the insurance policies are sufficient to pay for the necessary repairs, this
Lease shall remain in effect and Landlord shall repair the damage as soon as reasonably possible. Landlord may
elect (but is not required) to repair any damage to Tenant’s fixtures, equipment, or improvements (unless Landlord
obtained insurance for such improvements and sufficient proceeds are available therefrom for such repair), and
Tenant shall pay Landlord the "deductible" amount under Landlord's insurance policies.
(b) If the insurance proceeds received by Landlord are not sufficient to pay the entire cost of repair,
or if the cause of the damage is not covered by the insurance policies which Landlord maintains, Landlord may
elect either to (i) repair the damage as soon as reasonably possible, in which case this Lease shall remain in full
force and effect, or (ii) terminate this Lease as of the date the damage occurred. Landlord shall notify Tenant
within thirty (30) days after receipt of notice of the occurrence of the damage whether Landlord elects to repair the
damage or terminate this Lease. If Landlord elects to repair the damage, Tenant shall pay Landlord the
"deductible amount" (if any) under Landlord's insurance policies and, if the damage was due to an act or omission
of Tenant, or Tenant's employees, agents, contractors, clients, or invitees, the difference between the actual cost
of repair and any insurance proceeds received by Landlord. If Landlord elects to terminate this Lease, Tenant
may elect to continue this Lease in full force and effect, in which case Tenant shall repair any damage to the
Facility. Tenant shall pay the cost of such repairs, except that, subject to the terms of any deed of trust
encumbering the Facility, upon satisfactory completion of such repairs, Landlord shall deliver to Tenant any
insurance proceeds received by Landlord for the damage repaired by Tenant. Tenant shall give Landlord written
notice of such election within ten (10) days after receiving Landlord's termination notice.
(c) Upon Tenant's request, Landlord shall execute, acknowledge and deliver to Tenant a written
statement as to such matters relating to this Lease as are reasonably requested by Tenant and acceptable to
Landlord.
11. 24.
Tenant shall be in material default under this Lease:
If Tenant abandons the Facility and fails to pay rent or any other charge when due or if Tenant's
If Tenant fails to pay rent or any other charge when due.
(b)
(d)
0303
(c) I
of ten (10) days after written notice from Landlord; provided that if more than ten (10) days are required
(a) I
vacation of the Facility results in the cancellation of any insurance.
If Tenant fails to perform any of Tenant's non-monetary obligations under this Lease for a period
»— .—-----------s-i-j ---------------------------------------------------- -------------------------------:—j t0
complete such performance, Tenant shall not be in default if Tenant commences such performance within the ten
(10) day period and thereafter diligently pursues its completion. However, Landlord shall not be required to give
such notice if Tenant's failure to perform constitutes a non-curable breach of this Lease. The notice required by
this Paragraph is intended to satisfy any and all notice requirements imposed by law on Landlord and is not in
addition to any such requirement.
Defaults, Breach of Contract
Tenant's performance of each of Tenant’s obligations under this Lease is a condition as well as a covenant.
Tenant's right to continue in possession of the Property is conditioned upon such performance. Time is of the
essence in the performance of all covenants and conditions.
(i) If Tenant makes a general assignment or general arrangement for the benefit of creditors; (ii)
if a petition for adjudication of bankruptcy or for reorganization or rearrangement is filed by or against Tenant and
is not dismissed within thirty (30) days; (iii) if a trustee or receiver is appointed to take possession of substantially
all of Tenant's assets located at the Facility or of Tenant’s interest in this Lease and possession is not restored to
Tenant within thirty (30) days; or (iv) if substantially all of Tenant's assets located at the Facility or of Tenant’s
interest in this Lease is subjected to attachment, execution or other judicial seizure which is not discharged within
thirty (30) days. If a court of competent jurisdiction determines that any of the acts described in this subparagraph
(d) is not a default under this Lease, and a trustee is appointed to take possession (or if Tenant remains a debtor
in possession) and such trustee or Tenant transfers Tenant's interest hereunder, then Landlord shall receive, as
Minimum Rent, the excess, if any, of the rent (or any other consideration) paid in connection with such
assignment or sublease over the rent payable by Tenant under this Lease.
(e) If any guarantor of this Lease revokes or otherwise terminates, or purports to revoke or otherwise
terminate, any guarantee of all or any portion of Tenant’s obligations under this Lease. Unless otherwise
expressly provided, no guaranty of this Lease is revocable.
address by written notice in accordance with this paragraph. Notices delivered personally shall be deemed
communicated as of the date of actual receipt; mailed notices shall be deemed communicated as of five (5) days
after mailing.
