HomeMy WebLinkAbout2008 CON CDC Koaz Inc DBA CPP Printing - Community Benefit Loan Agreement'(-.9
UCC FINANCING STATEMENT
f.
,( FOLLOW INSTRUCTIONS (iron! and back) CAREFULLY
A. NAME & PHONE OF CONTACT AT FILER [optional]
Mike Dalla, City Clerk, City of National City, CA (619) 336-4226
B. SEND ACKNOWLEDGMENT TO: (Name and Address)
r Mike Dalla
Office of the City Clerk
City of National City
1243 National City Blvd.
National City, CA 91950
L�
J
II III IIIII IIIII IIIII IIIII IIIII IIIII IIIII IIIII IIIII III I II III
JUN 24, 2008 9:51 AM
OFFICIAL RECORDS
SAN DIEGCI COUNTY RECORDER'S OFFICE
GREIGOR'YJ. SMITH.COUNTY RECORDER
FEES: 0.00
PAGES: 1
111111111111111111111111111111 11111 11111 11111 1111111111 111111111 II1111III (III
THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY
1. DEBTOR'S EXACT FULL LEGAL NAME- insert only one debtor name (la orib)-do n ot abbreviate or combine names
OR
1a. ORGANIZATION'S NAME
Koaz, Inc.
1 b. INDIVIDUAL'S LASTNAME
FIRST NAME
MIDDLE NAME
SUFFIX
Ic. MAILING ADDRESS
100 West 35th Street, Suite B
CITY
National City
STATE
CA
POSTAL CODE
91950
COUNTRY
U.S.
id
REMOVED
SEE INSTRUCTIONS
ADD'L INFO RE 11e. TYPE OF ORGANIZATION
DEBTOR ORGANIZATION I S Corporation
lf. JURISDICTION OF ORGANIZATION
State of California
tg. ORGANIZATIONAL ID#, if any
CA 1143672 in NONE
2. ADDITIONAL DEBTORS EXACT FULL LEGAL NAME - insert only one debtor name (2a or 2b) - do not abbreviate or combine names
OR
2a. ORGANIZATION'S NAME
2b. INDIVIDUAL'S LAST NAME
FIRST NAME
MIDDLE NAME
SUFFIX
2c. MAILING ADDRESS
CITY
STATE
POSTAL CODE
COUNTRY
2d. SEE INSTRUCTIONS
ADM. INFO RE 12e. TYPE OF ORGANIZATION
ORGANIZATION
DEBTOR
2f. JURISDICTION OF ORGANIZATION
2g. ORGANIZATIONAL ID #, it any
3. SECURED PARTYS NAME(orNAMEotTOTALASSIGNEEofASSIGNOR S/P)-insertonlygag secured party name(3a or3b
n NONE
OR
3a. ORGANIZATIONS NAME
Community Development Commission (CDC) of the City of National City
3b. INDIVIDUAL'S LAST NAME
FIRST NAME
MIDDLE NAME
SUFFIX
3c. MAILING ADDRESS
1243 National City Blvd.
CITY
National City
STATE
CA
POSTAL CODE
91950
COUNTRY
U.S.
. This FINANCING STATEMENT covers the following collateral:
Equipment, furniture, and office equipment with an approximate total market value of $85,500.00.
5. ALTERNATIVE DESIGNATION Iif applicable].( I LESSEE/LESSOR I CONSIGNEE/CONSIGNOR nBAILEE/BAILOR
6. 1 (This FINANCING STATEMENT is to be filed (for record] (or recorded) in the REAL
I ESTATE RECORDS Attach Addendum lit applicablel
n SELLERJBUYER f AG. LIEN NONUCCFILING
7, Check to REQUEST SEARCH REPORT(S) on Debtor(s)
(ADDITIONAL FEET !optional] All Debtors Debtor 1 nDebtor 2
8. OPTIONAL FILER REFERENCE DATA
For $15,000 Community Benefit Loan Program, CDC of National City, CA.
FILING OFFICE COPY — UCC FINANCING STATEMENT (FORM UCC1) (REV. 05/22/02)
International Association of Commercial Administrators (IACA)
UCC FINANCING STATEMENT
FOLLOW INSTRUCTIONS (front and back) CAREFULLY
A. NAME & PHONE OF CONTACT AT FILER [optional]
Mike Dalla, City Clerk, City of National City, CA (619) 336-4226
B. SENDACKNOWLEDGMENTTO: (Name and Address) —}
' Mike Dalla
OtTice of the City Clerk
City of National City
1243 National City Blvd.
National City, CA 91950
L
THE ORIGINAL OF THIS DOCUMENT
WAS RECORDED ON JUN 24. 2008
DOCUMENT NUMBER 2008-0338046
GREGORYJ SMITH. COUNTY RECORDER
SAN DIEGO COUNTY RECORDERS OFFICE
TIME: 9:51 AM
THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY
1. DEBTOR'S EXACT FULL LEGAL NAME- insertonlymedebtorname(Taorlb)- do notabbrevialeorcombine names
R
1 a. ORGANIZATIONS NAME
Koaz, Inc.
lb INDIVIDUAL'S LASTNAME
1c. MAIUNG ADDRESS
FIRST NAME
MIDDLE NAME
SUFFIX
100 West 35th Street, Suite B
1d. SEEINSTRUCTIDNS ADD INFO RE I le. TYPE OF ORGANIZATION
REMOVED ORGANIZATION
DEBTORI S Corporation
CITY
National City
1 f_ JURISDICTION OF ORGANIZATION
State of California
STATE
POSTAL CODE
CA 91950
g. ORGANIZATIONAL ID #, if any
CA 1143672
2. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert only one debtor name (2a or 26) - do not abbreviate or combine names
2a. ORGANIZATION'S NAME
OR
2b. INDIVIDUALS LAST NAME
2c. MAILING ADDRESS
COUNTRY
U.S.
CINONE
FIRST NAME
MIDDLE NAME
SUFFIX
CITY
STATE
POSTAL CODE
COUNTRY
2d. t3EE INSTRUCTIONS
ADO'L INFO RE 12e. TYPE OF ORGANIZATION
ORGANIZATION
DEBTOR
2f. JURISDICTION OF ORGANIZATION
2g. ORGANIZATIONAL ID #, if any
3. SECURED PARTY'S NAME(or NAMEof TOTALASSIGNEE of
1 1NONE
OR
3a. ORGANIZATIONS NAME
Community Development Commission (CDC) of the City of National City
3b. INDIVIDUAL'5 LAST NAME
FIRST NAME
MIDDLE NAME
SUFFIX
3c. MAILING ADDRESS
1243 National City Blvd.
e Ts
CITY
National City
STATE
CA
POSTAL CODE
91950
COUNTRY
U.S.
NG T oowing collatera
h
Equipment, furniture, and office equipment with an approximate total market value of $85,500.00.
5. ALTERNATIVE DESIGNATION fif applicable]
LESSEE/LESSOR
CONSIGNEE/CONSIGNOR
This FINANCING STATEMENT is to be filed [for record] (or recorded) in the REAL
ESTATE R CaRDS Attach Addendum ifa. hcehle
8, OPTIONAL FILER REFERENCE DATA
BAILEE/BAILOR
SELLER/BUYER
7. Check to REQUEST SEARCH REPORT(S) on Debtors)
AD 1110 A F A o tional
For $15,000 Community Benefit Loan Program, CDC of National City, CA.
AG LIEN
NON-UCC FILING
Debtor 1
Debtor 2
FILING OFFICE COPY — UCC FINANCING STATEMENT (FORM UCC1) (REV. 05/22/02)
International Association of Commercial Administrators °IACA)
COMMUNITY BENEFIT LOAN AGREEMENT
THIS COMMUNITY BENEPI1 LOAN AGREEMENT [AGREEMENT], is made between The
Community Development Commission (CDC) [OWNER] of the City Of National City, a
Redevelopment Agency, and Koaz, Inc. doing business as CPP Printing and Direct Mail
Marketing [BUSINESS OWNER], located at 100 West 35th Street, Suite B, National City,
CA, 91950, on June 3, 2008, to participate in the Community Benefit Loan Program.
RECITALS
1. The CDC desires to stimulate private investment in the City's Commercial Districts.
2. The CDC believes that investment on improvements visible to customers, neighboring
merchants, and residents will beautify the commercial corridors and increase the volume
ofbusiness by making the districts and individual businesses more attractive.
3. The CDC has adopted and established a Community Benefit Loan Program to assist
property and BUSINESS OWNERs to improve their properties located in a designated
area of the City of National City.
4. The designated area of the City of National City is the Redevelopment Project Area.
5. The CDC and the City of National City have determined that the project subject to this
AGREEMENT, per Labor Code section 1771.5, is exempt from State prevailing wage
requirements, so long as the alteration project is $15,000 or less, because the CDC has
elected to initiate and enforce a labor compliance program.
6. The CDC has determined that the business subject to this AGREEMENT is located in the
Redevelopment Project Area, has completed the SDSU Technical Assistance Program
and is eligible to participate in the Program.
7. As a condition of receiving the funds, BUSINESS OWNER(s) shall execute, among other
things, this AGREEMENT, a promissory note, and a security agreement, which security
agreement shall be recorded against the Business Property. These instruments are
intended to secure CDC'S continuing interest in the condition of the Business, as well as
the secure performance of other covenants contained in these AGREEMENTs.
NOW, THEREFORE, in consideration of the recitals and the mutual obligations of the parties as
herein expressed, the CDC and the BUSINESS OWNER(s) agree as follows:
AGREEMENT
DEFINITIONS
The following terms shall have the following meanings whenever used in this AGREEMENT,
except where the context clearly indicates otherwise. Any ambiguity as to the intended meaning
or scope of the terms set forth below will be resolved solely by the CDC through its designated
representative.
1
1. Completion Date is defined as the date that the contractor has finished the
business improvements per the AGREEMENT and Scope of Work and to the
satisfaction of the CDC, as evidenced by final inspection and sign off by CDC
staff.
Facade is defined as the exterior of a commercial building visible from the public
street, and excludes all else, unless otherwise determined by the CDC.
Parcel is defined as the unit of real property as identified within the County
Recorder's documents.
4. Program Manager is defined as the CDC's designated representative for the
Community Benefit Loan Program.
5. Project is defined as the total business improvements made to the business/
property outlined in the Scope of Work, attached as Exhibit "B", and approved
by the Program Manager.
6. Total Cost Expenditure is defined as the total actual costs incurred by and paid for
completing the project.
7. Contractor is defined as a contractor selected through the bidding process to
complete the business improvements per this AGREEMENT.
8. Participant is defined as the Property and/or BUSINESS OWNER of the property
to which the business improvements are made.
9. Property Owner(s) is defined as the person(s) on Title at the San Diego County
Recorders Office and identified on the Certificate of Ownership (Exhibit "A").
10. BUSINESS OWNER(s) is defined as the person(s) on Title on the business's
articles of incorporation, also doing business as CPP Printing and Direct Mail
Marketing.
11. Owner is defined as the Community Development Commission (CDC).
12. CDC is defined as the Community Development Commission of National City , a
municipal corporation, and its authorized representatives, officers, officials, directors,
employees and agents.
13. AGREEMENT is defined as this AGREEMENT entered into between the CDC
and BUSINESS OWNER(s).
14. Note (the NOTE) is defined as the certain promissory note in the total principal
amount of Fifteen Thousand Dollars ($15,000) to be executed by BUSINESS
OWNER(s) in favor of the CDC, evidencing all or any part of the funds, which is
secured by the security agreement as well as any amendments thereto, modifications
thereof or restatements thereof. The terms of the NOTE are hereby incorporated into
this AGREEMENT by this reference, attached as Exhibit "G".
2
15. Business Property is defined as the pledged collateral by the BUSINESS OWNER(s)
to the CDC as security for debt repayment.