25. Remedies
On the occurrence of any material default by Tenant, Landlord may, at any time thereafter, with or without notice
or demand and without limiting Landlord in the exercise of any right or remedy which Landlord may have;
(a) Terminate Tenant's right to possession of the Property by any lawful means, in which case this
Lease shall terminate and Tenant,shall immediately surrender possession of the Facility to Landlord. In such
event, Landlord shall be entitled to recover from Tenant all damages incurred by Landlord by reason of Tenant's
default, including (i) the worth at the time of the award of the unpaid Minimum Rent, and other charges which
Landlord had earned at the time of the termination, (ii) the worth at the time of the award of the amount by which
the unpaid Minimum Rent and other charges which Landlord would have earned after termination until the time of
the award exceeds the amount of such rental loss that Tenant proves Landlord could have reasonably avoided;
(iii) the worth at the time of the award of the amount by which the unpaid Minimum Rent and other charges which
Tenant would have paid for the balance of the Lease Term after the time of award exceeds the amount of such
rental loss that Tenant proves Landlord could have reasonably avoided; and (iv) any other amount necessary to
compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under
this Lease or which in the ordinary course of things would be likely to result therefrom, including, but not limited to,
any costs or expenses Landlord incurs in maintaining or preserving the Facility after such default, the cost of
recovering possession of the Facility, expenses of reletting, including necessary renovation or alteration of the
Facility. Landlord's reasonable attorneys' fees incurred in connection therewith, and any real estate commission
paid or payable. As used in subparts (i) and (ii) above, the "worth at the time of the award" is computed by
12. (b)
Pursue any other remedy now or hereafter available to Landlord under the laws or judicial
Waivers.
33.
In the event Tenant violates any of the terms of this agreement which constitute an incurable breach, Tenant and
TC's shall immediately vacate the Facility, the lease shall terminate, and Landlord shall have no obligation to
refund any amounts paid byTenant.
030375
(c) f
decisions of the state in which the Facility is located.
27. Waiver
The waiver by either party of a breach or violation of any provisions of this agreement shall not operate as or be
construed as a waiver of any subsequent breach hereof.
28.' Venue
This agreement shall be interpreted, construed, and governed according to the laws of the State of California,
County of Ventura.
29. Assignment
This agreement shall inure to the benefit of and bind the successors, assigns, heirs, executors, and administrators
of the parties. However, this lease is not assignable, and no subleasing other than month to month stabling and
pasturing of horses shall be permitted without Landlords prior written approval, which Landlord may withhold at
Landlords sole discretion.
30. Severability
A determination by a court of competent jurisdiction that any provision of this Lease or any part thereof is illegal or
unenforceable shall not cancel or invalidate the remainder of such provision or this Lease, which shall remain in
full force and effect.
32. Incorporation of Prior Agreements; Modifications.
This Lease is the only agreement between the parties pertaining to the lease of the Facility and no other
agreements are effective. All amendments to this Lease shall be in writing and signed by all parties. Any other
attempted amendment shall be void.
(b) Maintain Tenant's right to possession, in which case this Lease shall continue in effect whether or
not Tenant has abandoned the Facility. In such event, Landlord shall be entitled to enforce all Landlord's rights
and remedies under this Lease, including the right to recover the rent as it becomes due;
26. Attorneys Fees
If any legal action or other proceeding is brought for the enforcement of this agreement, or for the interpretation of
same, or because of an alleged dispute, breach, default or misrepresentation in connection with any of its
provisions, the successful or prevailing party shall be entitled to recover all attorneys fees and all costs, whether
legally recoverable under the Code of Civil Procedure or not, incurred in that action, enforcement or proceeding,
in addition to any other relief to which it may be entitled.
allowing interest on unpaid amounts at the rate of fifteen percent (15%) per annum, or such lesser amount as may
then be the maximum lawful rate. As used in subpart (iii) above, the "worth at the time of the award" is computed
by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the
award, plus one percent (1%). If Tenant has abandoned the Facility, Landlord shall have the option of (i) retaking
possession of the Facility and recovering from Tenant the amount specified in this Paragraph, or (ii) proceeding
under Paragraph (b);
31. Interpretation
The captions of the Articles or Sections of this Lease are to assist the parties in reading this Lease and are not a
part of the terms or provisions of this Lease. Whenever required by the context of this Lease, the singular shall
include the plural and the plural shall include the singular. The masculine, feminine and neuter genders shall
each include the other. In any provision relating to the conduct, acts or omissions of Tenant, the term "Tenant"
shall include Tenant's managers, agents, employees, contractors, invitees, clients, successors or others using the
Facility with Tenant's expressed or implied permission.
13. Executed on the date first above written.
Somerset, LLC
Address:
Guarantor
Address:
John A. RedA^id
Guarantor
Address:
Maureen C. Redmond
Guarantor
Address:
By:____ ._________
Geraldine Redmond, Manager
PO Box 25070
Ventura,CA.93002
12808 Greene Ave.
LA, CA. 90066
12808 Greene Ave.
LA, CA. 90066
12808 Greene Ave.
LA, CA. 90066
12808 Greene Ave.
LA, CA. 90066
________________ La.
Gerafdine Redmond
Sulphur Mountain Land and Livestock Co., LLC
Address:
Pacific Coast Management, Manager, By Mark Maravelas, CFO
34. Confidentiality.
Tenant agrees that except as required by law, it shall keep confidential, and shall not disclose to any third party,
the terms, provisions and contents of this Lease, or any information relating to this Lease.
All waivers must be in writing and signed by the waiving party. Landlord's failure to enforce any provision of this
Lease or its acceptance of rent shall not be a waiver and shall not prevent Landlord from enforcing that provision
or any other provision of this Lease in the future. No statement on a payment check from Tenant or in a letter
accompanying a payment check shall be binding on Landlord. Landlord may, with or without notice to Tenant,
negotiate such check without being bound to the conditions of such statement.
00037
35. Fax Signatures
This agreement may be signed in counterpart and signatures shall be faxed to the other party. A document
containing all signatures, whether original or faxed signatures, shall constitute an original agreement
14. Exhibit A
Monthly Minimum Rent Schedule
$8,000
January 1,2002 ■
$5,500
February 1, 2002
$6,000
March 1, 2002
$6,000
April 1, 2002
$6,500
May 1, 2002
$6,500
June 1,2002
$7,000
July 1,2002
$7,000
August 1, 2002
September 1, 2002 $7,500
October 1, 2002 $7,500
$8,000
November 1, 2002
$8,000
December 1, 2002
i
000377
15. Security Deposit Payment Schedule
Tenant shall pay the $16,000.00 security deposit to Landlord, in installments, on or before the following dates:
On or before November 23, 2001 the sum of $ 8,000.00
On or before January 1,2002 the sum of $ 3,000.00
On or before February 1, 2002 the sum of $ 5,000.00
Dl
Date.
Tenant.
c
mW
030378
18. Rent & RGA
$ 24,896.41
Sub-Total RGA
15,500.00
S
Sub-Total minimum rent
Other Lease Charges
$ 7,833.12
S 48,229.53
000002
3/14/2003
Page 1 of 1
Summary Rent RGA
Somerset costs 030314.xls
SOMERSET FARMS
RENT . RGA a OTHER LEASE CHARGES
As of Maron 14. 2003
Balance of June RGA______________
July RGA____________________
August RGA ___________________
September RGA__________________
October RGA____________________
Novemoer RGA__________________
Nov Credit for 50% of Amt over S100K
December RGA
October minimum rent
Novemoer minimm rent
Propane Refrigerator Replacement______
Equestrian Center Diesel <300 gal e 1.26/gai)
Shavings (200 bales @37/ bale)_______
5%’Late Fee on October Minimum Rent
5% Late Fee on November Minimum Rent
Balance due on 5/8-8/15 electrical______
8/15-10/31 electncal__________________
Accounting Fees (61.75 hrs @ $50/hr)
Sub-Total Other Lease Charges
7,500.00
8,000.00
2,068.80
378.00
1,400,00
375.00
400,00
58.36
65.46
3,087.50
2,763.11
4,323,40
4,798.80
5,341,50
5.341.50
2,967.50
(3,606.90)
2,967.50
19. RGA Paid
RGA Due
(651.50)
(9,145.50)
34,041.91
Total
S100,000 Threshold Calculation
S 86,372.31
'•00003
3/14/2003
Page 1 of 1
60,000.00
26,372.31
7,500.00
5,341.50
8,000.00
(3,606.90)
2,967.50
2,967.50
93,872.31
99,213.81
107,213.81
Oct Minimum Rent
Oct RGA (90%)
Nov Minimum Rent
Nov - Credit for 50% over $100k
Nov RGA (50% of RGA)
Dec RGA (50% of RGA)
RGA Summary
Somerset costs 030314.xls
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Nov
Dec
Balance
RGA Due
Somerset Farms
Summary or RGA Balance & When S100k Threshold Reached
651.50
252.00
288.00
2,590.56
2,714.40
5,412.15
4,323.40
4,798.80
5,341.50
5,341.50
(3,606.90)
2,967.50
2,967.50
(2,655.00)
(2,535.00)
(2,548.00)
7,846.11
9,634.51
11,885.31
17,226.81
22,568.31
18,961.41
21,928.91
24,896.41
RGA Credit 52,075 plus
Somerset check $580.00
Minimum rent paid Jan 02 - Sep 02
RGA Due Jan 02 - Sep 02________
Sub-Total Jan 02-Sep 02
651.50
252.00
540.00
(252.00) 2,878.56
(504.00)
20. Sales Receipt
Dais Sale No.
2/4/2003 429
Sold To
I
Rap Ship Dale Ship Via FOB
Payment Method
Check No.
PR 2/4/2003
VISA
Description Qty Amount
Item
* 1
Thank you (oryour buaueu.
Subtotal SI,920.00
Sales Tax (7.75%) S148.80
Total Si068.80
Phone # Fax# E-mail Web Site
1-858-587-9766 1-858-587-9865 info@cxplorcappliance3.com www.crploraappliances.com
i ;0'0CO 4
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CWXDEFERR.J
___________ L
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I.840.00T
80.00T
. Explorer Appliance Corp.
7010 Carroll Road
San Diego, CA 92121
Pacific Coast managmeat
3501 Canada Larga Rd
Ventura, CA 93001
Tel* 805-643-6093
GRQ15 Gas double door refrigerator
Shipping, delivery, packaging, warehousing A insurance charges.
ORQ15
Shipping
1 Ship To
Pacific Coan managment
Bob Haber
3501 Canada Larga Rd
Ventura, CA93001
Tel* 805-643-6093
21. 9-52 AM
Memo Amount
Num
Date
=3.~
123.32
123.82
TOTAL
000005
Somerset1
Somerset
* 'f Cree
• to Jay Redmond acct
)2 to Jay Redmono acct
eiec 2/23-3/26
3/27-5/7 elec billing
Apply Credit balance from R. Haber account
Jay p/3-6/10 genset billing
Rch Haber apt. 5/8-6/10 billing mv 12074
Reis Hater apt. 6/11 -8/15 billing mv 12101
SMLLC Jay genset fuel 8-16-10/1
Jays 10/2-10/30 Genset Fuel Billing
Type
SMLLC.LLC
Jay Redmond
2.29/2002
HL
us
• 0/1/2002
: C/31/2002
Tc;a -a. Reamend
Pacific Coast Management, inc.