16. Security Agreement is the agreement for security for the assistance by
BUSINESS OWNER(s), as well as any amendments to, modifications of, and
restatements of said Security Agreement. The terms of the Security Agreement
are hereby incorporated into this AGREEMENT by this reference, attached as
Exhibit "H".
]I. CERTIFICATION OF OWNERSHIP
1. The Property Owner(s) of the said property agrees to the improvements to the property
pursuant to this AGREEMENT and has signed the Certificate of Ownership, attached as
Exhibit "A" and incorporated by this reference.
III. PROPERTY/ BUSINESS OWNER(S) RESPONSIBILITIES
1. The Property Owner shall sign the CBL Program Application and submit to the
Program Manager by June 3, 2008.
• 2. The BUSINESS OWNER(s) shall meet with the Program Manager to discuss the
business improvement work to be completed, per this AGREEMENT by June 3,
2008.
3. The BUSINESS OWNER(s) shall sign this AGREEMENT and agrees to the
Scope of Work attached as Exhibit "B" and by this reference made part of this
AGREEMENT. The Scope of Work outlines the Community Benefit Loan
Project and itemizes approved costs based on the lowest bids, attached as Exhibit
4. The BUSINESS OWNER(s) shall be responsible for hiring the contractor from
the bid process to complete the improvement work.
5. BUSINESS OWNER(s) agrees to maintain the improvements made pursuant to
this AGREEMENT in good condition, and to repair or replace any damage that
occurs to the improvements, for a period of five (5) years following the
completion date of the improvements.
6. BUSINESS OWNER(s) shall maintain an inviting, clean, and attractive business
environment, satisfactory to and in the sole determination of the CDC.
7. BUSINESS OWNER(s) shall report annual statistics on property/ business
investment, sales tax, and job creation to the CDC of National City. See attached
Exhibit "D" for a report on 2006-2007 Data.
8. BUSINESS OWNER(s) shall, whenever possible, hire local contractors to
perform business improvement work and hire local employees.
3
9. The BUSINESS OWNER(s) shall keep in full force and effect, during any and all
work performed pursuant to this AGREEMENT, Comprehensive General
Liability insurance in the amount not less than $1,000,000. BUSINESS
OWNER(s) shall provide proof of insurance and is hereby attached as Exhibit
IV: CDC'S RESPONSIBILITIES
1. The CDC Program Manager shall meet with the BUSINESS OWNER(s) to
discuss scope of work for the business improvements.
The CDC shall reimburse the BUSINESS OWNER for improvement work
undertaken pursuant to this AGREEMENT, pursuant to a reimbursement process.
a. Loan funds will be distributed on a reimbursement basis for qualifying and
eligible expenses per this AGREEMENT. BUSINESS OWNER(S) must
submit all required reimbursement forms, supplemental and supportive
materials to the satisfaction of the CDC.
b. CDC Staff will review the receipts submitted, and other supporting
documents and conduct a walk through of the BUSINESS to make sure
that all work was completed in accordance with the Scope of Work in
Exhibit "B"
c. If all obligations under this AGREEMENT have been met, CDC shall
issue full reimbursement payment within forty-five days of final review
and approval of the reimbursement request.
V. LOAN TO BUSINESS OWNER(S)
1. The CDC agrees to Loan the BUSINESS OWNER fifteen thousand dollars
($15,000) for the purpose of improving the business at 100 West 35th Street,
Suite B, National City, CA, 91950, consistent with the terms of this
AGREEMENT. The Loan is secured by a NOTE and Security Agreement, and is
subject to repayment to the CDC if the BUSINESS is sold, leased, conveyed,
refinanced, vacated, transferred, assigned, alienated, or hypothecated within five
(5) years from the Completion Date of the improvements.
2. The NOTE is attached hereto as Exhibit "G" and incorporated herein by
reference.
The Note shall be secured by a Security Agreement, which is attached as Exhibit
"H" and incorporated herein by reference, and recorded against the pledged
BUSINESS PROPERTY.
VI. CONDITIONS OF LOAN / LIEN
4
1. BUSINESS OWNER(S) AND CDC agree that if the improvements detailed in the
Scope of Work, attached as Exhibit `B", on the BUSINESS commonly known as
CPP Printing & Direct Mail Marketing located at 100 West 35th Street, Suite
B, National City, CA, 91950, are maintained for at least five (5) years from the
Completion Date of the improvements, the Loan will be forgiven and BUSINESS
OWNER(S) shall not be required to repay the loan to the CDC. However, should
the BUSINESS be sold, hypothecated, vacated, leased, transferred, assigned, or
alienated on or before five (5) years from the Completion Date of the
improvements, this Loan shall be repayable in full by the BUSINESS OWNER(S)
to CDC, upon demand, with interest at the option of the CDC.
2. Interest shall be calculated at 8.5 % per annum simple interest retroactive to the
date of the Loan. Unless BUSINESS OWNER(S) has complied with the terms of
the AGREEMENT, the Loan identified shall constitute a lien upon the Business in
the amount of the loan plus interest computed.
2. BUSINESS OWNER(S) has pledged equipment, furniture, and office
equipment with an approximate total market value of $85,500.00, attached as
Exhibit "F".
VII. DEFAULT
1. A failure to use the funds received for work agreed upon in this AGREEMENT, or
any violation of any of the terms of this AGREEMENT, shall constitute a breach of
the AGREEMENT. CDC staff shall send a letter to the borrower in the case of
default on the loan account or a breach of contract and shall require the deficiency,
default, or breach be cured within 30 days. If the breach, default, or deficiency is not
cured in this time frame, then the City Attorney's Office may, at its discretion, initiate
formal legal proceedings. The borrower will be subject to all remedies available by
law.
VIII. DELINQUENCY
1. In the event of delinquencies, the loan provider shall commence collection of the
delinquent account using CDC staff and/or City Attorney staff as deemed
appropriate.
IX. RECORDATION OF AGREEMENT
1. The BUSINESS OWNER(S) and the CDC agree that this AGREEMENT shall be
recorded in the Office of the County Recorder and shall constitute constructive
notice to the public that upon sale, hypothecation, assignment, lease, transfer or
alienation of the BUSINESS within five (5) years from the Completion Date of
the Improvements, the Loan shall be repayable with interest. After five (5) years
from the Completion Date of the improvements, the Loan shall have no further
force and effect upon the BUSINESS OWNER(s) and the CDC shall execute and
record a full reconveyance of the Loan any and all documents necessary to clear
title to the BUSINESS OWNER(S) upon the request of the BUSINESS
OWNER(S).
5
X. TIIVIE OF PERFORMANCE
The contractor/ BUSINESS OWNER(s) shall complete the business improvements
within 3 MONTHS of the date of this AGREEMENT. The contractor shall submit
final bills and receipts to the Economic Development Division no later than 15 days
after the Completion Date.
XI. PROJECT FUNDING
The CDC has determined that this Project qualifies for Redevelopment Funds. The
CDC agrees to pay the Total Cost Expenditure not to exceed $15,000.
XII. NO AGENCY CREATED
Any Contractor, person, or otherwise hired by the BUSINESS OWNER(s) to
complete business improvements are not agents of the CDC, nor is there any
contractual relationship established between Contractor, person, or otherwise and the
CDC. Any provisions of this AGREEMENT that may appear to give the CDC any
right to direct the BUSINESS OWNER(s) concerning the details of the obligations
under this AGREEMENT, or to exercise any control over such obligations, shall
mean only that the BUSINESS OWNER(s) shall follow the direction of the CDC
concerning the end results of the obligations, consistent with the scope of work.
XIII. OWNERSHIP OF DOCUMENTS
Once the BUSINESS OWNER(s) has received the Final Payment for the business
improvements, all documents, including but not limited to, designs, plans, bids, bills,
and receipts, prepared or acquired by the BUSINESS OWNER(s) pursuant to this
AGREEMENT (including any duplicate copies) shall be the property of the CDC.
The CDC's ownership entitlement arises upon payment or any partial payment of the
project. The CDC's ownership of these documents includes use of, reproduction or
reuse of, and all incidental rights.
XIV. HOLD HARMLESS
The BUSINESS OWNER(s) agrees to defend, indemnify, protect, and hold the CDC
and its agents, officers, and employees harmless from and against any and all claims
asserted or liability established for damages or injuries to any person or property.
This indemnification and hold harmless agreement includes claims made by the
BUSINESS OWNER(s employees, agents, or officers, or judgments arising directly or
indirectly out of obligations or services under this AGREEMENT. Claims that arise
from, are connected with, or are caused or claimed to be caused by the acts or
omissions of the BUSINESS OWNER(s), and its agents, officers, or employees are
covered. Also covered are the claims or liabilities arising from, connected with,
caused by, or claimed to be caused by the active or passive negligent acts or
omissions of the CDC, its agents, officers, or employees which may be in
combination with the negligence of the BUSINESS OWNER(s), its employees, agents
6
or officers, or any third party. The BUSINESS OWNER's duty to defend, indemnify,
protect and hold harmless shall not include any claims or liabilities arising from the
established sole negligence or sole willful misconduct of the CDC, its agents, officers
or employees.
XV. DUTY TO DEPEND
The BUSINESS OWNER(s) further agree that the hold harmless agreement in
Section XI, and the duty to defend the CDC, require the BUSINESS OWNER(s) to
pay any costs the CDC incurs that are associated with enforcing the hold harmless
provisions, and defending any claims arising from obligations or services under this
AGREEMENT. If the CDC chooses at its own election to conduct its own defense,
participate in its own defense, or obtain independent legal counsel in defense of any
claim related to obligations or services under this AGREEMENT, the BUSINESS
OWNER(s) agrees to pay the reasonable value of attorneys' fees and all of the CDC's
costs.
XVI. COMPLIANCE WITH APPLICABLE LAWS
The BUSINESS OWNER(s) agrees to comply fully with all applicable Federal, State,
and local laws, ordinances, codes, regulations, permits, and design guidelines. The
CDC will not issue any payment to the BUSINESS OWNER(s) if the subject property
is in violation of any law, ordinance, code, regulation, permit, or design guideline.
The BUSINESS OWNER(s) assumes responsibility for any costs arising from repairs
or alterations caused by any violation of any law, ordinance, code, regulation, permit,
or design guideline.
XVII. WAGE RATES
Tax increment funds are used for the CBL Program. Whenever federal and/or local
funds are used, either in whole or in part, federal Davis -Bacon and/or state
prevailing wages must be paid for all onsite labor relating to the project. Any
improvements made to the business or property in addition to the CBL project must
be completed prior to starting, or at the completion of the CBL project and is at the
expense of the business/property owner. If the work is done simultaneously, then
prevailing wage must be paid on the entire project, including interior renovations.
For more information, log onto: www.wdol.gov (Davis Bacon website) and/or
www.dir.ca.gov/DLSR/statistics research.html (California Department of Industrial
Relations, Division of Labor and Statistics, information on prevailing wage).
Alteration projects under $15,000 are excluded from the prevailing wage requirement
under the City of National City's labor compliance program. Labor Code section
1771.5 allows the City of National City to exclude prevailing wage requirements
for alteration projects of $15,000 or less.
XVIII. NON -ASSIGNMENT
The BUSINESS OWNER, shall not assign the obligations under this AGREEMENT, nor
any monies due or to become due, without the CDC's prior written approval. Any
assignment in violation of this paragraph is grounds for immediate termination of this
7
AGREEMENT, at the sole discretion of the CDC. In no event shall any putative
assignment create a contractual relationship between the CDC and any putative assignee.
XIX. NO WAIVER
Any failure by the CDC to insist upon the strict performance by the other of any
covenant, term, or condition of this AGREEMENT, or any failure to exercise any
right or remedy consequent upon a breach of any covenant, term, or condition of this
AGREEMENT, shall not constitute a waiver of any breach or of such covenant, term
or condition. No waiver of any breach shall affect or alter this AGREEMENT, and
each and every covenant, condition, and term hereof shall continue in full force and
effect to any existing or subsequent breach.