Open Invoices
A:! Transactions
•711
a.ZZ
123.52
12037
12053
12077
12075
7433249699
12094
7433914011
12101
12103
12105
12115
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23. October 11, 2002
via hand delivery
Re: Somerset Farms Maintenance
Dear Somerset Farms LLC,
Vej
David Blake Cl itfie/d
000577
Geraldine Redmond
Somerset Farms LLC
Attached you will find our client’s list of Maintenance and Repairs which need to be
done pursuant to your lease with Sulphur Mountain Land and Livestock Co., LLC dated
November 23, 2001. Pursuant to paragraph 13 of the aforesaid lease, you have ten
days to correct the required maintenance, or complete the repair of replacement
Should you fail to correct the maintenance, or complete the repairs or replacement
within the ten day period, our client will Gause said maintenance, repairs or
replacement to be done and bill the costs of said maintenance, repairs or replacement
to you.
dbc/kt
encl.
davio Blake Chatfield
EMAIL! DAVIOaLAKEC@YAHOO.COM
ily-yours,
LAW OFFICES
C .vid Blake Chatfield
A2.5 ZENO WAY
OAK PARK, CALIFORNIA 9 1377
(8 1 3) B79- 1239
FAX (8 13) 879-9 1 3 3
24. Vei ily yours
David Blake Chatfieh
DBC/kt
000576
The rent that is payable by defendants under the lease, as specified in the lease and
Exhibit “A”, is the “Minimum Rent" per month as listed in “exhibit “A*, plus ninety
percent of any and all net revenue received from RGA7 Paragraph 5 of the Lease also
provides that if the total of the Minimum Rent and the RGA exceeds $100,000 at any
time during the TMP (twelve month period), the amount in excess of $100,000 shall be
divided 50 percent to Landlord and 50 percent to TenanL “Thereafter, Tenant shall
retain 50 percent of the RGA and pay landlord fifty percent of the RGA, monthly, in lieu
of the minimum rent and ninety percent of the RGA, until the end of the TMP.” In
addition, the second paragraph of Paragraph 5 specifies other terms relating to division
of other income and calculation of RGA which was to be paid monthly to plaintiff.
Your clients had requested improvements to the property and there is still a balance
due which our client is seeking from your clients in the amount of $15,326.82. In
addition, your clients ceased the maintenance and repair of the premises in September
of 2002 and our client is hereby requesting payment for required maintenance and
repair in the amount of $29,893.43 to be made pursuant to the terms of the lease. In
addition, your clients’ actions caused our client to incur additional damages, including
trip cancellation costs, which our client will pursue from your clients at trial.
Our client’s calculation of the rent and RGA is based upon the accounting provided to
plaintiff by defendants during discovery. This accounting differed from the figures
provided by the defendants prior to the litigation. Your clients had the right to, and did
in fact, sublease the premises. In fact, the sublease continued until the conclusion of
your clients’ lease term. Our client did not terminate your clients’ right to possession
and is, pursuant to Civil Code Section 1951.4, permitted to enforce all of its rights and
remedies under the lease, including the right to recover the rent as it becomes due
under the lease. As the calculations reveal, your clients met the $100,000 threshold in
November of 2002. Therefore, their scherjijed Minimum Rent for November 2002 was
credited for that portion over $100,000 and the RGA was calculated at the 50-50 split
provided for in the lease. Because the rert and RGA exceeded $100,000 in November
2002, the Minimum Rent was not due in Deosmber, only a 50-50 split of the RGA. The
total of rent, RGA and other lease charges owed by your clients is $48,229.53.
It is clear to us that your clients will not be the prevailing parties in this litigation.
Continuing to advise the pursuit of this litigation is not in the best interests of your
clients and we again urge you to speak with them about bringing this matter to a
conclusion now, prior to a further escalation of attorneys fees in the next round of
discovery, motions and trial preparation.
25. ! Jays Ofice ■
Trailer J I Amount
100.00
58.50
58.75 S 822.50
1
1
1
45.00 45.00 S 1,800.00
7.oo; S 9,882.13
Total 45.00 262.25
000494
176.25 ;
7.00 ■ 27.00 ;
I
7.00;
. I
I
7.00;
. I
I
27.00 ;
. I
Equestrian
Center
Tack
Room
Wash
Rack
Total
Hours
Hourly
Rate
SOMERSET FARMS
Improvement Labor Summary
Dan Armstrong
Vicente Mejia
Luis Rojas
Harvey Hooten
$ 60.75
$ 20.25
$ 14.00
$ 40.00
S 6,075.00
5 1,184.63
I
59.00 ;
58.50 !
58.75 |
• Dressage
, Ring
26. Dan Armstrong
Hours
Description
Date
7.00
7.00
Sub-Total
Sub-Total 7.00
27.00
Sub-Total
Sub-Total 59.00
100.00
Total Hours
000495
Install tack room walls/door
Build racks
Build racks
Build racks & install
Layout wash rack
Set poles for wash rack
Set up wash rack forms
Pour concrete
Demo old wash rack & re-grade
Set up wash rack forms
Pour & finish wash rack cement
Remove debris from wash rack area
04/16/02
05/08/02
10.00
10.00
5.00
2.00
1.00
10.00
10.00
10.00
10.00
5.00
8.00
5.00
2.00
5.00
SOMERSET FARMS
Improvements
Equestrian Center
5/29/2002 Cut pipe from fence around covered arena and clean up
Wash Rack
04/24/02
04/25/02
04/29/02
05/01/02
05/02/02
05/03/02
05/06/02
05/08/02
Tack Room
04/24/02
04/30/02
05/03/02
05/09/02
Javs Office Trailer
Clean Jay’s office trailer
Prepare trailer for moving. Fix flat tire. Move & set up
28. Luis Rojas
Hours
Date Description
Total Hours
000497
05/01/02
05/02/02
05/03/02
SOMERSET FARMS
Improvements
3.75
10.00
10.00
10.00
10.00
10.00
5.00
58.75
Wash Rack
04/25/02 Set poles for wash rack
04/26/03 Set poles for wash rack
04/29/02 Set up wash rack forms
04/30/02 Set up wash rack forms
Pour concrete
Demo old wash rack & re-grade
Set up wash rack forms
29. Harvey Hooten
Date Description Hours
Dressage Ring
Total Hours 45.00
000498
08/19/02
08/20/02
08/21/02
08/22/02
08/23/02
Work w/Avalon Engineering grading area
Work w/Avalon Engineering grading area
Set poles,-help with grading
Relocate water line
Finish with grading, move poles, clean up
9.00
9.00
10.00
8.00
9.00
SOMERSET FARMS
Improvements
30. ' /
Total May Boarding costs S 4,130.00
Somerset 50% $ 2,065.00
SMLLC 50% $ 2,065.00
Steve,
Is this information correct?
Mark
I
Summary of Cost to be split by Somerset and SMLLC
Boarding costs of L. Canty for the month of May are split 50/50
May 2002 Split Cost
Somerset Annual Gross Profit.xls
4/23/02 Hay purchased for feeding in first 2 weeks of May
5/15/02 Hay purchased for feeding in last 2 weeks of May
5/15/02 Manuel Abesha - 2 weeks boarding labor
5/31/02 Manuel Abesha - 2 weeks boarding labor
Jay said you had agreed to pay 50% of the boarding cost on Laurie
Canty's horsed for the month of May. This was due to construction not
being complete.
1,355.00
1,375.00
700.00
700.00
Based on the numbers Jay gave me, Somerset would get a credit of
$2,065.00.
Z^
ill
I
tit 6/11/02
000532
31. Rent & RGA
24,896.41
S
Sub-Total RGA
S 15,500.00
Sub-Total minimum rent
Other Lease Charges
S 7,833.12
$ 48,229.53
000002
3/14/2003
Page 1 of 1
Summary Rent RGA
Somerset costs 030314.xls
SOMERSET FARMS
RENT / RGA & OTHER LEASE CHARGES
As of March 14, 2003
Balance of June RGA______________
July RGA___________________
August RGA________________
September RGA__________________
October RGA____________________
November RGA _____________
Nov Credit for 50% of Amt over S100K
December RGA
October minimum rent
November minimm rent
Propane Refrigerator Replacement______
Equestrian Center Diesel (3oo gal @ 1.26/gai)
Shavings (200 bales @ $7 / bale)
5%'Late Fee on October Minimum Rent
5% Late Fee on November Minimum Rent
Balance due on 5/8-8/15 electrical_______
8/16-10/31 electrical__________________
Accounting Fees (61.75 hrs @ S50/hr)
Sub-Total Other Lease Charges
2,763.11
4,323.40
4,798,80
5,341,50
5,341,50
2,967.50
(3,606.90)
2,967,50
7,500.00
8,000.00
2,068.80
378.00
1,400,00
375.00
400.00
58.36
65.46
3,087.50
32. RGA Paid
RGA Due
(651.50)
Total (9,145.50)
34,041.91
S100,000 Threshold Calculation
$ 86,372.31
000003
Page 1 of 1 3/14/2003
7,500.00
5,341.50
8,000.00
60,000.00
26,372.31
Balance
RGA Due
Oct Minimum Rent
Oct RGA (90%)
Nov Minimum Rent
Nov - Credit for 50% over $100k
Nov RGA (50% of RGA)
Dec RGA (50% of RGA)
RGA Summary
Somerset costs 030314.xls
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Nov
Dec
Somerset Farms
Summary of RGA Balance & When S100k Threshold Reached
651.50
252.00
288.00
2,590.56
2,714.40
5,412.15
4,323.40
4,798.80
5,341.50
5,341.50
(3,606.90)
2,967.50
2,967.50
(252.00)
(504.00)
(2,655.00)
(2,535.00)
(2,548.00)
651.50
252.00
540.00
2,878.56
^5,088t96-
7,846.11
9,634.51
11,885.31
17,226.81
22,568.31
18,961.41
21,928.91
24,896.41
RGA Credit $2,075 plus
Somerset check $580.00
Minimum rent paid Jan 02 - Sep 02
RGA Due Jan 02 - Sep 02
Sub-Total Jan 02-Sep 02
93,872.31
99,213.81
107,213.81
(3,606.90) 5 ;
2,967.50
2,967.50
33. ent By: ;
Sales Receipt
Sale No.
Date
2/4/2003 429
Ship To
Sold To
FOB
Rep Ship Via
Ship Date
Payment Method
Check No.