XX. ORAL REPRESENTATIONS
This AGREEMENT and the exhibits and references incorporated into this
AGREEMENT fully express all understandings of the parties concerning the matters
covered in this AGREEMENT. No change, alteration, or modification of the terms of
this AGREEMENT, and no verbal understanding of the parties, their officers, agents,
or employees shall be valid unless made in the form of a written change agreed to in
writing by both parties or an amendment to this AGREEMENT agreed to by both
Parties in writing. All prior negotiations and AGREEMENTs are merged into this
AGREEMENT.
XXI. CHANGES OR AMENDMENTS TO AGREEMENT
All amendments to this AGREEMENT shall be in writing signed by the BUSINESS
OWNER(s), Property Owner, and the CDC.
This AGREEMENT is executed by The Community Development Commission (CDC) of the
City of National City acting by and through its Commissioners, and by the BUSINESS
OWNER(s).
Dated this , 2008.
Dated this
day of
COMMUNITY DEVELOPMENT
COMMI _ : N
By
Brad
ecutive Director
KOAZ, INC. DOING BUSINESS AS CPP
Printing and Direct Mail Marketing:
, 2008. KOAZ, I,NC.:
Walter Weinman, Chief Financial Officer
8
By
William Benko, Secretary
APPROVED AS TO FORM:
GEO �tI E EI��R, �� • t; rney
By
Claudia citua Silva
Senior Assistant City Attorney
EXHIBITS:
A —Certificate of Ownership
B - Scope of Work
C — Project Bids
D — Report to CDC
E - Business Insurance
F — Loan Collateral
G — Promissory Note
H — Security Agreement
State of California
County of �+J p i Lw )
On .fti,x1; 3,, � before me, < h 1 S(-4�P (-(1 , personally
appeared wi;A'M``j," ' who proved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)
acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
L
_
;Ctri.,;• Notary Public - California
�•` lif_ Son Diego County
\/ '"."" MlyConn. Expires Nby17,2p0091
9
COMMUNITY DEVELOPMENT COMMISSION of the CITY OF NATIONAL CITY
COMMUNITY BENEFIT LOAN PROGRAM
CERTIFICATION OF OWNERSHIP/ CONSENT TO IMPROVEMENTS
I/We ( 7JL`I CCM Mt y ("Property Owner") hereby certify that
(list all owners) 1?7?C / COM Vhi.J1
is/are the Owner(s) of recprd of c rtain mmercial real property
commonly known as 1 w GO .3 S 9f 5A. Cjj (address), National
City, California, 91950.
As Property Owner(s), we further certify that to the best of our knowledge, there are no
current code enforcement actions pending against the real property described above.
As Property Owner s),,w�cons t t9,the improvements to the business property located at
DO , 3 �. s i7 (Address), National City, CA, 91950.
I/We declare under penalty of perjury pursuant to the laws of the State of California that
the foregoing is true and correct.
Executed this day of JU�� , 2008, in National City, California.
By KE NGs/ c_omo J`/
(Property wner)
(Sig iaturc)
TON M _ 2
(Print Name)
EXHIBIT "A"
SCOPE OF PROJECT
TELEPHONE SYSTEM:
1. Bid by Mills Communications — This proposal is better suited for our business
needs. It is total software upgradeable, which means the phone system will
continue to be compatible with our business by software upgrades and not
having to buy new equipment every few years. This system cost for the GOLD
PKG is $7836.73 this package would best suit our business, along with a 36
month warranty and training. This company is not based in National City but
is a San Diego Company. For this reason we would like to go with this vendor.
• There are two other bids:
i. Pacific Coast TELECO - $5,604.49
ii. ATEL Communications - $5,861.62
1. These systems are not up to the same standard as the
Mills Communications system and are not as easily
upgrade with software only.
CONSTRUCTION / PAINTING:
1. Of the 4 bids for painting, cabinets and flooring, only one was based in
National City.
• M.L. Williams Construction —105 W. 35th St. National City. This
company's estimate was the most complete and through of all the bids.
The total for all improvements would exceed the total amount of the
CDC Benefit loan program. I will contact M.L. Williams Construction to
find out if they will honor the costs if we only have them complete part
of the items listed on their estimate. If this is amicable with them then
the costs would be as follows:
• Drywall $1209.43
• Floor Covering vinyl $3587.51
• Painting $ 823.08
• Cleaning $ 272.72
• Sub -Total $5892.74
• Sales tax 0 8.75% $ 515.61
• Profit L 10% $ 589.27
• Total cost $6997.62
Total project cost of bids 1 and 2:
r PHONE SYSTEM TOTAL COST
CONSTRUCTION / PAINTING
➢ TOTAL PROJECT COST
$7,836.73
$6,997.62
$14,834.35
Exhibit "B"
SDSU SMALL BUSINESS CONSULTING
REPORT AND RECOMDATIONS
TEN "SLAM DUNK" IMPROVEMENTS:
1. Collect new customer information at time of order. This is being done at
any contact with potential and existing customers.
2. Hire Temporary to update current and past customer information. Hired a
new employee to do this along with making estimates and quotes, filing
and as the formal secretary.
3. Use promotional codes to track marketing effectiveness. We have begun to
do this in our marketing efforts, along with changing the name of the
company to go along with our new marketing strategies.
4. Conduct periodic analysis of financial information. This is being done
with the implementation of QuickBooks and the hiring of a temporary
bookkeeper to enter the data for accuracy and instant access, for analysis.
5. Establish a customer referral program. This idea has been tried but not
totally implemented at this time.
6. Join local San Diego business directories. We have some exposure, but
have not been able to do this yet. We have done various charity functions
with the donation of printing and our ads on the program.
7. Develop and execute a direct mail marketing campaign. This is an on-
going project in both the direct mail approach and we have implemented a
bi-weekly email newsletter, which is well accepted by the subscribers.
8. Develop a marketing strategy for Coronado. At this time we are not
concentrating on one city but rather the south bay area.
9. Hire a new web developer. We have changed to a different provider and
have many new options, for marketing the business, which we did not
have before. The new look of the website along with the email newsletter
have helped in our marketing strategies.
10. Remodel Front Offices. This is one of the uses for this loan package is to
paint, add new flooring, finish off existing modifications to the working
areas and install new phone system to improve our overall work flow.
Copy Post Printing
SDSU Small Business Consulting
Final Report
BA 404
Spring 2006
By
Carlos Robles
SDSU International Business Major
Andrew Itaya
SDSU Accounting Major
Brandon Howlett
SDSU IMC Major
EXECUTIVE SUMMARY
Our research, observations, and recommendations were for the main effort of assisting you in
creating new marketing strategies and improving operational management. Working closely
together we identified areas of needed improvement affecting you both internally and
externally. After much consideration we recognized three objectives that we felt would be
most beneficial to you. The three objectives our consulting team identified were: client
information within the database, website control and usage, and the development of new
marketing strategies.
Objective one focused on client information within the database. From our research and
observations we noticed that the majority of customer's within your client's database were
missing information critical to your ability to contact customers and market new products
and services. We realized that this problem was mostly due to a lack of structure in collecting
customer information at the point of sale_ Our recommendations included a framework for
collecting required information from new clients as well as the retrieval of information from
past or current clients within the database. This recommendation was made so that you will
have the most complete information when it comes time to market to current clients.
Objective two focused on an
is potential. Our observations
supported your opinion that you lack native -control. Coincedently, you were
recently approached by another web developer with a proposal to switch services. Our focus
was to assist you in analyzing your current and alternative web developer, and recommend a
selection based on our observations. The second focus was to analyze why there existed a
lack of customer usage and overall traffic to your website. Findings indicated that lack of
customer awareness contributed to the limited use of the website to purchase products or
services online. Our recommendation was to notify all current customers via direct mail the
products and services provided on the website, as well as increasing the visibility of the
website by enrolling it in online business directories to increase knowledge, visibility,
Our last objective focused on measuring your current marketing strategies as well as
recommend new approaches to generating revenue. From our observations, we recognized
28
TEN "SLAM DUNK" IMPROVEMENTS
Idea 1: Collect All New Customer Information At Time Of Order
Idea 2: Update Current Client Information
Idea 3: Use Promotional Codes to Track Marketing Effectiveness
Idea 4: Conduct Periodic Analysis of Financial Information
Idea 5: Establish Customer Referral Program
Idea 6: Affiliate with Local San Diego Business Directories
Idea 7: Develop and Execute A Direct Mail Marketing Campaign
Idea 8: Develop a Marketing Strategy for Coronado
Idea 9: Hire A New Web Developer
Idea 10: Remodel Front Room
Idea 2: Hire A Temporary Employee To Update An Current And Past Customer
Information
30
In analyzing your client database, we discovered numerous clients with missing or
incomplete information. We recommend that you update the records of your current and
past clients. Currently your database is not complete and lacks pertinent data needed for
effective marketing communications. It is our opinion that this information is vital to your
marketing and revenue -generating strategies. We also suggest that your company hire a
temporary employee to perform this time consuming task. We recommend a compensation
equaling or slightly above minimum wage. This person will be responsible for identifying
clients with incomplete information and proceed with contacting them via telephone or
email. As the employee attends to each record, he or she will update records as well as
remove former clients that cannot be reached or are no longer in business, Once each record
has been updated, the employee's contract shall expire. At that point you must continue to
collect complete customer information of new clients and verify current client data. During
the course of this process, each contacted client should also be given the opportunity to fill
out a survey, where upon completion they will receive a discount on their next purchase. The
survey will extract the needed information to complete missing fields in the database while
also collecting data relevant to purchase history, product satisfaction, customer experience,
and reasons for their frequency in purchases. The survey can he performed via direct mailing
or email.
Idea 4: Conduct Periodic Analysis of Financial Information
As mentioned in objective three we recommend that your company perform periodic analysis
of your data to measure your company's performance_ From our initial observations it
appeared that you did not fully analyze this type of information. Your software gives many
options to filter information and look at data in different perspectives. We were able to
conduct a three year analysis of sales by customer source and identified radio advertising as a
weak source of sales and networking as a possible opportunity. We used such financial ratios
as gross profit margin and margin percentage. If you conducted similar analysis periodically
you could better measure how well certain profit centers are performing and compare them to
sales trends and forecasts. Appendix L lists some helpful financial ratios for your company to
consider.
32
34
Idea 6: Join Local San Diego Business Directories
As mentioned earlier in recommendations for the development of marketing strategies, we
suggest that your company become members of various San Diego business directories.
From our research, we have found that these directories can increase the visibility of your
company and its products to potential clients in the area. We have identified several
directories that are located online. The fees for these directories are inexpensive, and three of
the selected directories were to enroll. Appendix I has a complete listing of the our
recommended San Diego business directories along with the website, brief description, and
what information about your company will be listed on for each site, and number of other
printing centers that are listed.
36
Idea 8: Develop a Marketing Strategy for Coronado
As we mentioned in our recommendation for objective three, we suggest your company to
develop a marketing strategy targeted to the businesses of the City of Coronado. Currently
there arc no printing shops located in Coronado. Your company has a great position in being
located in the nearest city to the town. We recognized that you are already part of the
Coronado yellow pages, and we suggest other options as well. We recommend you join the
Coronado Chamber of Commerce. By being a member you will be listed in their directory
giving you greater visibility to Coronado businesses. The annual membership is $210.00.
Appendix 1 contains general information about the directory and includes what contact
information your company will be able state. We also recommend you identify a large
majority of other Coronado businesses either listed in the yellow pages or Chamber of
Commerce directory to conduct a direct mail campaign highlighting your services and a
special discount. Also use the promotional code stated in objective three to track this
marketing effectiveness. We have listed all details that we believe are necessary in Appendix
J.
38
Idea 10: Remodel Front Room
According to our sales analysis, you receive a majority of your first-time customers as walk-
ins. Your customer service area must be an extension of your brand personality. Your
business must be professional in appearance with a welcoming environment. We believe that
a few simple changes will make a significant difference. Since the reception area is where
business is conducted, the room should appear separated from the remainder of the building.
We suggest adding a spring -loaded door between the room and the rest of the building. This
will ensure that prospective clients won't see what's supposed to be behind the scenes. This
will also reduce any noise generated by machines or employees working. We also suggest
that you repaint the walls and clean the floor. Artwork or poster prints are generally
inexpensive and can add decoration to the reception area. Think of this space as a meeting
room. You should have a work space for clients to spread out their ideas and discuss them
with you. A small conference table and chairs would make for an excellent area to talk
business. Sofa seats don't make for a very professional environment. As well, a small coffee
table with samples of work and other product options would make for a more pleasant
environment.
PROPOSAL FOR
February 15, 2008
One INTER-TEL CS-5200 private telephone -system with Voice Mail. The system will include:
Complete installation and Basic Programming;
Five (5) hours of Project Management and Training;
EQUIPMENT LISTING:
One (1) Inter -Tel CS-520015400 Base System Chassis;
One (1) 1U Rackmount Chassis;
One (1) Four Port Integrated Voice Mail;
One (1) Page Port and One (1) MOH Port;
One (1) Dual Analog Trunk Interface; (Accommodates 2 CO Lines)
One (1) Dual Single Line Station Interface; (Accommodates 2 Single Line Ports)
Three (3) Expansion Bays for PSTN Interfaces;
One (1) Inter -Tel Processor Module w/ License and Software;
One (1) Inter -Tel Digital Expansion Interface; (1U Rackmount Chassis for Digital Endpoints)
One (1) Inter -Tel Software Site License;
One (1) Inter -Tel Advanced CO Interfaces Feature;
One (1) Inter -Tel System Forwarding Feature;
One (1) Inter -Tel Automated Route Selection Feature;
One (1) Inter -Tel Directories Feature;
One (1) Inter -Tel Uniform Call Distribution Feature;
One (1) Inter -Tel Multilingual Feature;
One (1) Inter -Tel Record -A -Call Feature;
One (1) Limited Multi -Site Networking — Three IP Networking Licenses Included;
One (1) Inter -Tel CS-5200/5400 Digital Endpoint Module; (Accommodates 16 Digital Stations)
One (1) Inter -Tel CS-5200/5400 Digital Endpoint Module Cable Adapter;
One (1) Inter -Tel CS-5200/5400 Quad Loop Start Modules; (Accommodated 4 Additional Lines)
Two (2) Inter -Tel 8560 — 6 Line Display Endpoints;
Six (6) Inter -Tel 8520 — 2 Line Display Endpoints;
One (1) BR 900 UPS Battery Backup;
One (1) Installation Stock Package;
CAT 5 — 24 Port Patch Panel, Cable Management, 5 Foot CAT 5 Patch Cord, NetGear Switch
One (1) 3U Wall Mount Bracket for CS-5200/5400;
One (1) Voltage Surge Protector;
Offer expires end of quarter — March 31, 2008
EXHIBIT "C"
PROPOSED PRICING FOR
February 15, 2008
PURCHASE OPTIONS:- (Excluding Applicable CA Sales Tax)
SILVER PACKAGE:
12-MONTH WARRANTY on all parts and labor;
12-MONTH unlimited web -based training during warranty period;
Total System Cost plus applicable CA sales tax
A typical 60 month lease ($1.00 buyout) payment would be:
Lease pricing based on credit approvat
GOLD PACKAGE:
36-MONTH WARRANTY on all parts and labor;
36-MONTH unlimited web -based training during warranty period;
Total System Cost plus applicable CA sales tax
A typical 60 month lease ($1.00 buyout) payment would be:
Lease pricing based on credit approval
PLATINUM PACKAGE:
60-MONTH WARRANTY on all parts and labor;
60-MONTH unlimited web -based training during warranty period;
Total System Cost plus applicable CA sales tax
A typical 60 month lease ($1.00 buyout) payment would be:
Lease pricing based on credit approval
0
TOTAL SOLUTION/MANAGED CARE:
60 Month Operating Lease (Renewal Options Available)
Lease pricing based on credit approval
FULL SERVICE AND WARRANTY total coverage on all pads and labor;
GUARANTEED RATES FOR EXPANSION fixed monthly cost per item;
UPGRADE AND RECAST FLEXIBILITY major forklift upgrade (if needed) without penalty;
SYSTEM SOFTWARE UPGRADES version level software updates and labor to install;
RISK OF LOSS COVERAGE insurance on equipment included, no deductible;
DISASTER RECOVERY PROVISION your system database files stored at our facility;
SYSTEM TRAINING end user and system administrator (2 administrator maximum);
DISCOUNTED SYSTEM RELOCATION 30% discount off of standard labor rates;
DISCOUNTED ADDS/MOVES/CHANGES
REMOTE PROGRAMMING SESSIONS 2 per month not to exceed 1 hour per session;
GUARANTEED RENEWAL OPTIONS 36 month renewal at % the payment;
$ 6,965.98
$ 159.52
$ 7,836.73
$ 179.46
$ 8,707.48
$ 199.40
$ 207.35
Offer expires end of quarter — March 31, 2008
FROM :Pacific Coast TELEC FAX M7. :6196582028
a$
_.T
MEMBER
SAN MOO
COPY POST PRINTING
ATTENTION: PAUL ROBINSON
APRIL 5, 2007
Apr. 05 2007 03:36FM P2
PACIFIC COAST
TELECD.
MORE THAN JUST TALK
INSTALLATION OF NEC ELECTRA ELITE IPK Il DIGITAL TELEPHONE SYSTEM
INCI.,UDTNG (NEW): .
1 - NEC CONTROL, tJNFI EQUIPPED FOR 8 LINES, 8 DIGITAL PHONES WITH
CAPACITY OF 456 PORTS
6 - DTH-8D-2 8 BUTTON DISPLAY PHONES WITH SPEAKERPHONE
2 - DTIT-16D-2 16 BUTTON DISPLAY PHONE WITH SPEAKERPHONE
I - TELECO PERFECT VOICE ELITE VOICE MAIL / AUTO ATTENDANT
SYSTEM WITH 4 PORTS, 17 HOURS OF MESSAGE STORAGE
- INSTALLATION, TRAINING AND ONE YEAR WARRANTY
TOTAL: $ 4,750.00 + TAX ($ 330.49) 3qV(�r
DOES NOT INCLUDE CABLING. ANY CAB.I.JNG WILL BE QUOTED SEPERATELY.
CASH TERMS:
50% WITH ORDER.
50% UPON INSTALLATION
36 MONTH LEASE PURCHASE WITH $ 1.00 BUY OUT - $ 175.13.00 PER MONTH
INCLUDING '1 AX
(REQUIRES FIRST AND LAST + $ 73 DOC FEE)
OPTIONS:
5 YEAR. EQIJIPMENT WARRANTY, 1 YEAR ON SITE LABOR WARRANTY -
TTi1 J'PI TONE SYSTEM - ADI) $ 299.00 + TAX
VOICE MAIL SYSTEM - ADD $ 225.00 + TAX
STEVE SEI.IGMANN
PACIFIC COAST TF.T.ECo
.422 Glacier Ave, Suite A
'an Diego, California 92120
www.pacificcoastteleco.corn
ACCEPTED BY:
DATED:
Lic ## 792906
Ph: 619-280-1222
Fax: 619-858-2028
Toll Free: 888-828-2923
APR 05,2007 16:11
6198582028
Page 2
I�i��lf
c�vn�wATErArovs u�r.
Ref# 6012 copypost
Aid Representative:
Alan Frischman
SYSTEM ORDER AGREEMENT
FOR THE PROSPECTIVE CUSTOMER_
Page 1 of 3
Customer Contact:
Paul Robinson
Copy Post Printing
100 W 35Th Street, Suite B, National City, CA 91950
Tel: 619-425-1999 Fax: 619-425-1984
Installation Address: 100 W 35Th Street, Suite B, National City, CA 91950
NEC ELECTRA ELITE IPK II BUSINESS TELEPHONE SYSTEM - REVISED
WORKING EQUIPPED CAPACTTY
CO TRUNKS:
DIGITAL STATIONS:
VPS PORTS:
VPS HOURS:
8 8
8 8
4 4
10 10
ELECTRA SYSTEM HARDWARE
1 NEC Electra Elite IPK Cabinet With External Paging Port And Battery Backup(8 Card SIots)
I Central Processing Unit II (32 Bit, 64 Ports)
I Wall Mount Kit
2 Four (4) Channel Caller I.D. Trunk Card
I Eight (8) Channel Station Card
I Power Surge Protector
ELECTRA STATION HARDWARE
6NEC IPK Display SpeakerPhone With 8-Programmable, I I -Function & 4-Soft Keys, Message Lamp [Blk]
2 NEC IPK Display SpeakerPhone With 16-Programmable, 11-Function & 4-Soft Keys, Message Lamp [B1k1
Note: ATEI. Will Reuse Existing Cabling; Additional Cabling, If Any, Will Be Billed Separately
VOICE PROCESSING SYSTEM
1 NEC EliteMail VMP Voice Processing System (4 Ports, 10 Hours, 200 Mail Boxes)
I Automated Attendant/Voice Messaging Feature
1 Voice Mail Feature
I Caller Queing Feature
I Transaction Processing Feature
I Cascade Outdial Feature
I Live Record Feature
I Caller Screening Feature
I Paging Notification Feature
I Live Monitoring Feature
I Directory Listing Feature
1 Multiple Message Delivery (Home, Cell, Etc.)
I Day And Time Stamp
I Voicernail Control With Screen Prompts on Sof,keys of Display Phones
* Total system capacity cannot exceed 456 ports and is subject to exact configuration.
Customer Signature:
8447 Miramar Mall
San Diego, CA 92121-2522
(858) 646-4600 Fax: (858) 646-4680
Service: (858) 646-4646
ATE
¢OVAN ATENS I
Ref# 6012 copypost
Plan "A": Cash
PRICE SUMMARY
Copy Post Printing
Please initial the desired plan:
Plan "B ": Lease*
SALES:
TRADE IN:
5,725.84
(200.00;
SUBTOTAL: 5,525.84
SALES TAX: 335.78
SALES TOTAL:
TERMS:
5,861.62
Two Payments of 50% each:
1) $2930.81 upon Acceptance.
2) $2930.81 due at Cutover.
Free Warranty Upgrade
ATTENTION!!!
A special promotion for this purchase
Sign up for our unique & famous PROTECT&CARE
Maintenance Plan and we will upgrade your warrant
to the Maintenance Plan level at no extra charge!
NO STRINGS ATTACHED!!!
Page 2 of 3
24 MONTHS: 265.57
36 MONTHS: 191.50
48 MONTHS: 162-51
60 MONTHS: 141.49
72 MONTHS: NA
Please circle the desired period.
This plan is subject to credit approval.
TERMS: Monthly Payments
Fair Market Value Buyout
Two Payments Down
Plan "C": Other
The system purchase includes INSTALLATION, TRAINING, and ONE YEAR FULL SERVICE WARRANTY.
ALL PRICES QUOTED ARE VALID FOR THIRTY (30) DAYS FROM THIS DATE: 10 Apr-2007
NOTE: Due to new F.C.C. Cable Regulations, there may be a Time and Material Charge for bringing TelCo to phone equipment location.
*The Lease plan is subject to credit approval, and AC reserves the right to terminate the contract in the event the Customer's credit was not
approved. AC DOES NOT OFFER a Lease Plan, but DOES SHOW an offer from the third party leasing company with which the Customer
shall have the binding contract. AC shall collect the deposit and Customer shall be held liable for any unpaid balance. Lease figures may vaiy.
TERMS AND CONDITIONS
This System Order Agreement is made and entered into between Mel Communications Inc.. 8447 Miramar Mall, San Diego, CA 92121-2522,
hereinafter referred to as "AC" and the "CUSTOMER" whose name appears on the top of the first page of this agreement.