PR 2/4/2003
VISA
Amount
Qty
Description
Item
1
Thank you foryour businesi
Subtotal $1,920.00
Sale* Tax (7.75%) $148.80
Total $2,068.80
Phone# Fax# Web Site
E-mail
1-858-587-9766 1-858-587-9865 www.cxploroippliuces.com
info@txplorvappliance3.com
‘'>0'0'004
iHVES'-OI- EO/ZL/2 :peat aoe y
Joooooooooo -c-
Z »Oud
CWXDEFERR...
_
____________ L
GRQ15 Gas double door refrigerator
Shipping, delivery, packaging, warehousing &. insurance charges.
l,840.00T
80.00T
Explorer Appliance Corp.
7010 Carroll Road
San Diego, CA 92121
Pacific Com rauiagmcat
3501 Canada Large Rd
Ventura, CA 93001
TeW 805-643-6093
Pacific Com managment
Bob Haber
3501 Canada Larga Rd
Ventura, CA93001
TeW 805-643-6093
ORQI5
Shipping
I
J.
34. 9:52 AM
Y ’5-33
Amount
Memo
Type Num
Date
123.32
Totai SMLLC.LLC
123.82
TOTAL
000005
Pacific Coast Management, Inc.
Open Invoices
All Transactions
SMLLC.LLC
Jay Redmond
3/29/2002
5.9/2002
5-8/2002
6/10/2002
7,10/2Q02
3/15/2002
9.6/2002
9/6/2002
9/6/2002
10/1/2002
10/31/2002
Tcta' Jay Redmond
P
12037
12053
12077
12075
7433249699
12094
7433914011
12101
12103
12105
12115
(2ccco:
IH!
13.20
123.32
Somerset elec 2/23-3/26
Somerset 3/27-5/7 elec billing
Apply Credit balance from R. Haber account
Jay 3/3-6/10 genset billing
partial elec pyt
Jay’s genset 6/11 -8/15
Rcls Haber apt. 5/8-6/10 billing inv 12074 to Jay Redmond acct
Reis Haber apt. 6/11 -8/15 billing inv 12102 to Jay Redmond acct
SMLLC Jay genset fuel 8-16-10/1
Jays 10/2-10/30 Genset Fuel Billing
nvp.ce
C-ed’t Meme
r-.-z.ze
“a/mer.i
invcce
invoice
invC'Ce
irvo.ee
36. Rent & RGA
23,452.50
$
Sub-Total RGA
$ 15,500.00
Sub-Total minimum rent
Other Lease Charges
7,966.03
S
Sub-Total Other Lease Charges
$ 46,918.53
000473
7/19/2003
Page 1 of 1
Summary Rent RGA
Somerset costs 030719.xls
SOMERSET FARMS
RENT / RGA & OTHER LEASE CHARGES
As of March 14. 2003
Propane Refrigerator Replacement______________
Equestrian Center Diesel (400 gal a 1.27/gai)________
Shavings (200 bales Q S7 / bale)_______________
5% Late Fee on October Minimum Rent__________
5% Late Fee on November Minimum Rent________
Balance due on 5/8-8/15 electrical______________
8/16-10/31 electrical__________________________
Accounting Fees (61.75 hrs @ S50/hr) as of 3/14/03
October minimum rent
November minimm rent
Balance of July RGA_____________ _
August RGA_____________________
September RGA__________________
October RGA_________________ __
November RGA________________ __
Nov Credit for 50% of Amt over S100K
December RGA__________________
4,020.50
4,977.00
5,341,50
5,341,50
2,967,50
(2,163.00)
2,967.50
7,500.00
8.000.00
2,068.80
510.91
1,400,00
375.00
400,00
58.36
65.46
3,087.50
37. RGA Paid
RGA Due
(651.50)
(9,145.50)
Total 32,598.00
$100,000 Threshold Calculation
$ 83,484.50
600474
Page 1 of 1 7/19/2003
60,000.00
23,484.50
Oct Minimum Rent
Oct RGA (90%)
Nov Minimum Rent
Nov - Credit for 50% over $100k
Nov RGA (50% of RGA)
Dec RGA (50% of RGA)
RGA Summary
Somerset costs 030719.xls
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Nov
Dec
Balance
RGA Due
Somerset Farms
Summary of RGA Balance & When S100k Threshold Reached
455.00
315.00
545.00
625.00
1,485.00
5,418.00
4,323.00
4,977.00
5,341.50
5,341.50
(2,163.00)
2,967.50
2,967.50
(252.00)
(504.00)
(2,655.00)
(2,535.00)
(2,548.00)
4,780.50
6,568.50
8,997.50
14,339.00
19,680.50
17,517.50
20,485.00
23,452.50
455.00
118.50
663.50
1,036.50
RGA Credit $2,075 plus
Somerset cfiedc $580.00
Minimum rent paid Jan 02 - Sep 02
RGA Due Jan 02 - Sep 02
Sub-Total Jan 02-Sep 02
7,500.00
5,341.50
8,000.00
(2,163.00)
2,967.50 WlOfllg
2,967.50 ■
90,984.50
96,326.00
104,326.00
y
38. Amount
Rate
# Horses
225.00 $ 675.00
1
s 675.00
Arena
S 2,320.00
Sub-Total
S 1,800,00
300.00
S
S 1,800.00
Red Bam
S 4,210.00
Sub-Total
Green Barn
3 2,180.00
Sub-Total
$ 225.00 $
I Corrals 225.00
$ 225.00
$
J Corrals 225.00 $ 225.00
3 225.00
Total 38 $11,635.00
Less Costs $ (150.00)
38 3 (5,700.00)
Net RGA Per Month
$ 5,341.50
000475
3 5,935.00
X 90%
SOMERSET FARMS
Sep - Dec Monthly RGA
Based on September Occupancy
S
S
3
3
3
3
3
3
350.00 3 3,150.00
265.00 3 1,060.00
350.00
450.00
415.00
265.00
3
$
S
East Barn
Sub-Total
CLR Pasture
Sub-Total
2
3
7
8
6,
6
3
1
1
6
1
2
1
9
4
13
5 1,050.00
450.00
415.00
265.00
300.00 3 2,100.00
220.00 3 220.00
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43. X
SOMERSET FARMS LLC
EQUESTRIAN FACILITY - LEASE TERM REPORT -12/15/02
A.
$
50%
Under Clause 5 relevant Terms are:
B.
Alternative Base Number 100,000
$
Balance Due 12,052
G05S23
i
i
Formula information extracted from enclosed
Consolidated Analysis of Minimum Rents and RGA - 2002.
Less Tenant Paid Minimum Rent
Less Tenant RGA Paid
Less Jackson Federal Levy
SULPHUR MOUNTAIN LAND MID LIVESTOCK CO., LLC (LANDLORD)
AND
SOMERSET FARMS LLC ( TENANT)
83,500
76,000
100,000
24,557
12,278
2,731
9,116
(76,000)
(9,116)
(2,832)
Minimum Rent Schedule-
Minimum Rent Paid( Inc Sec. Deposit )
Alternative Base Number
Net RGA
Net RGA
Tenant 10% of RGA
Tenant RGA Paid
44. ANALYSIS OF SOMERSET FARMS LLC GROSS INCOME VERSUS
SECURITY DEPOSITS AND MONTHLY MINIMUM RENT DECEMBER
2001 THROUGH MAY 2002.
MINIMUM RENT PAID $32,000.00
SECURITY DEPOSITS $16,000.00
TOTAL $48,000.00
GROSS PROCEEDS $4,763.00
SOURCE: 12/16/2002 SOMERSET FARMS LLC ANALYSIS OF MINIMUM RENTS & RGA 2002
BASED (IN PART) ON INFORMATION OBTAINED FROM A.E.S. MANAGEMENT.
45. 0
November 11, 2002
To: Somerset Farms
b 16 hours @ $30.00 hr
o-
i
o
)Z_ $480.00
fa 300 -
Finish all books for Somerset Farms and Geraldine Redmond. Go
through all receipts. Print reports forJohn and David Blake Chatfield.
Make computerbackups forJohn.
My Bookie
25219 Wheeler Rd.
Newhall, Ca 91321
661+259-5191
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57. 9:30 AM
Num Memo
Date Account Clr Split Amount
Type
Weedwacker...
1048 Repair 30.73
6/20/2002 Cal Fed Chee...
30.73
Total Moody's
Cal Fed Chee... 80.00
1043 Labor
6/3/2002
80.00
Total Noel Aburca
250.00
Cal Fed Chee...
Labor
9/3/2002
250.00
Total Pablito Meat Market
Mortgage acc...
1004
805+653-1749
867.11
Total Pacific Bell
June Laurie RGA
’G/
Jga
Electrical
Total Pacific Coast Management 34,035.00
Cal Fed Chee... 300.00
1049 Tractor repair Repair
Total Paulino Herrera Padilla 300.00
J.A. Redmon...
Repairs & Maint.
Total Rubbish Control 380.09
Total Sprint 296.81
6/24/2002 1054 Cal Fed Chee...
Repair 402.19
402.19
February 1 2... Rent
Rent
Feb and April RGA
25,206.00
Page 3
12/07/02
Accrual Basis
Pablito Meat Market
Check
Moody’s
Check
Noel Aburca
Check
Staben Equipment
Check
Sprint
Check
Check
Check
Rubbish Control
General Journal
Check
Check
Somerset Farms
Expenses by Vendor Detail
January 1 through December?, 2002
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Pacific Bell
General Journal
Check
Check
Check
Check
Check
v2/1/2002
3/1/2002
3/1/2002
4/5/2002
.4/5/2002
5/1/2002
5/1/2002
2/28/2002
4/3/2002
6/21/2002
1/1/2002
2/28/2002
6/25/2002
6/1/2002
6/1/2002
7/2/2002
7/8/2002
7/17/2002
8/5/2002
8/8/2002
9/6/2002
9/6/2002
1/1/2002
2/28/2002
4/3/2002
5/6/2002
6/19/2002
7/18/2002
1002
1013
1003
1052
1044
1045
Solange March
April
Telephone
Telephone
Telephone
Telephone
Telephone
Telephone
Telephone
Telephone
Telephone
Geraldine Red...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Geraldine Red...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Geraldine Red...
Geraldine Red...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
Cal Fed Chee...
5,500.00
6,000.00 j
450.00
252.00
.6,000.00,
6,500.00
504.00
80.00
61.60
238.49
97.46
85.81
113.54
198.00
55.09
64.12
63.99
173.24
312.67
(RGAj
Rent
Utilities
580.00
6,500.00
172.00
7,000.00
2.535.00
7,000.00
2,548.00 S
7,500.00
200.00
Pacific Coast Management
Check
Check
General Journal
Check
Check
Check
Check
Check
General Journal
Repairs & Maint
Repairs & Maint.