In consideration of the mutual agreement herein contained, AC agrees to sell to Customer and Customer agrees to buy from AC, a Communications
System in accordance with the following terms and conditions:
I. The exact itemized configuration of the system is described in this agreement- The installation of the system includes miscellaneous material.
and labor necessary to complete the installation- The equipment remains the property of AC until it is paid in full_
continueson the additional page
Customer Signature:
8447 Miramar Mall
Son Diego. CA 92121-2522
(858) 646-4600 Fax: (858) 646-4680
Service: (858) 646-4646
M.L.Williams Construction Lic.#754430
105 W. 35th Street, Suite P, National City, Ca.91950
Office: (619) 425-8100 Fax: (619) 425-8181
Client: COPY POST PRINTING Office: (619) 425-1999
Cellular: (619) 838-1999
Property: 100 w 35th street, suite b
National City, CA 91950
Operator Info:
Operator: TAYLOR
Type of Estimate: Repair
Dates:
Date Entered: 02/19/2008
Price List: CASD4B7B
Restaration/Service/Remodel
Estimate: CPP2
This estimate is for repairs and improvements at two areas. All contents, equipment, shelving, supplies, etc. shall be
disassembled, moved, moved back, and reinstalled by the owner. The glue down carpet in one room shall be removed and
disposed of by the owner. THIS ESTIMATE INCLUDES SHEET VINYL FLOORING AT THE TWO ROOMS AS AN
ALTERNATIVE. The epoxy finishing of the floors, as estimated in the other estimate may be cost prohibitive, and would
require the floor areas to be inaccessible for a minimum of 5 days.
M.L.Williams Construction
Lic.#754430
105 W. 35th Street, Suite P, National City, Ca.91950
Office: (6I9) 425-8100 Fax: (619) 425-8181
Room: Middle Room
Missing Wall:
Subroom 1: Offset
Missing Wall:
Missing Wall:
DESCRIPTION
3- 3'0"X7'0"
1- 4'6"X7'6"
1- 3'0"X7'0"
CPP2
Opens into E
Opens into 0
Opens into E
QNTY
LxWxR 23'3" x 10'6" x 7'6"
Goes to Floor
LxWxH 4'6" x 3'9" x 7'6"
Goes to Floor/Ceiling
Goes to Floor
UNIT COST TOTAL
Contents - move out then reset (BY OWNER)
Remove Deep sink
Remove Sink faucet
Remove Cabinetry - lower (base) units
Remove Countertop - post formed plastic laminate
Rough in plumbing - per fixture
110 volt copper wiring runs and boxes for electrical at cabinet areas
Dedicated circuit for hot water unit under sink.
Electrical metallic tubing, (conduit)
Ground fault interrupter (GFl) outlet
Outlet
Electrical - hot water unit for under sink
Reverse osmosis filter system for water dispenser - detach/reset (BY
OWNER)
R&R Angle stop
R&R Plumbing fixture supply line
Drywall Installer / Finisher- per hour for repairs
Drywall repair materials
Texture drywall at repair areas to match
Mask and prep for paint - plastic, paper, tape (per LF)
Seal then paint the walls (2 coats)
(Material Only) Cabinetry - lower (base) units (including fill strips and
tockick)
(Material Only) Cabinetry - upper (wall) units
(Material Only) Countertop - solid surface - Standard grade
Carpenter - Finish, Trim / Cabinet for installation of cabinets and
counter top.
Sink cut out at counter top
(Material Only) Sink - single deep sink (BY OWNER)
(Material Only) Sink faucet (BY OWNER)
(Install) Sink - single
(Install) Sink faucet
Floor preparation for sbeet goods
Vinyl floor covering (sheet goods)
This vinyl flooring is a suitable alternative to epoxy finishing the floors.
Vinyl - metal transition strip
CPP2
1.00 EA @
1.00 EA @
1.00 EA @
10.83 LF
11.00 LF@
1.00EA@
3.00EA@
1.00 EA @
40.00 LF @
3.00 EA @
3A0 EA @
1.00EA@
1.00 EA @
3.00EA@
3.00 EA @
8.00HR@
1.00 EA @
82.50 SF @
75.00 LF @
478.50 SF @
8.50 LF@
6.00 LF,@
24.75 SF @
1.00 EA@
1.00 EA @
1.00 EA @
1.00 EA @
1.00EA@
1.00 EA @
261.00 SF @
312.00 SF @
25.93 =
19.96 =
15.19 =
3.77 =
545.64 =
78.34 =
122.90 =
6.93 =
29.57 =
18.01
417.56 =
31.10=
17.37 =
64.55 =
49.16=
0.47=
0.93-
0.69 =
96.10 =
79.85 =
41.76 =
1,128.00 =
35.00 =
80.48 =
57.74 =
0.94 =
5.23 .--
(Saves money and valuable time)
6.00 LF @
3.44 =
02/21/2008
BY OWNER
25.93
19.96
164.51
41.47
545.64
235.02
122.90
277.20
88.71
54.03
417.56
BY OWNER
93.30
52.11
516.40
49.16
38.78
69.75
330.17
816.85
479.10
1,033.56
1,128.00
35.00
BY OWNER
BY OWNER
80.48
57.74
245.34
1,631.76
20.64
Page: 2
105 W. 35th Street, Suite P, National City,
Office: (619) 425-8100 5-
Fax: (619) 425-8181
DESCRIPTION
Vinyl or rubber cove base - 4"
CONTINUED - Middle Room
M•L•Williams Construction
Lic.#7M430
QNTY UNIT COST TOTAL
48.00 LF @
3.50 = 168.00
Room: Side Room
Missing Wall; 2 - 3'0" X 7'0" LxWxN 20'8" x 10'6" x 7'9"
Opetts into E Goes to Floor
DESCRIPTION
Contents - move out then reset (BY OWNER QNTY UNIT COST TOTAL
Drywall Installer / Finisher - per hour for ) I.00 EA @ BY OWNER
repairs 8.00 EA
Drywall repair materials@ 64.55 = 516.40
Texture drywall at repair areas to match 1.00 EA @ 56.96 = 56.96
Baseboard - Detach and reset 2.46 = 67.50 SF @ 0 47 =
56.33 LF @ 31.73
Mask and prep for paint - plastic, paper, tape (per LF) 138.57
Seal then paint the walls (2 coats) 62.33 LF @ 0.93 = 57.97
Paint baseboard, oversized - two coats @ 1 O8 441.08 SF @ 0.69 08 =
56.33 LF - 304.35
Floor preparation for sheet goods 60.84
Vinyl floor covering (sheet goods) 217.00 SF @ 0.65 = 141.05
264.00 SF @ 5.23 = 1,380.72
80"72
Room: General Items
DESCRIPTION
General clean - up QNTY UNIT COST TOTAL
$ 00 HR @ 34.09 = 272.72
CPP2
02/21/2008 Page: 3
M.L.Williams Construction Lic.#754430
105 W. 351 Street, Suite P, National City, Ca.91950
Office: (619) 425-8100 Pax: (619) 425-8181
Summary for Repair
Line Item Total 11,800.38
Material Sales Tax ® 8.750% x 5,272.30 461.33
Subtotal 12,261.71
Overhead @ 10.0% x 12,261.71 1,226_17
Profit Q 10.0% x 12,261.71 1,226.17
Net 14,714.05
c
CPP2
02/21/2008 Page: 4-
M.L.Williams Construction Lic.#754430
105 W. 35th Street, Suite P, National City, Ca.9 1950
Office: (619) 425-8100 Fax: (619) 425-8181
Recap by Room
Estimate: CPP2
Middle Room 8,839.07 74.90%
Side Room 2,68859 22.78%
General items 272.72 2.31%
Subtotal of Areas 11,800.38 100.00%
Total
11,80038 100.00%
CPP2 02/21/2008 Page:5
M.L.Williams Construction Lic.#754430
105 W. 35th Street, Suite P, National City, Ca91950
Office: (619) 425-8100 Fax: (619) 425-8181
Recap by Category
O&P Items
Total Dollars
CABINETRY 3,49251 23.74%
CLEANING 272.72 1.85%
GENERAL DEMOLITION 272.63 1.85%
DRYWALL 1,209.43 8.22%
ELECTRICAL 777.86 5.29%
FLOOR COVERING - VINYL 3,587.51 24.38%
FINISH CARPENTRY ITRIMWORIC 138.57 0.94%
PLUMBING 1,226.07 8.33%
PAINTING 823.08 5.59%
Subtotal 11,800.38 80.20%
Material Sales Tax ® 8.750% 461.33 3.14%
Overhead Q 10.00% 1,226.17 8.33%
Profit @ 10.00% 1,226.17 8.33%
O&P Items Subtotal 14,714.05 100.00%
:rand Total 14,714.05
CPP2 02/21/2008 Page: 6
NR PAINTING, INC_
cALIC% 795562.
"For All Your Painting Needs!"
P.O. Box 213032 Chula Vista, CA 91914 Toll Free (866) 619-2699
DATE
January 8, 2008
ADDRESS
100 W 35th St
CITY -
National City, CA 91950
Scope of Work: Interior Painting
Interior walls in two rooms will receive two coats of premium 100% acrylic interior flat or low sheen paint
Frazee or Dunn -Edwards applied at package consistency, WITHOUT THINNING COLORS_
Minor holes and cracks on the walls will be repaired as needed to match existing texture as close as
possible.
Office (619)934-5901 Fax (619) 934-7433
Proposal & Contract
SUBMITTED TO:
Paul Robinson - Copy Post Printing
PROJECT ADDRESS
Same
TELEPHONE FAX#
619/ 425-1999 619/425-1984
Drywall repair to be done at new open areas, including taping, metal corners and texture to match existing
Concrete floor will be thoroughly cleaned in order to remove foreign matter and properly degreased with a
PSP cleaning solution prior to top coating
Concrete floor will receive two coats of Acrylic epoxy paint applied with a brush and roll method and
applied at package consistency, WITHOUT THINNING COLORS.
Surface not to be painted (ceiling, hardware, plants, windows, doors, frames, closets, etc) will be covered
and protected with drop cloth and/or 2 ml clear plastic.
Colors: to be determined
Payment to be made as follows:
I. No down payment is required to initiate contract performance.
2. Payment in full upon completion of painting operation
All material is guaranteed to he as
practice. Any alteration or deviation from
only upon written orders, and will became
contingent upon strikes, accident, or delay
specified All work to be completed according to standard
the above specification invoking extra cost will he executed
an extra charge over and above estimate. All agreements are
beyond our control
We hereby propose to furnish materials and labor in accordance with above specification for the sum
of
Two Thousand Eight Hundred Seventy Dollars
ACCEPTANCE OF PROPOSAL
The above price, specification and condition are satisfactory and are accepted. You are authorized to
do the work us specified. Payments will be made as mentioned above.
ACCEPTED BY:
DATE:
..... _.___ ($2,870.00)
GJ zE. mac...
uthorized by
Nicola Ricci
Contractor
Kreative Home Improvements
856. Deland Ct
El Cajon, CA 92020
Name I Address
Copy Post Printing
100 W.35th St. Suite B
National City, Ca 91950,
Estimate
Date
Estimate tt
2/19/2008
19055
Project
Project
Store Upgrades
Description
Qty
Rate
Total
Demo Existing Cabinets, Counter top, Remove water heater(Savc
water heater to reinstall if working.) Disconnect plumbing as nec.
etc. Haul Away all Debris.
200.00
200.00
Install new Kitchen cabinets. Base cabinets to follow existing
layout. Upper cabinet Follow 1 wall opposite of sink wall. Color to
be specified by owner. Labor and Materials
3,860.00
3,860.00
Install new Formica counter top. Color to be specified by owner.
875.00
875.00
Labor and materials
Install new Sink and hook up plumbing. Labor and Material.
175.00
175.00
Touch up walls and Patch Drywall @ header.
375.00
375.00
Epoxy Floor. 927sq. ft.
927.50
927.50
Paint walls in areas Discussed.
850.00
850.00
Total
57,262.50
• KING OF THE
PAINTERS !tic.
Kng 01 The Painters, Inc.
4155CsmimAI ie
La Mess, CA9t941
(61914634133! FAX (519) 66C-854B
Tat Free (890) 555-KING (5464)
CA License 4 429555
Member Better Business Wean
an rw kingofthepautters.wm
irrfo(a kingotthepai nters.com
Residertia4Ccrimercial Panting
and Specialty Finishes
Serving San Diego County
Since 1975
JAN 03,2008 17:32
Copt Post Printing interior proposal continued page 2...
Schedule of Materials Dunn -Edwards Paints
Block it Oil Primer
Decove] Premium flat
Aristoglo low sheen/semi-gloss enamel
Color Selection
To he determined
Cost Schedule breakdown
I2nrpayment deposit
d
payment due upon completion
Total Project Cost Labor and Materials
$ 275.00
$ 600.00
$ 875.00
Optional Work
Repair damaged drywall areas, float, & spot texture in copy room $ 475.00
Optional Carpentry Work:
We offer optionaliadditional carpentry work which can be performed at a rate of
$65.00 per man hour plus the cost of materials.
* This is not in the original scope of the contract.
Terms & Conditions for King of the Painters Co., Inc.
PERFORMANCE OF SERVICES. All of the services provided by King of the Painters, Inc.
and any -of its sub -contractors, independent contractors or assigns shall be performed in a
workmanlike manner according to standard industry practices.
Any additions to or deletions from the schedule of work set forth above shall be in writing and
signed_by the party to be charged. In the event it is not practical to obtain a signature from the
Customer, or if a signature is not otherwise obtained, all requests for additional work shall
constitute a parol (i.e., "verbal") change order from the Customer, and such change order(s) shall
become a part of this contract.
The manner in which the Services are to be performed and the specific hours to be worked by
King of the Painters. Inc. shall be determined by agreement with the customer- Customer agrees
to grant contractor full and unfettered access to the property in which services are to be rendered.
GUARANTEE OF WORKMANSHIP. All work performed by King of the Painters, Inc. is
guaranteed for a 5 (five) year period from the date of application. This guarantee includes both
material and labor.
16196608548
Page 2
Kiwi OF THE
..RING
Inc.
t6r•,g 01 The Painters, Inc
4155 Camino Alegre
La L esa, CA 91941
(619) 4631133I FA% ,519) 660$548
Toll Free (WO) 655-KING i54f4)
CA License # 429555
Reiter Better Business Bureau
xwwtincollheparttters.com
into@kingofthepainters.com
Res. atrcommeida' Paining
and Specialty Finishes
Sewing San Diego County
Since 1975
JAN 03,2008 17:32
Copy Post Printing interior proposal continued page 4
ENTIRE AGREEMENT_ This Agreement contains the entire agreement of the parties and there
are no other promises or conditions in any other agreement whether oral or written. This
Agreement supersedes any prior written or oral agreements between the parties.
AMENDMENT. This Agreement may be modified or amended if the amendment is made in
writing and is signed by both panics.
SEVERABILITY. If any provision of this Agreement shall be held to be invalid or
unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable.
If a court fends that any provision of this Agreement is invalid or unenforceable; but that by
limiting such provision it would become valid and enforceable, then such provision shall be
deemed to be written, construed, and enforced as so limited.
WAIVER OF CONTRACTUAL RIGHT. The failure of either party to enforce any provision
of this Agreement shall not be construed as a waiver or limitation of that party's right to
subsequently enforce and compel strict compliance with every provision of this Agreement.
APPLICABLE LAW. This Agreement shall be governed by the laws of the State of California.
WHEREFORE, the parties agree to be bound by the terms and conditions as set forth
herein, and further agree that the price quotations contained herein are valid for a period not to
exceed 90 days from the date of this agreement.
Liability Insurance: Golden Eagle #CBP8133961
Workers Compensation Insurance: Zenith Insurance Company # Z068799901
ALL WORK IS GUARANTEED FOR A FIVE YEAR PERIOD.
Approved:
Signature
A �jJ�
IL 'J4 Nf
JoseII/Atkins, Vice President
Estimator:. Joey Atkins (619) 871-3510
Printed Name
16196608598
Date:
Page 3
KeyReports 2007.04 (04.10.07 #76)
03/21/08 13:57:30
COPY POST PRINTING
Posting Report: Summary of Taxes (6)
Tax
Name
0 Exempt
Exempt
1 State
State
4 RESALE
RESALE
TOTAL.
Custom Date Range (1/1/2006 - 12/28/2006)
Filter: (PostingDate between 1/1/2006 and 12/28/2006)
IMPORTANT:
• Tax Amount is read from the database (sum of taxes on invoices posted during the report period)
• Taxable Amount is calculated by dividing the Tax Amount by Tax Percent
Non -Taxable Amount is calculated by subtracting the Taxable Amount from 'Net Sales + Taxed Shipping'
Tax
For
Invoices
Quick Sales
Invoices
Quick Sales
Invoices
Quick Sales
Count
Net
Sales
23 12,833.34
1 400.00
24 13,233.34'
1515 343,597.48
30 382.18
1545 j 343,979.66
135 35,576.94
Taxed
Shipping
Tax
Percent
0.00 0.000%
0.00 0.000%
0.00
Tax
aunt
0.00
0.00
0.00
0.00 8.750% 27,591.68
0.00 8.750% 29.95 342.29 39.89
0.00 27,621.63 315,675.77 28,303.89
0.00 0.000% 0.00 0.00 35,576.94
36 16,858.30 0.00 0.000% 0.00 0.00
' ' 171 . 52,435.24 - 0.00 0.00 0.00
315,675.77
Taxable
Amount
Non -Taxable:
Amount:
0.00 12,833.34
0.00 400.00
0.00 13,233.34
0,00
315,333.49 28,263.99
16,858.30
52,435.24
93,972.47.
EXHIBIT "D"
KeyReports 2007.04 (04.10.07 #76)
03/21/08 13:57:03
COPY POST PRINTING
Posting Report: Summary of Taxes (6)
Tax.
Name
0 Exempt
1 State
State
4 RESALE
RESALE
Y.°
5 Tax C@ 7.75
TOTAL
Last Year (1/1/2007 - 12/31/2007)
Filter: (PostingDate between 1/1/2007 and 12/31/2007)
IMPORTANT:
• Tax Amount is read from the database (sum of taxes on invoices posted during the report period)
• Taxable Amount is calculated by dividing the Tax Amount by Tax Percent
• Non -Taxable Amount is calculated by subtracting the Taxable Amount from 'Net Sales + Taxed Shipping'
Tax
For
Invoices
Invoices
Quick Sales
Invoices
Quick Sales
Count
21 7,650.85
21 T,650.85
1718 390,946.45
39 520.66
1757 391,467.11
153 34,933.41
30 13,405.95
183 48,339.36
1 465.01
465.01.
7,922.33
Taxed
Shipping
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00
0.00 }
0.00
Tax
Percent
0.000%
8.750%
Taxable
Amount
0.00 0.00
0.00 , 0.00
34,205.30 390,917.71
Non -Taxable
Amount
7,650.85
7,650.85
28.74
8.750% 45.72 522.51 1.85
26.88
0.000%
0.000%
7.750%
34,251.02 391,440.23?
0.00
0.00
0.00
36.04
36.04
34,287.06
0.00
0.00
0.00
465.03
465,03
391,905.26
34,933.41
13,405.95
48,339.36
-0.02
-0.02,
56,017.07
MAY 06,2008 11:04 COPYPOST PRINTING 619-425-1984 Page 1
AllitercUry Casualty Company
Insured's Cope
'i.'.rur7.l��-1'a'v', `; 'i i.r��r•� a`hv,/ Rr II it I] n+.X'�w<¢i If -6 +nl in I I I:,Ni it wKevl
Colifnrni i L'usinessoµners Policy
hftccuvc Dale 11/30/2007 Page I
Rencua1 Declaration
This declaration supersedes any previous declaration bearing the same number for this policy period.
Coverage will lapse and no longer be in effect if payment is not received by the due date.
Named Insured: KOAZ INC. DBA: COPY POST PRINTING
IMailing Address Producer
KOAZ INC. DBA: COPY POST PRINTING MARRS,MADDOCKS & ASSOC
100 W 35TH ST # B 3444 CAMINO DEL RIO #201
NATIONAL CITY CA 91950 SAN DIEGO CA 92108
Client Number: 23297
r .
'Policy Number Policy Period Company Name Producer No. Producer Phone
From To
•
CCP0009430 11/30/2007 - 11/30/2008 Mercury Casualty Company 4982 019.282-6849
At 12:01AM St;mdard Time At Your Mailing Address Shown Above,
Business Description: Printer
Form of Business: CORPORATION
INRLIURNFORTIILPAYMLNTOFTIILPRFMIflM,ANT)SIJRIECTTOALLTlni1T.RMSOFTllltiYCILICY, Wl;AGRI:Fwill! YOB
TO PROVIDE 111E INSURANCE AS SFA F..l) IN 'CMS POLICY.
Insurance is provided with respect to those premises described herein and with respect to those coverages and kinds of property for
which a specific limit of liability is shown, subject to all the terms of this policy including forms and endorsements made a part hereof.
LOCATION OF PREMISES
PREM IILDG LOCATION OCCUPANCY
1
1 100 W 35th St It B - National City CA 91950
SECTION 1
PREM BLDG COVERAGE
1 1 Business Personal Property
Printer
PROPERTY COVERAGE
LIMIT OF :. ..... _
DEDUCT -
INSURANCE
Y LUATION IIILE PREMIUM
$243,000 Replacement Cost $5O0 $895
Automatic Increase - Business Personal Property 4%
Business Income is provided under BP 00 01 for Actual Loss Sustained.
OPTIONAL COVERACE(S)
PREM BLDG COVERAGE
1
. LIMIT OF
INSURANCE DLDU(..I7IJLE PREMIUM
Lessor as Additional Insured $1,000,000 Per Occurrence/$7S000.000 ARgregate $25
TOTAL PROPERTY PREMIUM S921)
Exhibit "E"
05/06/2008 TUE 12:01 CJOB Nn_ AMA Ph mil
MAY 0?6,2008 11:04 COPYPOST PRINTING
619-425-1984 Page 2
ilittercury Casualty Company
PRKM I;I.I)G
Insured's Copr'
California Susinessowners Potiny
Effective Dale_ I I/30/2007 Page 3
Policy Number: CCP00094130
Insureds Name: KOAZ INC. DBA. COPY POST PRINTING
SCHEDULED ADDITIONAL INSUREDS
Rf'044X SD c& A PARTNERS_ 1NC. ARVC() Rh:AI1 Y
PO BOX 90948
SAN DIEGO CA 92169
1 1 RP01-tR GENERAL ELECTRIC VENDOR FINANCIAL SERVICES
ATTN: AivIY MCPI IERSON
10 RIVERVIEW DR
DANBURY CT 06810
1 I BP0443 SD&A PARTNERS. [NC AIVCO RF:AI:Ey
30 Day Canccllalion Nolicc PO BOX 90943
SAN DIEGO CA 92169-2948
I I BPO448
COSTCO WHOLJSALIi
30 Day Cancellation Notice. PO BOX 12010-PC
HEMET CA 92546-li010
n5/08/200R TTft 12'111 r.rnn rvn H7RIZ 1 IAnn7
MAY 06,2008 11:04 COPYPOST PRINTING
619-425-1984 Page 3
#1Rtercury Casualty Company
Insured's Copy
California Businessowners Policy
rflectire Date: I I/.30/2007 Pape.
Polio Ntunhcr: CCP0009 130
Insureds Names KOAZ INC. VISA: COPY POST PRINTING
::hal neee5,58fily be renewed lul pRoeetylien from the polls in::erect against in this policy_ hal net cl:a:whcie.