Paulino Herrera Padilla
Check 6/18/2002
•87 .
1005
1005
1010
1011
1031
1032
Total Sulphur Mountain Land & Livestock Co.
Total Staben Equipment
Sulphur Mountain Land & Livestock Co.
Check
Check
Check
Check
Check
Check
Check
58. Balance
RGA
Descr Minimum Rent
8,000.00
Security Deposit pyt #1
11/23/01
pyt - Jay’s Jan training
121
1005
288.00
6,000.00 I
(252.00)
2,590.56
(504.00)
Page 1 of 1 6/12/02
Somerset Farms
Summary of Account
Lease Statement
Somerset Accountlng.xls
Reteranca
Number
/uv
lyv U'L,
l/P TH^ ?
Jan minimum rent
Security Deposit pyt #2
JanuaryRGA
February minimum rent
Security Deposit pyt #3
pyt - May minimum rent
pyt - Feb RGA & partial Apr RGA
pyt - Security Deposit #1
pyt - Jan minimum rent
pyt - Security Dpst pyt # 2
pyt - Security Dpst pyt #3
pyt - Feb minimum pyt
pyt - parital Mar RGA
pyt - April minimum rent
11/23/01
12/31/01"’
12/31/01
01/01/02
Jdl/OI/O?"’
_oj/3i7oi™
02/01/02-
~02/01/02~
’j)^01/02_
62/01/62
02/01/02
02/28/02^
t.02/28/02
'"od/oT/oF
~J)3/3l702_
04/01/02
04/02/02
04/02/02
04/30/02
05/01/02
05/02/02
05/02/02™
2525/49162
50368
50377
J031
1032
1010
1011
86
87
February RGA _ ______
<pyt -.Mar minimum rent & balance Jan RGA
March minimum rent _____
March RGA ____
April minimum rent
(6,000.00)1 >
6,000.00 ■'
8,000.00 |
"(8,ooo.’oojj"
(8J3OO.OO)j
(3,000.00)1^
8,000.00
3,000.00;
[ 252 00
""(450,00/
65150-
(201.50)
(S.000-00)
"(iT,ooo.oo)
(3,000.00)
__ 65150
450.00
_5,950.00
10,950.66"
’ 5L950.00
__450.00_
__ 702.00-
15.74800)
25Z00
540.66"
6,540.00
6,288.00
288.00
2,878.56
9,378.56
2,878.56
2,374.56
April RGA______
May minimum rent
(6,000.00);
6,500.00 ;
(6,500.00);
”5^q6766:
5,OOO.OO f
(s.qooooj
(5,500.00)'
7?//S /■$
1 ^377. St
-pztf
^CA/^^Le" JT
ffy.iA'/T>c
^c-n^(7Y/ X''
61. addendum to Geraldine Redmond Personal Income
date income
comment
1,120.00
1,050.00
1,700.00
1,780.00
400.00
1,480.00
880.00
1,750.00
720.00
1,400.00
700.00
12,980.00
98,900.00
111,880.00
12/23/2002
12/19/2002
12/13/2002
12/10/2002 Daly
11/29/2002
11/22/2002 Daly
11/12/2002 Mann
11/8/2002 Daly
11/14/2002 Chernick
11/6/2002
10/28/2002
total
brought forward
grand total
62. Comment
Expense
Income
1,000 00
1,500.00
13,107.00
128.00
1,100.00
1,700.00
700.00
54.00
3,550.00
1,000.00
G05626
j kelly
gallagher
daly
chernick
daly
ex jar
mann
wire
bloomingdale
wire
daly
mann
gallagher
ex jar hancock
ex mcr hancock
ex jar
2/19/2002
2/25/2002
3/1/2002
3/1/2002
3/5/2002
3/6/2002
3/5/2002
3/14/2002
3/21/2002
4/1/2002
4/2/2002
4/5/2002
4/8/2002
4/19/2002
4/25/2002
4/30/2002
5/9/2002
5/20/2002
6/6/2002
6/8/2002
6/14/2002
6/27/2002
7/11/2002
7/26/2002
7/19/2002
8/8/2002
8/6/2002
1/7/2002
1/8/2002
1/12/2002
1/18/2002
1/18/2002
2/4/2002
2/5/2002
2/6/2002
Transactions of Jackson Federal Account#38894
Although in name of J.A. Redmond used exclusively by Geraldine Redmond
Period 11/1/01 through 11/30/02
1,000.00
475.00
4,650.00
1,945.00
11,000.00
1,200.00
1,000.00
1,400.00
2,100.00
1,050.00
2,450.00
2,650.00
3,550.00
960.00
2,015.00
1,000.00
1,400.00
8,260.00
800.00
3,850.00
5,000.00
2,000.00
1,080.00
1,000.00
2,000.00
700.00
3,500.00
1,000.00
464.00
1,750.00
1,400.00
800.00
1,200.00
100.00
28.00
Other
1,899.00
1,701.00
4,500.00
2,000.00
740.00
wire
wire
daly
wire
commission
commission
chernick
ex 17321
ex 17321
daly
wire mann
ex 33524
daly
ex 33524
wire
chernick
daly
Date
Check
No.
12/4/2001
12/5/2001
12/9/2001
nun.'tn
//iV////i7//>///•//
ex jar
wire ..
vista ford
daly
gallagher
kerkorian
ex cal fed 076
daly
daly
ex gr
daly
daly
daly.