Atriynnrent of this pgigy'thall not he: wiled except with the mitten tionxenl of this Company.
1 his policy is made and arc<:pk:u subject to the foregoing p'nv1,4to1n: stipulations and then,. stated. which Inc holy mark::t Pint of this Iwlicy, tn-
gether with such other prod,innx. stipoI ltuns auU agloon cn r:ei 'nary het ad0ad hereto, as mottled by Ihtr. policy.
05/06/2008 TUE 12:01 Linn No- R;SR 1 13inn3
Available Collateral, CPP Printing & Direct Mail Marketing:
Equipment*:
➢ Paid — Itec (Ryobi 3302) — value $30,000
➢ Paid — AB Dick (9800 + T-head) — value $8,000
➢ Paid — Coil Bindery Machine and Punch — value $3,000
➢ Paid — Challenge 36" cutter — value $7,500
➢ Computers :
o Paid - Mac G4, G3, Imac — Value $5,000 - $8,000
o Paid — 7 PC's mostly Dell's — Value $2,000 - $6,500
o Paid — Bindery equipment, cutter, punch etc. — Value $3,000 - $8,000
o Paid — Furniture, other printing equipment — Value $2,000 - $9,000
Furniture / Office Equipment*:
➢ Paid — Leather chairs and couch — value $1,500
➢ Paid — Chairs, office (8 total) — value $1,000
➢ Paid — Desks, counters — value $7,500
➢ Paid — Phone system — value $1,000
➢ Paid — Misc. office and printing equipment — value $4,500
Total values per the above schedule (mid average for ranges): $85,500.00
* Note: All estimates for values of equipment are estimates. No appraisals were acquired_
EXHIBIT "F"
PROMISSORY NOTE
SECURED BY SECURITY AGREEMENT
San Diego, California
June 3, 2008
1. For value received, the undersigned, Koaz, Inc. ("Borrower"), promises to pay to the
order of the Community Development Commission of the City of National City ("Lender" or
"CDC"), in accordance with the provisions of this Promissory Note ("Note"), on or before the
Loan Maturity Date (defined below), the initial sums of Fifteen Thousand Dollars and no/100
Dollars ($15,000) (the "Loan Amount").
2. The "Effective Date" of this Note is June 3, 2008, the date of the initial advance
of funds.
3. All capitalized terms used in this Note, unless otherwise defined, will have the
respective meanings specified in the Community Benefit Loan Agreement or the Security
Agreement entered into between the Borrower and Lender on June 3, 2008, which meanings are
incorporated herein by this reference as though fully set forth.
4. If any provision of this Note conflicts with or is inconsistent with the provisions
of the Community Benefit Loan Agreement or the Security Agreement (all collectively, the
"Community Benefit Loan Agreements"), the Community Benefit Loan Agreements shall
supersede.
5. The Loan Amount will bear interest at the rate of 8.5% per annum simple interest
retroactive to the date of the Loan.
6. The Loan Amount will be due on the Loan Maturity Date (as defined below).
7. "Loan Maturity Date" means the date on which the indebtedness evidenced by
this Note is due pursuant to the terms of any of the Community Benefit Agreements, which
includes, but is not limited to, immediate repayment if the Business is sold, leased, conveyed,
refinanced, vacated, transferred, assigned, alienated, or hypothecated within five (5) years from
the Completion Date of the improvements as defined by and at the option of the CDC.
8. All payments will be applied first to accrued interest then to the principal.
9. The Loan Amount is payable in lawful money of the United States of America, in
same day funds at any place that Lender or the legal holders of this Note may, from time to time,
in writing designate, and in the absence of that designation, then by cashiers check delivered to
the attention of the Finance Department at CDC's office located at 1243 National City
Boulevard, National City, California 91950.
10. The principal amount of the indebtedness evidenced by this Note may, at the
option of the Borrower, be prepaid in whole or in part without penalty or premium.
1 EXHIBIT "G"
11. Time is of the essence. A failure by Borrower to fully repay the Loan on or
before the Loan Maturity Date will constitute an Event of Default under this Note and entitle
Lender to exercise any and all of its contractual, legal or equitable remedies including but not
limited to those set forth in the Community Benefit Loan Agreements.
12. On the occurrence of an Event of Default under this Note, or on the occurrence of
any Event of Default under any of the Community Benefit Loan Agreements, or on the
occurrence of any other event that, under the terms of any of the Community Benefit Loan
Agreements, gives rise to Lender's right to accelerate the repayment of the outstanding Loan
Amount, then, at the sole option of Lender, the full outstanding amount of this Note, or any part
thereof specifically designated by the Lender in writing, shall immediately become due and
payable by Borrower to Lender, without any further presentment, demand, protest, or notice of
any kind. Borrower agrees that this Note will be deemed to have been made under, and will be
governed by, the laws of the state of California in all respects, including matters of construction,
validity, and performance, and that none of its terms or provisions may be waived, altered,
modified, or amended except as Lender may consent to in a writing duly signed by Lender or its
authorized agents.
13. This Note is to become secured, among other security, by a security agreement
covering inventory located thereon, including equipment, furniture, and office equipment
with an approximate total market value of $85,500.00 as loan collateral, which is attached to
the Community Benefit Loan Agreement as Exhibit "F", and incorporated herein by this
reference as though fully set forth herein, to be executed by the undersigned. This Note is the
Note referred to in the Community Benefit Loan Agreements, as well as the Security Agreement,
and is entitled to the benefits of the Community Benefit Loan Agreements, that contain among
other things, provisions for acceleration of the maturity of this Note on the happening of certain
stated events.
14. The Security Agreement provides as follows:
"Should the BUSINESS be sold, hypothecated, vacated, leased,
transferred, assigned, or alienated on or before five (5) years from
the Completion Date of the improvements, this Loan shall be
repayable in full by the BUSINESS OWNER(S) to CDC, upon
demand, with interest at the option of the CDC", (each, a
"Transfer"), without first obtaining the written consent of the
Beneficiary, then all obligations secured by the Security
Agreement may be declared due and payable, at the option of the
Beneficiary, as stated in Section VI of the Community Benefit
Loan Agreement (as defined in the Note). Consent to one
transaction of this type will not constitute a waiver of the right to
acquire consent to future or successive transactions.
2 EXHIBIT "G"
15. Borrower agrees that, if Lender or holder of this Note incurs: (i) any costs, fees, or
expenses, including costs of procuring evidence of title incurred in connection with sale; or (ii)
any costs including, without limitation, attorney fees, incurred in enforcing payment, whether or
not suit is filed, or protecting security, including, without limitation, all costs, attorney fees, and
expenses incurred in connection with any bankruptcy, reorganization, arrangement, or other
similar proceedings involving the undersigned or the Property, that in any way affects the
exercise of rights and remedies under this Note or the Community Benefit Loan Agreements,
then Borrower will repay such expenses upon receipt of written demand from Lender, and, if
such expenses are not immediately repaid, such outstanding amount will increase the currently
outstanding indebtedness under this Note, and be secured by the Security Agreement All costs
and expenses incurred by Lender or holder of this Note to obtain relief from the stay of
bankruptcy statutes are specifically included in the expenses referred to in this Paragraph.
16. Regardless of any of the provisions of this Note, nothing in this Paragraph will be
deemed to limit or prejudice the rights of Lender to: (a) enforce the Security Agreement or
enforce any of its other rights or remedies under the Community Benefit Loan Agreements; or
(b) proceed against any entity or person, including Borrower with respect to the enforcement of
any leases, bonds, policies of insurance, or other agreements; or (c) recover damages against
Borrower for fraud, breach of warranty, failure to maintain insurance, waste, or material
misrepresentation; or (d) recover any condemnation proceeds or insurance proceeds or other
similar funds or payments attributable to the Property that, under the terms of the Community
Benefit Loan Agreements should have been paid to Lender; or (e) recover any tenant security
deposits, prepaid rents, or other similar sums paid to or held by Borrower or any other entity or
person in connection with the Business; or (f) recover the rents and profits of the Business
accruing from and after the occurrence of an Event of Default that have not been applied to pay
any portion of the outstanding indebtedness of this Note, operating, and maintenance expenses of
the Business, insurance, premiums, impositions, deposits into a reserve for replacement, or other
sums required by the Loan Document; or (g) recover damages including, without limitation,
recovery of all amounts authorized under any environmental indemnity agreement between
Lender and Borrower, relating to breach of any covenant, representation, or warranty of
Borrower in the Community Benefit Loan Agreements; or (h) recover from Borrower the entire
outstanding indebtedness of this Note, if the exercise of any right or remedy under federal, state,
or local forfeiture laws results in the loss of the lien of any Security Agreement, or the priority of
such, against the respective Business; or (i) recover funds to reimburse Lender for sums
expended by Lender for the protection or preservation of the Property or Lender's interest in it
(including, without limitation, payment of any real property taxes or assessments). Any liability
of Borrower for any obligations arising in connection with the matters set forth in the above
clauses, (a) through (i) inclusive, will be personal liability, and may be asserted against and
recovered from its or their interest in the Business, as well as, against any of Borrower's other
assets. Any liability of Borrower arising in connection with matters set forth in clause (g) will
not be limited to the outstanding principal amount of this Note, and Borrower's obligations will
survive foreclosure, deed in lieu of foreclosure, release, partial release, reconveyance, partial
reconveyance, or any other transfer of the Property.
17. The Security Agreement will be reconveyed upon Lender's satisfaction that all
obligations secured by the Security Agreement have been performed in full.
3 EXHIBIT "G"
In witness whereof, the undersigned has caused this Promissory Note to be executed as of
the date and year first above written.
Borrower:
Koaz, Inc.
By:
Walter Weinman, Chief Financial Officer
William Benko, Secretary
4 EXHIBIT "G"
SECURITY AGREEMENT
This Security Agreement is made and entered into on this 3`d day of June, 2008, by and
between Koaz, Inc., ("Debtor"), of 100 West 35th Street, Suite B, National City, CA, 91950, San
Diego County, State of California, and Community Development Commission (CDC) of the City
of National City ("Secured Party"), of 1243 National City Blvd., National City, 91950, San
Diego County, State of California, as follows:
For value received, the Debtor grants to the Secured Party a security interest in the
following described property, referred to in this Security Agreement as the Collateral:
equipment, furniture, and office equipment with an approximate total market value of
$85,500.00, to secure (1) the Debtor's note of $15,000 to the Secured Party of June 3, 2008,
payable as to principal and interest as provided in the note; (2) future advances by the Secured
Party to the Debtor, to be evidenced by similar notes; (3) all expenditures by the Secured Party
for taxes, insurance, and repairs to and maintenance of the Collateral incurred by the Secured
Party in the collection and enforcement of the note and other indebtedness of the Debtor; and (4)
all liabilities of the Debtor to the Secured Party now existing or incurred in the future, matured
and unmatured, direct or contingent, and any renewals, extensions, and substitutions of those
liabilities.
The Debtor warrants and covenants:
The Collateral is to be used for personal, family, or household purposes.
_X_ The Collateral is to be used in business other than farming operations.
The Collateral is equipment used in farming operation, or farm products, or
accounts, contract rights, or general intangibles arising from or relating to the
sale of farm products by a farmer.
The Collateral is accounts, and the records concerning the accounts are kept at
[address].
The Collateral is a fixture attached to or to become attached to the above -
described land.
The Collateral is being acquired by the Debtor from the Secured Party or is
being acquired with the proceeds of the advance evidenced by this Security
Agreement.
The Debtor's residence is at [address].
_X The Collateral will be kept at 100 West 35`h Street, Suite B, National City, CA,
91950.
X The Debtor's chief place of business is at 100 West 35th Street, Suite B,
National City, CA, 91950.
EXHIBIT "H"
The Debtor warrants, covenants, and agrees as follows:
TITLE
1. Except for the security interest granted by this Agreement, the Debtor has, or on
acquisition will have, full title to the Collateral free from any lien, security interest,
encumbrance, or claim, and the Debtor will, at the Debtor's cost and expense, defend any action
that may affect the Secured Party's security interest in, or the Debtor's title to, the Collateral.
FINANCING STATEMENT
2. No financing statement covering the Collateral or any part of it or any proceeds of
it is on file in any public office. At the Secured Party's request, the Debtor will join in executing
and pay the filing fees required for all necessary financing statements in forms satisfactory to the
Secured Party, and will further execute all other instruments deemed necessary by the Secured
Party.
SALE, LEASE, OR DISPOSITION OF COLLATERAL
3. The Debtor will not, without the written consent of the Secured party, sell,
contract to sell, lease, encumber, or dispose of the Collateral or any interest in it until this
Security Agreement and all debts secured by it have been fully satisfied.
INSURANCE
4. Until final termination of this Security Agreement, the Debtor will, at its own cost
and expense, insure the Collateral with companies acceptable to the Secured Party against the
casualties and in the amounts that the Secured Party shall reasonably require with a loss payable
clause in favor of the Debtor and Secured Party as their interests may appear. The Secured Party
is authorized to collect sums that may become due under any of the insurance policies and apply
them to the obligations secured by this Security Agreement. A duplicate copy of each such
policy shall be delivered by the Debtor to the Secured Party.
PROTECTION OF COLLATERAL
5. The Debtor will keep the Collateral in good order and repair and will not waste or
destroy the Collateral or any part of it. The Debtor will not use the Collateral in violation of any
statute or ordinance, and the Secured Party will have the right to examine and inspect the
Collateral at any reasonable time.
TAXES AND ASSESSMENTS
6. The Debtor will pay promptly when due all taxes and assessments on the
Collateral, or any part of the Collateral, or for its use and operation.
LOCATION AND IDENTIFICATION
2
Security Agreement
7. The Debtor will keep the Collateral separate and identifiable, and at the address
shown above, and will not remove the Collateral from that address without the Secured Party's
written consent, for as long as this Security Agreement remains in effect.
SECURITY INTEREST IN PROCEEDS AND ACCESSIONS
8. The Debtor grants to the Secured Party a security interest in and to all proceeds,
increases, substitutions, replacements, additions, and accessions to the Collateral, and to any part
of the Collateral. This provision shall not be construed to mean that the Debtor is authorized to
sell, lease, or dispose of the Collateral without the prior written consent of the Secured Party.
DECREASE IN VALUE OF COLLATERAL
9. The Debtor shall, if in the Secured Party's judgment the Collateral has materially
decreased in value or if the Secured Party shall at any time deem that the Secured Party is
financially unstable, either provide enough additional Collateral to satisfy the Secured Party or
reduce the total indebtedness by an amount sufficient to satisfy the Secured Party.
REIMBURSEMENT OF EXPENSES
10. At the option of the Secured Party, the Secured Party may discharge taxes, liens,
interest, or perform or cause to be performed for and on behalf of the Debtor any actions and
conditions, obligations, or covenants that the Debtor has failed or refused to perform, and may
pay for the repair, maintenance, and preservation of the Collateral, and may enter the premises
where the Collateral or any part of it is located and cause to be performed as agent and on the
account of the Debtor any acts that the Secured Party may deem necessary for the proper repair
or maintenance of the Collateral or any part of it. Any and all sums expended by the Secured
Party under this paragraph, including but not limited to, attorney's fees, court costs, agent's fees,
or commissions, or any other costs or expenses, shall bear interest from the date of payment at
the annual rate of 8.5 percent, and shall be payable at the place designated in the Debtor's note,
and shall be secured by this Security Agreement.
PAYMENT
11. Should the BUSINESS be sold, hypothecated, vacated, leased, transferred,
assigned, or alienated on or before five (5) years from the Completion Date of the improvements,
this Loan shall be repayable in full by the BUSINESS OWNER(S) to CDC, upon demand, with
interest at the option of the CDC, (each, a "Transfer"), without first obtaining the written consent
of the Beneficiary, then all obligations secured by the Security Agreement may be declared due
and payable, at the option of the Beneficiary, as stated in Section VI of the Community Benefit
Loan Agreement (as defined in the Note). Consent to one transaction of this type will not
constitute a waiver of the right to acquire consent to future or successive transactions.
Interest shall be calculated at 8.5 % per annum simple interest retroactive to the date of
the Loan. Unless BUSINESS OWNER(S) has complied with the terms of the AGREEMENT,
3
Security Agreement
the Loan identified shall constitute a lien upon the Business in the amount of the loan plus
interest computed.
The Debtor will pay the note secured by this Security Agreement and any renewal or
extension of it and any other indebtedness secured by this Security Agreement in accordance
with the terms and provisions of this Security Agreement. On full payment by the Debtor of all
indebtedness secured by this agreement in accordance with this Security Agreement, this
Security Agreement shall expire, and the Secured Party's security interest in the Collateral, as set
forth in this Security Agreement, shall terminate.
CHANGE OF RESIDENCE OR PLACE OF BUSINESS
12. The Debtor will promptly notify the Secured Party of any change of the Debtor's
residence, chief place of business, or place where records concerning the Collateral are kept.
TIME OF PERFORMANCE AND WAIVER
13. In performing any act under this Security Agreement, and the note secured by it,
time shall be of the essence. The Secured Party's acceptance of partial or delinquent payments,
or the failure of the Secured Party to exercise any right or remedy, shall not constitute a waiver
of any obligations of the Debtor or right of the Secured Party, and shall not constitute a waiver of
any other similar default that occurs later.
DEFAULT
14. The Debtor shall be in default under this Security Agreement on the occurrence of
any of the following events or conditions:
1) Default in the payment or performance of any note, obligations, covenant,
or liability secured by this Security Agreement;
2) Any warranty, representation, or statement made or furnished to the
Secured Party by or on behalf of the Debtor proves to have been false in any material respect
when made or furnished;
3) Any event that results in the acceleration of the maturity of the
indebtedness of the Debtor to others under any indenture, agreement, or undertaking;
4) Loss, theft, substantial damage, destruction, sale, or encumbrance to or of
any of the Collateral, or the making of any levy, seizure, or attachment of or on the Collateral;
5) Any time the Secured Party reasonably believes that the prospect of
payment or any indebtedness secured by this Security Agreement or the performance of this
Security Agreement is impaired; or
6) Death, dissolution, termination of existence, insolvency, business failure,
appointment of a receiver for any part of the Collateral, assignment for the benefit of creditors, or
4
Security Agreement
the commencement of any proceeding under any bankruptcy or insolvency law by or against the
Debtor or any guarantor or surety for the Debtor.
REMEDIES
15. On the occurrence of any event of default, and at any later time, the Secured Party
may declare all obligations secured due and payable immediately, and may proceed to enforce
payment, and exercise any and all of the rights and remedies provided by the California
Commercial Code as well as other rights and remedies either at law or in equity possessed by the
Secured Party.
The Secured Party may require the Debtor to assemble the Collateral, and make it
available to the Secured Party at any place to be designated by the Secured Party that is
reasonably convenient to both parties. Unless the Collateral is perishable, threatens to decline
speedily in value, or is of a type customarily sold on a recognized market, the Secured Party will
give the Debtor reasonable notice of the time and place of any public sale or of the time after
which any private sale or any other intended disposition of the Collateral is to be made. The
requirement of reasonable notice shall be met if the notice is mailed, postage prepaid, to the
address of the Debtor shown at the beginning of this Security Agreement at least five days before
the time of the sale or disposition. Expenses of retaking, holding, preparing for sale, selling, or
the like shall include the Secured Party's reasonable attorneys' fees and legal expenses.
MISCELLANEOUS PROVISIONS
16. (a) California Law to Apply: This Security Agreement shall be construed
under and in accordance with the California Commercial Code and other applicable laws of the
State of California, and all obligations of the parties created under this Security Agreement are
performable in San Diego County.
(b) Parties Bound: This Security Agreement shall be binding on and inure to
the benefit of the parties and their respective heirs, executors, administrators, legal
representatives, successors, and assigns as permitted by this Security Agreement.
(c) Attorneys' Fees: Should any legal action based in contract law be
commenced between the parties to this Security Agreement concerning the Collateral, this
Security Agreement, or the rights and duties of either party in relation to them, the prevailing
party shall be entitled to a reasonable sum as reimbursed for his or her attorneys' fees and legal
expenses.
(d) Legal Construction: In case any one or more of the provisions contained
in this Security Agreement shall for any reason be held invalid, illegal, or unenforceable in any
respect, the invalidity, illegality, or unenforceability of that provision shall not affect any other
provision of this Security Agreement, and this Security Agreement shall be construed as if the
invalid, illegal, or unenforceable provision had never been contained in it.
5
Security Agreement
(e) Prior Agreements Superseded: This Security Agreement constitutes the
only agreement of the parties, and supersedes any prior understandings or written or oral
agreements between the parties respecting the subject matter of this Security Agreement.
(f) Definitions: All terms used in the Security Agreement that are defined in
the California Commercial Code shall have the same meaning in this Security Agreement as in
the Code.
This instrument was prepared by The Community Development Commission (CDC) of
the City of National City, whose address is 1243 National City Blvd., National City, CA, 91950.
Dated:
DEBTOR Koaz, I
Walter Weinman, Chief Financial Officer
William Benko, Secretary
SECURED PARTY Community Development Commission of National
City
Bra .,;�,14f�t1�:; : cutive Director
6
Security Agreement
$15,000
National City,
NOTE
San Diego County, California.
FOR VALUE RECEIVED, the undersigned promises to pay to the order of Community
Development Commission (CDC) of the City of National City at National City, San Diego
County, California, or at any other place in the State of California that any holder of this Note
may designate in writing, the sum of $15,000 with interest, from the date written above until
paid, at the rate of 8rcent per annum.
This Note, together with all interest due on it, is due and payable as follows:
DEBTOR AND CDC agree that if the BUSINESS is sold, hypothecated, vacated, leased,
transferred, assigned, or alienated on or before five (5) years from the Completion Date of the
improvements as agreed to in the Community Benefit Loan Agreement, the Note shall be
repayable in full by the DEBTOR to CDC, upon demand, with interest at the option of the CDC.
The payment of this Note is secured by a Security Agreement of this date from Koaz, Inc.
to CDC granting a security interest in and to the following described property: equipment,
furniture, and office equipment with an approximate total market value of $85,500.00, together
with all other property described in or referred to in the Security Agreement.
The maker shall have the right to prepay the principal of this note in whole or in part
prior to its due date without premium or penalty.
If this note is placed in an attorney's hands for collection, or collected by a lawsuit or
through a bankruptcy, or probate, or any other court, either before or after maturity, there shall be
paid to the holder of this Note reasonable attorneys' fees, costs, and other expenses incurred by
the holder in enforcing the terms of this note.
Failure to pay any part of the principal or interest of this Note when due, or failure to
carry out any of the terms, covenants, or condition of the Security Agreement, shall authorize the
holder of this Note to declare as immediately due and payable the then -unpaid principal, and to
exercise any and all of the rights and remedies provided by the California Commercial Code as
well as all other rights and remedies either at law or in equity possessed by the holder of the
Note.
The makers, signers, and endorsers of this Note jointly and severally waive presentment,
notice of dishonor, and protest.
Dated: ��v
7
Security Agreement
Walter Weinman, Chief Financial Officer
William Benko, Secretary
SECURED PARTY Community Development Commission of National
City
BraExecutive Director, CDC
State of California )
County of DI (EC) ) �
On Baru 3, �7°x6 before me, L P\ `k (PP(N 10 , personally
appeared `4'w;r twho proved to me on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that
he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s)
acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature of Notary Public
LORI SHEPPARD
Commission • 1579639
Notary Pubic - California
San Diego County
MyConm. Expbes May 17, 204
8
Security Agreement